Annual and Sustainability Report 2023
Spreading
True Joy
Cloetta’s sustainability agenda, A Sweeter Future,
focuses on creating joy and long- lasting value
For You, For People and For the Planet.
The initiatives within the sustainability agenda
cover topics all across the value chain where
Cloetta has the ability to make an impact.
A Sweeter
Future
Words from
the president
Targets &
strategy
Market &
consumer Sustainability
Main
markets
Share &
shareholders
Financial
performance
Risks & Corporate
Governance
Financial
reports
Materiality &
Other
<< Content &
introduction
Sustainability
update
During 2023, we made further progress within
the climate action program by improving our data
collection process through collaboration with
value chain partners for our scope 3 emissions
and structured our initiatives to accelerate the
reduction of our scope 1 and 2 emissions. We also
commenced our double materiality analysis in
accordance with the EU Corporate Sustainability
Reporting Directive (CSRD).
p. 10
Growth leader -
ship in Branded
packaged
products
1
2
3
Sustain-
ability
Sustainable value within
the Pick & mix business
Lower costs
and greater
efficiency
p. 22
About Cloetta 2
2023 in brief 4
Words from the President
6
Targets & strategy
8
Long-term financial targets 8
Sustainability targets and ambitions 9
Strategic priorities 10
New greenfield facility 12
Market & consumer
14
The market 14
Consumer trends and behaviors 16
Know our consumer – bring
moments of Joy
18
Accelerate brand strength and
grow consumer base
20
Sustainability
22
Our Agenda 23
For You 24
For People 26
For the Planet 28
Value chain 34
Main markets
36
Share & shareholders
41
7 reasons to invest in Cloetta 41
Financial performance
47
Net sales and profit 47
Financial position 50
Cash flow statement 52
Future outlook 53
Environmental impact and
environmental management
53
Statutory sustainability report 53
Risks & Corporate Governance
54
Risks and risk management 54
Letter from the Chairman 59
Corporate Governance Report 60
Remuneration of the Group
Management Team
66
Internal control over financial reporting 68
Board of Directors 70
Group Management Team 72
Financial reports
75
Consolidated financial statements 76
Parent Company financial statements 114
Proposed appropriation of earnings 123
Auditor’s report 124
Ten-year overview 128
Key ratios 130
Reconciliation of alternative
performance measures
132
Materiality & other
134
Materiality and impact 134
EU Taxonomy reporting 138
GRI Content index 143
Auditor’s Limited Assurance Report 146
Glossary 147
Definitions 148
Our history 150
Shareholder information 152
The audited Annual Report for Cloetta AB (publ) 556308-8144 consists of the administration report and the accompanying financial statements on pages 47–123.
The Sustainability Report ing accordance with GRI Standards is defined in the GRI Index on pages 143–145 and is limited assured by PwC. The definition of the statutory
sustainability report can be found on page 53. While every care has been taken in the translation of this Annual and Sustainability Report, readers are reminded that the
original Annual and Sustainability Report, signed by the Board of Directors or in European Single Electronic Format (ESEF), is in Swedish. The Annual and Sustainability
Report in ESEF is published on www.cloetta.com.
Contents
Strategic priorities
Cloetta is a proud provider of joyful moments – our brands
and products bring fun and joy to memorable occasions.
We are convinced that our consumer focus is the basis for
Cloetta to grow and our brands to flourish. We will meet the
future as a united organisation – One Cloetta – with a
winning culture and passionate way of working.
Know our consumer
– bring moments of Joy
At Cloetta, consumer centricity is our long-term
commitment and passion to identify and satisfy
consumer needs. Consumer and market insights are
a key source of input for our product development,
marketing, and branding strategies.
p. 18
1
Words from
the president
Targets &
strategy
Market &
consumer Sustainability
Main
markets
Share &
shareholders
Financial
performance
Risks & Corporate
Governance
Financial
reports
Materiality &
Other
Cloetta Annual and Sustainability Report 2023
Content & >>
introduction
About Cloetta
Cloetta, founded in 1862, is a leading confectionery company in Northern Europe. Our products are
sold in more than 60 countries worldwide with Sweden, Finland, Denmark, Norway, the Netherlands,
Germany, and the UK as the main markets. We own some of the strongest brands on the market, such
as Läkerol, Cloetta, CandyKing, Jenkki, Kexchoklad, Malaco, Sportlife and Red Band. Cloetta has seven
production units in five countries and the company’s class B-shares are traded on Nasdaq Stockholm.
By Country
30%
Sweden
21%
Finland
15%
The Netherlands
10%
Denmark
6%
Norway
6%
Germany
5%
The UK
7%
International
Markets
By Category
62%
Candy
19%
Chocolate
10%
Pastilles
5%
Chewing gum
2%
Nuts
2%
Other
Cloetta’s net sales
1862
Founded in
SEK 8.3 bn
Net sales
9.6 %
Operating profit margin, adjusted
2
26%
*
Pick & mix
74%
*
Branded packaged
products
Business segments
*) of net sales
2,600
*
Employees
*) average 2023
>
60
Countries
7
Factories
Words from
the president
Targets &
strategy
Market &
consumer Sustainability
Main
markets
Share &
shareholders
Financial
performance
Risks & Corporate
Governance
Financial
reports
Materiality &
Other
2 Cloetta Annual and Sustainability Report 2023
<< Content &
introduction
We believe in
the Power of
True Joy
Cloetta Annual and Sustainability Report 2023
Words from
the president
Targets &
strategy
Market &
consumer Sustainability
Main
markets
Share &
shareholders
Financial
performance
Risks & Corporate
Governance
Financial
reports
Materiality &
Other
3
Content & >>
introduction
Q1
• The Board proposed a dividend for 2022’s result of
SEK 1.00 (1.00) per share.
• The preparatory work for the new greenfield facility
in the Netherlands continued. The overall regulatory
process is taking longer than initially estimated.
• CandyKing’s spring novelties were recognised in
leading Swedish trade and lifestyle media.
• Cloetta continued its climate journey by transitioning to
more vegan products and further phasing out raw
materials with high climate impact.
Q2
• Dividend of SEK 1.00 per share is approved by the AGM
and paid out.
• Cloetta has extended the maturities of its current loan
facilities with the existing banking group by one year.
The extended loans will mature during 2025–2027.
• Cloetta submitted the Transparency Act Report, including
disclosures on human rights and labour practices.
• Cloetta’s Norwegian organisation moved to their new
office in Lysaker.
• Cloetta continues to develop its e-commerce.
Key ratios
SEKm 2023 2022 2021 2020 2019
Net sales 8,301 6,869 6,046 5,695 6,493
Operating profit (EBIT), adjusted 799 691 571 495 743
Operating profit margin (EBIT margin), adjusted, % 9.6 10.1 9.4 8.7 11.4
Operating profit (EBIT) 735 466 565 442 727
Operating profit margin (EBIT margin), % 8.9 6.8 9.3 7.8 11.2
Profit before tax 570 343 558 383 648
Profit for the period 437 275 472 265 498
Earnings per share, basic, SEK 1.53 0.96 1.64 0.92 1.74
Earnings per share, diluted, SEK 1.53 0.96 1.64 0.92 1.74
Net debt/EBITDA, x 1.7 1.9 2.0 2.8 2.2
Free cash flow 496 305 664 366 538
Cash flow from operating activities 778 519 858 641 724
2023 in brief
Words from
the president
Targets &
strategy
Market &
consumer Sustainability
Main
markets
Share &
shareholders
Financial
performance
Risks & Corporate
Governance
Financial
reports
Materiality &
Other
4 Cloetta Annual and Sustainability Report 2023
<< Content &
introduction
Operating profit, adjusted
SEKm
0
50
100
150
200
250
Q4Q3Q2Q1
2022 2023
Free cash flow
SEKm
–200
–100
0
100
200
300
400
2023
2022
Q4Q3Q2Q1
2022 2023
Net sales
SEKm
2,500
2,000
1,500
1,000
500
0
0
500
1000
1500
2000
2500
Q4Q3Q2Q1
2022 2023
Q3
• Greenfield investment in line with estimates – expected new
timeline will not negatively impact Return on Investment.
• Cloetta launched a new financial reporting and consolida-
tion system. This bodes well for the upcoming implementa-
tion of the EU Corporate Sustainability Reporting Directive
(CSRD).
• Cloetta launched the new Skipper’s Mini Pipes, offering
small, soft liquorice pipes in a generous bag.
• Cloetta’s Dutch organisation moved to their new office
in Breda.
Q4
• Cloetta reported all-time high net sales and adjusted
operating profit and lowest-ever leverage.
• The greenfield project progressed in all work streams,
and the technical ability to build and operate Europe’s
first major candy factory running on renewable electricity
has been confirmed.
• Mikael Norman declined re-election as the Chairman
of the Board.
Words from
the president
Targets &
strategy
Market &
consumer Sustainability
Main
markets
Share &
shareholders
Financial
performance
Risks & Corporate
Governance
Financial
reports
Materiality &
Other
5Cloetta Annual and Sustainability Report 2023
Content & >>
introduction
How would you summarise
the year 2023?
First of all, it was a year of strong profitable
growth. It was also another rather extra-
ordinary year, this time heavily marked by
inflation, where we managed to raise our
prices to adjust for higher input, raw material,
and transportation costs. This was done in a
fair and transparent way, and in absolute
terms, leading to high customer loyalty and
trust. At the same time, we continued to
execute on projects that support our long-
term strategy and growth. The greenfield
project progressed according to the revised
plan in all workstreams, and the technical
ability to operate Europe’s first major candy
factory running fully on renewable
electricity has been confirmed. The project
is part of our ambitious sustainability
agenda, where we during the year made good
progress in collaboration with value chain
partners for our scope 3 emissions, and
structured our initiatives to accelerate the
reduction of our scope 1 and 2 emissions.
Cloetta is now in many aspects a leading
FMCG company in the Nordics, as we have
improved our ways of working in all areas
from finance to marketing and sales, as well
as through the whole supply chain.
All in all, 2023 was a very successful
year, and the first time in history when
Cloetta reached SEK 8bn in turnover and
close to SEK 800m in adjusted operating
profit through organic growth efforts.
What was the most important
achievement during the year?
There are many things to be proud of I
believe. First and foremost, I would say that
we managed to keep the volumes relatively
stable – a result of our strategic agenda to
strengthen our brands over the last years
and our relentless focus on execution. A big
compliment to the teams in all parts of the
organisation, who have done a tremendous
job to provide the value needed to keep
consumers enjoying our products, despite
the increased pricing. The added marketing
efforts to premiumise our brands, making
them more clear, innovative, and more
supported, are really giving results. It is
worth reiterating that stronger brands
always lead to higher value.
I also see a lot of evidence that we have the
right culture and people onboard to develop
our business, and I see so many efforts to
further develop and contribute.
How is the greenfield project
progressing?
The greenfield will create capacity for
growth and significantly reduce cost, while
reducing our greenhouse gas emissions.
Since we announced the investment in 2022,
the process develops with the estimate to
be fully operational during the second half
of 2026. One important decision during the
year was when our engineering team con-
cluded, in close cooperation with our suppli-
ers, that we have the technical ability to build
and operate the new factory fully electric.
When the new factory is fully operational, it
will be the first major candy factory running
on renewable electricity in Europe.
We are on time with our revised timeline
and are moving the process forward, while
involving the project’s stakeholders. I am
delighted to see cross-functional teams
coming up with innovative proposals to
create further savings before the facility is up
and running. There is a great pride internally
that we are building an emission-free factory,
employing people in Roosendaal and that we
at the same time can free up capacity for
further product portfolio optimisation.
During 2024, the main tasks will be to
finalise the permitting process as well as the
engineering and contracting of buildings and
machines. We will also close the factory in
Roosendaal Borchwerf during the year with
an in- and outsourcing solution in place.
Which important steps did you take
within your sustainability agenda?
We have identified where the emission
savings will come from as per 2030, and
together with our suppliers, identified all
our savings within the SBT-initiative. As
I have said before, it is necessary to make
progress and work closely with our custom-
ers, suppliers, and other parties in order to
reach our targets. We truly believe that our
sustainability efforts are strategic. It is in
all perspectives good for the company, our
culture, our business, and our stakeholders
today - and definitely also in the long run.
Furthermore, we are in the process of
finalising our double materiality analysis,
in accordance with the European Union
Corporate Sustainability Reporting
Directive (CSRD). The insights gained from
this process will further strengthen Cloetta’s
strategies, policies and actions within our
ambitious sustainability agenda.
What are your greatest challenges?
Cloetta is in a good place, but a lot of things can
still be improved to secure the road to reach
our profitability targets. We have to constantly
monitor how our operations are relevant and
efficient, ensure growth in pastilles and
chewing gum and grow our international
markets business. Given the volume growth
expectations, we are also continuously
looking at taking out smaller or lower-
margin products from our portfolio to create
capacity to produce higher-margin products.
Words from the PresidentWords from the President
A year of strong sales and
improved profitability
2023 was the
first time Cloetta
reached
SEK 8bn
in turnover and
close to
SEK 800m
in adjusted
operating profit.
6 Cloetta Annual and Sustainability Report 2023
Words from
the president
Targets &
strategy
Market &
consumer Sustainability
Main
markets
Share &
shareholders
Financial
performance
Risks & Corporate
Governance
Financial
reports
Materiality &
Other
<< Content &
introduction
And your greatest opportunities?
In short; becoming an even more consumer-
focused company through continued
positioning and strengthening of the brand
and product portfolio in all markets. This
happens within four areas;
1. Strengthening our brands in core markets
2. Continued volume growth of Pick & mix
via premiumisation and penetration
3. Building a stronger position in the UK
and Germany
4. Recover profitability in all our markets
What is Cloetta’s focus going forward?
We will continue to grow our branded
business with a high level of innovation,
growing Pick & mix in a profitable way,
drive cost efficiencies and execute on our
sustainability agenda.
We are committed to speed up the pace
towards our goals. The last few years have
been challenging due to many macroeconomic
developments but have also given us the
opportunity to demonstrate the resilience
of our core categories and brands. We have
proven our ability to deliver under tough
circumstances, and we believe that a more
balanced environment will give us the
opportunity to increase our focus on
long-term business development and work
with our roadmap of reaching a 14 per cent
operating profit margin.
In 2023, we reported all-time high net
sales and adjusted operating profit and
lowest-ever leverage, and I remain confident
for the future, since we have a strong pipeline
of strategic initiatives to further strengthen
our business. I am indeed proud of our
successful pricing execution, and that we
continue to take progressive, responsible
steps developing our business with high
sustainability ambitions. We are looking
forward to 2024 and believe in our
continued ability to deliver the Power of
true Joy to consumers, and customers, and
thereby creating shareholder value.
On a personal level, I would like to thank
everyone that I have had the opportunity to
work with during my seven years at Cloetta,
as I am leaving the company after the
summer. I have come to the conclusion that
this is the right time to make a smooth
transition with as little disruption as possi-
ble to the positive momentum that Cloetta
has established. I now look forward to
welcoming the new CEO to lead a truly great
company with great people!
Stockholm, March 2024.
Henri de Sauvage-Nolting
President and CEO
7Cloetta Annual and Sustainability Report 2023
Words from
the president
Targets &
strategy
Market &
consumer Sustainability
Main
markets
Share &
shareholders
Financial
performance
Risks & Corporate
Governance
Financial
reports
Materiality &
Other
Content & >>
introduction
Targets
Long-term financial targets
Organic sales growth
Cloetta’s long-term target is to grow organically by 1–2 per cent,
which is in line with or better than the market.
Comment on the year’s outcome: Organic growth was 15.7 per cent, resulting in Net sales
for the first time in the company’s history exceeding SEK 8 billion. Sales of Branded pack-
aged products increased organically by 14.1 per cent primarily driven by pricing, enabled
by the strengthening of our core brands and strong in-store execution. Sales of Pick & mix
increased organically by 20.7 per cent driven by premiumisation of the offering, pricing,
and increased consumer activation.
EBIT margin
Cloetta’s long-term target is an adjusted EBIT margin of at
least 14 per cent.
Comment on the year’s outcome: The adjusted EBIT margin amounted to 9.6 (10.1) per
cent. Although the adjusted EBIT was the highest in the company’s history, the margin
was compressed due to pricing offsetting the increased input cost without generating
incremental profit.
Net debt
Cloetta’s long-term target is a net debt/EBITDA ratio
of around 2.5x.
Comment on the year’s outcome: In 2023, Cloetta delivered very strong cash flow,
resulting in the lowest net debt/EBITDA in the company’s history, of 1.7x well below
the long-term target of 2.5x.
Dividend policy
Cloetta’s policy is to have a dividend payout ratio
of 40 to 60 per cent of profit for the year.
Comment on the year’s outcome: The Board of Directors of Cloetta AB proposes to
distribute a dividend to the shareholders of SEK 1.00 (1.00) per share for the 2023 financial
year, corresponding to 65 per cent (104) of profit for the year, equal to 59 per cent of the
profit for the year excluding impact of the impairment and provisions and other items
affecting comparability relating to the greenfield facility. The dividend proposal is in line
with the Board’s previously expressed ambition to continue to propose a stable dividend
in line with 2022 and is supported by a healthy cash flow and strong balance sheet.
Net sales and
organic sales growth
SEKm %
9,000
6,000
3,000
0
-3,000
-6,000
-9,000
-9000
-6000
-3000
0
3000
6000
9000
-1 8
-1 2
-6
0
6
12
18
20232022202120202019
Net sales Organic sales growth
EBIT and margin, adjusted
SEKm %
0
100
200
300
400
500
600
700
800
0
2
4
6
8
10
12
14
16
20232022202120202019
EBIT, adjusted EBIT margin, adjusted
Net debt/EBITDA
SEKm x
2,400
2,000
1,600
1,200
800
400
0
0
400
800
1200
1600
2000
2400
0
1
2
3
20232022202120202019
Net debt, SEKm Net debt /EBITDA, x
Dividend policy (share of profit)
%
0
20
40
60
80
100
2023
*
2022
*
202120202019
* Adjusted for items affecting comparability
relating to the greenfield facility.
Target
2.5x
Target
≥14%
Target
40–60%
Target
1–2 %
8 Cloetta Annual and Sustainability Report 2023
Words from
the president
Targets &
strategy
Market &
consumer Sustainability
Main
markets
Share &
shareholders
Financial
performance
Risks & Corporate
Governance
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reports
Materiality &
Other
<< Content &
introduction
Sustainability targets and ambitions
For You
*
•
Offer sugar-free, less sugar and options with functional ingredients
•
Offer more vegan options
•
Supporting dental health with our xylitol products
Comment on the year’s outcome: Throughout 2023, we stayed on course with expanding
our vegan options. Our vegan candy portfolio has now reached 37 per cent, a significant
increase compared to the 23 percent recorded at the end of 2022. Our non-sugar or
low-sugar product range now constitutes 10 per cent of our assortment, reflecting a slight
decrease compared to 2022.
* The prior target regarding candy and pastilles with non-artificial colors and flavors were accomplished in 2022.
For People
•
Continue to work towards zero work-related accidents
•
Cloetta engagement survey to be in line with the global benchmark by 2025
•
All Cloetta markets running a purpose-driven community engagement initiative by 2025
•
Maintain existing partnerships and initiate a new collaboration to improve living conditions in our
supply chain by 2025
Comment on the year’s outcome: During the year we continued to work toward zero accidents.
Despite a slight increase in our LTIR, we persist in enhancing our health and safety culture through
structural risk reduction and increased awareness.
For the Planet
•
46 per cent absolute greenhouse gas emissions reduction by 2030 compared to 2019 base
year emissions
•
100 per cent recyclable packaging by 2025
•
100 per cent packaging from renewable sources or recycled materials by 2030
•
Engage all key suppliers to set their own emission reduction targets by 2025
•
With palm oil-based vegetable oils continue to source 100 per cent RSPO certified segregated palm oil
•
Maintain 100 per cent Rainforest Alliance certified cocoa
Comment on the year’s outcome: During the year we made further progress within our climate action
program by improving our data collection process through collaboration with value chain partners for
our scope 3 emissions and structured our initiatives to accelerate the reduction of our scope 1 and 2
emissions. Total CO
e emissions have decreased with approximately 10 per cent compared to 2019
(base-year).
10%
Non-sugar
and less sugar
products
37%
Vegan
candy
Lost Time Incident Rate (LTIR)*
Number
0
2
4
6
8
20232022202120202019
* Number of injuries causing at least 24 hours of
absenteeism per million hours worked per year.
GHG emissions*
tCOe (Scope 1, 2, 3)
350,000
300,000
250,000
200,000
150,000
100,000
50,000
0
0
50000
100000
150000
200000
250000
300000
350000
Scope 3
Scope 2
Scope 1
20232022202120202019
Scope 1 Scope 2 Scope 3
Target
2030
Source: CEMAsys.
* tCO
2
e (metric tons of carbion dioxide equivalent)
represents emissions from all greenhouse gases.
Target
2024
9Cloetta Annual and Sustainability Report 2023
Words from
the president
Targets &
strategy
Market &
consumer Sustainability
Main
markets
Share &
shareholders
Financial
performance
Risks & Corporate
Governance
Financial
reports
Materiality &
Other
Content & >>
introduction
Strategic priorities
Cloetta is a proud provider of joyful moments – our brands and products bring
fun and joy to memorable occasions. We are convinced that our consumer
focus is the basis for Cloetta to grow and our brands to flourish. We will meet
the future with a winning culture and passionate way of working.
Cloetta aims to strengthen its position as the
leading confectionery company in Northern
Europe within the candy, chocolate, pastilles,
chewing gum and nuts categories as well as
in the Pick & mix segment. Our aim is to
grow 1–2 per cent organically, which is in line
with or better than the long-term trend in
the market, on our core markets as well as to
deliver fast growing international sales
through the expansion of selective brands.
We will continuously develop new innovative
offerings and strengthen the e-commerce
focus. Furthermore, we aim to achieve an
adjusted EBIT margin of at least 14 per cent,
by driving volumes and value within
Pick & mix, and profitable growth and
improved product mix in Branded packaged
products. In addition, we will continue to
drive cost savings and efficiency activities
throughout the entire value chain, including
through the investment in the greenfield
facility.
Organic sales growth in
Branded packaged products
Change from previous year
0
1,500
3,000
4,500
6,000
7,500
Q4Q3Q2Q1Q4Q3Q2Q1
2022
2023
0
5
10
15
20
25
%
SEK m
Rolling 12 months NSV
Organic net sales growth
Organic sales
growth in Pick & mix
Change from previous year
0
500
1,000
1,500
2,000
2,500
Q4Q3Q2Q1Q4Q3Q2Q1
2022
2023
%
SEK m
10
15
20
25
30
35
Rolling 12 months NSV
Organic net sales growth
Cloetta’s strengths
• Strong leading local
brands.
• Core markets in stable
Northern Europe.
• Strong European leader
in Pick & mix.
• Scale benefits in Northern
Europe versus local
competition.
• Route-to-market scale
in core markets.
• Locally tailored
innovations.
Mid-
term
*) Operating profit margin, adjusted.
14%
Strategic building blocks to deliver
margin expansion
Road to 14 %
11.4%
*
9.6%
*
2023
≥14%
*
2019
Pick & mix
volumes
and value
Covid-19 and
cost inflation
2022–2023
Branded
mix and
volume
Perfect
Factory
Net
revenue
manage-
ment
Greenfield
facility
Swedish
Pick & mix
business
at break-
even
VIP+
cost
reduction
P&M to reach EBIT margin of 5–7%
Operating profit margin, adjusted
1–2%
1%
5–7%
2018 2023 Mid-term
• Margin focus
• Volume gains
• Perfect Factory
• Decompression*
Swedish
Pick & mix
business
at break-
even
Covid-19
impact
Input
cost
inflation
Pricing
Full
pricing
Volume
recovery
& margin
focus
*) Refers to the positive effect on margins that will arise when input costs stabalise or decrease.
10 Cloetta Annual and Sustainability Report 2023
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markets
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1
Growth leadership in
Branded packaged
products
We have a clear growth strategy for growth
for Branded packaged products which
focuses on both the core operations and
the Group’s strong brands, well positioned
to respond to the growing consumer
trends demanding local brands and
innovative offerings with a conscious and
sustainable approach. As branded
packaged products have an EBIT margin
above the Group average, this segment is
important for Cloetta to be able to reach
its long-term profitability target. We will
also continue to recover the mix within the
segment to secure strong profitability.
Achievements 2023
In 2023, Branded packaged products
continued its growth path – having
reached twelve quarters of sequential
growth by year-end. This was achieved
mainly through successful marketing and
strong innovation initiatives that enabled
solid pricing execution in an inflationary
environment. We also continued to focus
on recovering sales of high-margin
products such as chewing gum and
pastilles, with improvements seen during
the year. Furthermore, we continued our
successful brand expansion into new
segments such as Tupla Crispy Puffs and
Skipper’s Mini Pipes bags, and to excite
with strong limited editions like Läkerol
Triple-Treat and Juleskum Cola. We also
expanded our vegan portfolio and
strengthened our natural offering by
launching additional variants of our
fruit-based candy into new markets.
2
Sustainable value
within the Pick &
mix business
Pick & mix is an important consumer
market as it goes hand in hand with
underlying consumer trends such as
individualism and sustainable packaging.
The segment is also of importance for
our customers as it increases in-store
traffic and impacts our ability to sell
other categories. From its strong
market position Cloetta has good
opportunities to develop the category
and thereby drive profitability and
growth, with the ambition to reach an
EBIT margin in the range of 5–7 per
cent in the medium-term.
Achievements 2023
The Pick & mix segment has continued
to deliver growth, both in volume and
value, for eleven consecutive quarters.
In Finland, we continued the rollout of
our premium offer CandyKing – The
Premium Mix as well as relaunched the
Parrots concept with a new visual
expression. Our e-commerce pilot for
Pick & mix in Denmark has continued
good development and we expanded
into quick commerce with a pre-packed
CandyKing cup. We also secured the
extension of contracts in several of our
markets, proving the attractiveness of
our CandyKing concept to the retailers.
Good results from our CandyKing brand
communication was shown in both
social media as well as through PR
exposure in top-tier consumer media in
Sweden. We continue to focus on
creating sustainable value within the
segment, through a combination of
pricing, continued margin enhancing
initiatives and volume.
3
Lower costs
and greater
efficiency
Cloetta needs to invest to continue
to grow. This includes increasing
marketing investments for Branded
packaged products, adapting to
changing consumer and customer
demand, and creating capacity to
produce more products. Cloetta’s
efficiency programmes, together with
strengthened corporate culture and
processes in One Cloetta, are important
drivers to improve the overall profitability
which allows for the investments.
Achievements 2023
During the year, our efficiency
programmes including the VIP+ cost
programme, the Perfect Factory
programme, and the Net Revenue
Management programme progressed
as planned, delivering improvements
that helped offset the surging input
cost inflation and strengthen our
operating profit. As part of the Net
Revenue Management programme,
we commenced rolling out a new
information system in our first market to
enable the same efficiency focus to
trade spend as we have had on cost.
During the year we also continued to
make progress on our new greenfield
facility in the Netherlands in all work
streams, and the technical ability to
build and operate Europe’s first major
candy factory running on renewable
electricity has been confirmed. You can
read more about the investment on
page 12–13.
Three business models
within Pick & mix
56%
Full concept
24%
Bulk
20%
Trad e own
Strategic priorities
Growth
leadership
in Branded
packaged
products
Lower costs
and greater
efficiency
Sustain-
ability
Sustainable value
within the Pick & mix
business
1
2
3
Full concept Includes branding, assortment, fixtures and
in-store merchandising
Bulk Bulk sales to other pick & mix concepts or sales
of individual products
Trade own Similar to the full concept but products are
sold under the retailer’s own private brands
Cloetta Annual and Sustainability Report 2023 11
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12 Cloetta Annual and Sustainability Report 2023
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Greenfield
facility enables
further growth
In 2022, Cloetta announced the greenfield investment
in the Netherlands with the ambition to create capacity for
growth, significantly reduce cost, while reducing greenhouse
gas emissions. When the new factory is fully operational it will
be the first major candy factory running on renewable
electricity in Europe.
Background
Cloetta evaluated a wide range of
alternatives for a manufacturing that
meets the future demand based on the
following criteria: savings, growth,
sustainability, risk, and capital
expenditure. The conclusion is that
investing in a new greenfield facility
in the Nether lands and closing three
existing plants is the most attractive
alternative, meeting all important
criteria for Cloetta’s future
development.
Progress
The greenfield facility project
proceeded during the year with, among
other things, the finalisation of the
design work and the first phase of the
tendering process of the factory. During the
fourth quarter 2023, it was concluded that
Cloetta has the technical ability to
operate the factory fully electric, rather
than at 80 per cent as originally designed.
The decision contributes to Cloetta’s set
Science-based targets (SBTi). As for the
overall regulatory process, Cloetta
expects to receive a decision from
the city council in H1 2024. The
Roosendaal Borchwerf factory will
stop production in summer 2024, with
in- and out sourcing solutions in place.
Financials
In connection to an investor event
in Stockholm on 27 September 2022,
Cloetta provided an updated on the
greenfield facility investment plan.
The investment is expected to generate
Union
Consultations
Financing Employees’
social plan
Engineering
design
Permits
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Key facts
• Focus on core candy and brands: Wine gums and mixed
bags (Gott & Blandat, Red Band, Aakkoset, Venco)
• Planned facility size: ~ 45,000 m
2
over 2 levels
– Enables 15,000 tonnes extra capacity
– Highly automated
– Net decrease of ~ 150 FTEs
– 4 process lines
– New and upgraded packaging lines
– 4 processing units, utilities and cleaning system
– R&D capabilities
– Space for future expansion
For the most recent updates, please visit cloetta.com
a total annual EBIT delivery of SEK 220–
260m, including quantified insourcing
and enabled growth. The current
estimated timeline indicates that the plant
will start operations during H2 2026.
Cloetta assesses that the adjusted timeline
compared to the originally will not
negatively impact the return on the
investment. In addition, savings have
improved within the range (SEK 220–
260m). The net increase in capital
expenditure to create a new network is
estimated at SEK 1.9bn during 2023–2032.
Financing through new credit facilities,
totaling EUR 160m, has been arranged
for by Cloetta’s existing banking group
at competitive rates that are marginally
higher than on existing facilities.
The Netherlands
Permits
Land purchase Factory building and
production equipment
contracted
Construction and
installation
Start-up of
new factory
Sales of
properties
Content & >>
introduction
The confectionery market
The total market for confectionery in
Cloetta’s main markets amount to approx-
imately SEK 339 bn (316).
The confectionery market is relatively
insensitive to economic fluctuations and
shows stable growth that is driven
primarily by population trends and price
increases. Market recessions affect us
mainly through general price pressure from
the retail trade and increased competition
from the trade’s own private labels. Due to
high inflation, the prices of confectionery
categories in 2023 increased by 10-15 per
cent in our main markets. Private labels still
account for a relatively small share of
confectionery compared to other grocery
products; however, they showed a strong
growth in 2023 across most confectionary
categories in our markets.
Consumption patterns
Confectionery is one of the most impulse
driven categories in the retail trade. Up to 80
per cent of purchasing decisions are made at
the point of sale. Brand, availability, and prod-
uct placement are significant success factors.
The European confectionery market is char-
acterised by strong consumer loyalty to local
brands. Shoppers however rarely buy only one
brand but rather tend to have a few brands in
their purchasing repertoire. The main con-
siderations when buying are brand, flavour,
quality, and curiosity about new products.
Consumption patterns and taste preferences
vary between the different markets. For
example, compared to the rest of Europe,
the Nordic region has a higher per capita
consumption of chocolate and candy.
Competitive market
The global market for confectionery is
dominated by international companies like
Mars, Mondelēz International, Nestlé,
Ferrero, Perfetti Van Melle, Haribo and
Lindt & Sprüngli. However, in the local
markets these meet tough opposition from
players with locally established brands such
as Cloetta, Fazer, Orkla and Toms. No player
has a strong position across all European
markets. Consolidation of the confectionery
Index of key commodities
used by Cloetta
Index
90
100
110
120
130
140
150
Dec
Nov
Oct
Sep
Aug
Jul
Jun
May
Apr
Mar
Feb
Jan
80
100
120
140
160
20232022
Source: Mintec, EUWID, Kingsman.
Breakdown of raw materials
and packaging costs, %
19%
Sugar
19%
Packaging
14%
Syrups
8%
Cocoa
6%
Gelatine
6%
Starches
5%
Milk products
5%
Polyols
4%
Fats & Waxes
4%
Flavours
10%
Other
Cloetta’s largest cost items in production are raw materials
and packaging. We collaborate closely with our largest raw
material suppliers, for example through automated order
and delivery processes that are adapted to the raw material
consumption in each factory.
The confectionery market
68%
Chocolate
27%
Candy incl. pastilles
5%
Chewing gum
The market
The confectionery market is traditionally divided into candy,
chocolate, pastilles and chewing gum. Cloetta is active in all
these categories, as well as in the nuts category.
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Cloetta’s sales channels
Grocery
retail trade
One of Cloetta’s most important
sales channels, typically covered
by central agreements at a national
level.
Development The grocery retail trade has undergone
extensive consolidation and restructuring over the past ten years,
with increasingly fewer and larger stores. Concentration in the
grocery trade is high in the majority of European markets, which
means that the channel can place high demands on its suppliers.
Service trade
One of Cloetta’s most important
sales channels, characterised by
generous opening hours, centrally
located in the form of convenience
stores and filling stations.
Development Over the past decade, confectionery sales to the
service trade have decreased, primarily due to the presence of
fewer filling stations, but also because the service trade has
developed its own snack alternatives that compete with
confectionery. Service trade faced a big hit due to the pandemic
and the related restrictions and decrease in people mobility. It has
gradually been moving back to normal levels during 2022 and 2023
but has not yet fully reached pre-Covid sales.
E-commerce
Cloetta’s fastest growing sales
channel, with a mix of both
established and new players.
Younger target groups with
convenience as main driver.
Development Over the last decade, FMCG e-commerce in Europe
has experienced strong growth further fueled by the Covid-19
pandemic. Key accelerators are technology-based improvements
solutions such as mobile shopping, improved online shopper expe-
rience and automated supply chain systems giving faster and more
accurate deliveries and quick payment methods. In recent years,
fast delivery retailers have established a new way of shopping,
quick commerce, with home delivery of groceries in less than 30
minutes. Further, new services focused on convenience, such as
meal kit subscriptions have attracted consumers who seek to
simplify their everyday life.
Other
channels
Includes cinemas, building supply
stores, airports, and arenas. This
channel often requires support in
developing its confectionery sales.
Development In recent years, this channel has broadened to
also include non-traditional confectionery sales channels such
as building supply stores, furniture and appliance stores, hotels,
and bars.
industry is taking place gradually. For
example, in 2023 Mondelez International
completed the sale of its chewing gum busi-
ness to Perfetti Van Melle. Similarly, in Q1
2023, Orkla finalised the acquisition of Bubs
Godis AB, a Nordics confectionery company.
Pick & mix
The Pick & mix segment has a very strong
position in the Nordic countries and accounts
for a large share of the total confectionery
consumption, while the consumption of
pick & mix is considerably lower in Central
Europe where packaged candy and chocolate
have a stronger position. In Sweden, pick
& mix normally accounts for 30 per cent of
the total confectionery market, while in the
other Nordic countries it accounts for 5 to
15 per cent. After volume decline during the
Covid-19 pandemic, pick & mix has
recovered well with strong growth in both
2022 and 2023.
The nut market
Cloetta is also active in the nut market via
the brands Nutisal in packed business and
Parrots in pick & mix. The total nut
market in the Nordic region is worth around
SEK 5 bn, and the private labels of the retail
trade account for approximately one third of
the total market in value and 40 per cent in
volume. In Cloetta’s main markets, the nut
market is experiencing annual growth of
1–2 per cent in volume. In the recent years
the category has been declining in volume but
growing in value due to price increases and a
shift to the premium product category.
Raw material and packaging
The prices of Cloetta’s most important raw
materials are set on the European commod-
ities exchange, either directly, as is the case
for cocoa, or indirectly such as with glucose
syrup, the price of which is influenced by
the price of wheat and barley. This means
that our purchasing costs for these items are
dependent on market pricing. Cloetta has a
central procurement function that develops
and implements sourcing strategies to man-
age risk and drive competitive advantage.
As a rule, the central purchasing department
pre-purchases the most important raw
materials so that raw materials are available
for the equivalent of six to nine months of
production. This also creates predictability
in prices and financial outcomes since price
changes affect our purchasing costs with a
certain delay. In this way, we usually avoid
temporary price swings in the commodities
market. Furthermore, in a high inflationary
environment, Cloetta’s strategy is to protect
its profitability by compensating for all
input costs in absolute terms, also including
packaging, freight, and energy costs, through
price increases towards its customers as well
as cost savings and reducing overall energy
consumption.
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Consumer trends
and behaviors
Cloetta continuously monitors market trends at macro and
micro levels through market research, category and trend
reports, social listening, and various trackers. Keeping track
of trends provides valuable information for us to feed into the
development of new ideas and concepts.
Greater
individualisation
Consumers increasingly wish to satisfy
their individual needs. This means that
they want the option of both choosing
products, and also having access to
products and services that are individ-
ualised and can be adapted to different
occasions.
Cloetta’s response
Pick & mix is a good example of a
concept that is individualised, and a
category in which we are a leading
market player. The CandyKing-concept
relaunch has made it a more relevant
and appealing offering and has given
consumers exciting new options on
the pick & mix shelf, through exclusive
collaboration with suppliers. Cloetta
also consistently works on different
packaging sizes and formats to cater
for different occasion needs, such as
The Jelly Bean Factory providing a
range of different formats, spanning
from smaller “grab and go”– sachets,
to larger sharing & gift jars.
Responsibility for
the environment
and human rights
One of the key trends is the interest
in the impact of food production on
the environment and the social condi-
tions of the producer. Suppliers have
responded to consumer demand for
information; above all in terms of the
origins of raw materials, the farmers’
working conditions, quality, and farming
methods, by introducing different types
of labelling and certifications.
Cloetta’s response
During 2023, Cloetta continued driv-
ing several programmes within these
areas that aim to make a real impact
in the world. In partnership with the
Rainforest Alliance, we contribute to
The Living Income Fund that bridges
the living income gap by making extra
payments directly to cocoa farmers.
Science Based Targets initiative (SBTi)
approved Cloetta’s targets to reduce
direct and indirect carbon emissions
by 46 per cent by 2030 compared to
the base year of 2019. As an example
of our commitment, we also calculated
the climate footprint for a selection of
our products, involving the first steps of
more data collection and engagement
with our suppliers.
Health
Consumers are increasingly looking
for natural raw materials with positive
health benefits. Additives of various
types and artificially produced sub-
stances are being questioned in favour
of natural ingredients. E-numbers are
being replaced with the name of the
additive in plain language. Natural sugar
and natural sweeteners like xylitol and
stevia are preferred to artificial sweet-
eners. Less sugar and fewer calories
are another important aspect that
consumers are demanding.
Cloetta’s response
We are working to remove artificial
flavourings and colourants from our
assortment. They will be entirely
replaced by natural fruit and plant
extracts in our candy products. Cloetta
provides alternatives in the form of
sugar-free products, products with less
sugar and products that are naturally
free from sugar, giving consumers the
opportunity to choose. We also use the
natural sweetener xylitol in brands such
as Jenkki, Mynthon and Läkerol Dent.
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<< Content &
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E-commerce and
digital channels
increasingly
important
E-commerce is in general growing
across all sectors, including the grocery
retail trade, and growth was fueled
further by the Covid-19 pandemic.
Despite turbulent times in 2022 and
2023, grocery e-commerce is midterm
expected to grow to a significant size in
several key markets. Online sales in
confectionery are still lower than for
other consumer product categories,
but have more than doubled in Cloetta’s
core markets compared to before the
pandemic.
Cloetta’s response
E-commerce is one of our key focus
areas. Cloetta’s e-commerce strategy
is focused on growth through a dynamic
channel that matches our strong offline
shares in online trade. Online grocery
market maturity differs depending on
the markets. This means that Cloetta
sets clear priorities for where and how
to drive e-commerce including online
content, e-trade marketing activation
and dedicated online product
development. We are constantly
developing new marketing tools to get
noticed and end up being the preferred
brand in a shopping cart.
Superior sensory
experiences
With the increased exposure to social
media platforms where consumers
share consumption experiences, and
the need for affordable escapism,
consumers are seeking heightened
sensory experiences from their food.
This is driving companies to regularly
launch exciting new flavours and
textures.
Cloetta’s response
With our strong brands acting as a trust-
worthy ambassador for novel taste
sensations, 2023 brought exciting taste
experiences to consumers. Red Band
juicy bites launch in the Netherlands is
one example, providing consumers with
a very different texture and overall sen-
sory experience compared to classical
Red Band wine gums. Another example
is Finland’s most popular chocolate bar
Tupla expanding into a Tupla Crispy Puffs
bag that contains crispy and crunchy
wheat puffs with the same cocoa nougat
found in the original Tupla bars.
Local, genuine
and transparent
brands
Local brands with a strong history are
favoured by consumers. This became
even more apparent during the pan-
demic, when consumers reverted far
more to traditional and familiar brands.
Authenticity and transparency are key
for brands to deliver in order to earn
consumer trust.
Cloetta’s response
In all core markets, we have some of
the strongest local brands that con-
sistently deliver joy and fun moments in
consumers’ daily lives. We continue to
invest in local brands and develop them
in accordance with consumer trends
whilst ensuring they meet consumer
expectations. To earn consumer trust
and to truly deliver genuine brands, we
work continuously to ensure all prod-
ucts meet high quality standards and
provide clear and transparent informa-
tion about the contents of the products
on the packaging and our website.
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introduction
Brand and category leadership
The continuous development and care of
its unique brands are of vital importance
for Cloetta. Strong brands and top-quality
products provide the anchor and orientation
in times of uncertainty and volatility.
In an impulse driven category with high
percentage of shoppers buying the category
only a few times per year, our strategy is
strongly influenced by the focus to constantly
recruit new consumers and grow the
consumer base of our brands. Doing so, we
drive marketing return on investment with
increased emphasis on the largest brands of
the brand portfolio to grow them even bigger.
Cloetta’s ten largest brands account for
more than half of the Group’s sales. For each
brand there is an individual development
plan aimed at continuously developing and
strengthening the brand.
Another overarching ambition is to
ensure that the marketing investments we
make are effective in driving incremental
sales and brand equity for the long-term.
This involves creating the right impactful
content combined with a suitable media
channel mix, which must be carefully devel-
oped and planned for each campaign, based
on the defined performance objectives.
Cloetta typically combines marketing
activities with in-store campaigns. New
products are normally given sales
support through campaigns, events,
in-store activities, and advertise-
ments to reach consumers as
quickly as possible.
Over the last years, efficiency
gains have enabled us to increase the
share of marketing that is visible to the
consumers, reaching close to 70 per cent
in 2023, helping us to invest competitively.
The consumer in focus
Cloetta continuously monitors market
trends to gain valuable information to feed
into the development of new ideas and
concepts, see pages 16–17. Cloetta develops
different hypotheses, concepts and proto-
types to test those and ensure our offerings
resonate well with consumers expectation.
By evaluating the physical products,
consumers provide essential feedback to
our innovation team which subsequently
improves the product recipes to fully meet
consumers’ preferences before launch. We
manage and make use of our own consumer
panel to efficiently conduct product tests,
establishing a direct line with consumers,
which supports the improvement of our
current products as well as the development
of new ones.
We closely follow the health of our
brands regarding consumer perception
through advanced tracking tools based on
specific KPIs to systematically follow the
effect of our marketing activities and new
launches. The high frequency of data points
ensures a thorough understanding of the
brand performance and enables quick and
effective actions when needed.
Strategic product development
Product development is one of the
key enablers to win new
consumers and drive brand
health while differentiating
in the market. On an ongoing
basis we introduce product
extensions such as launches of
new flavours, textures and pack-
aging as well as adaptions to local
needs on already existing product lines.
A product that is successful in one
market can be launched in another
Know our consumer
– bring moments of Joy
At Cloetta, consumer centricity is our long-term commitment and passion to identify
and satisfy consumer needs. Consumer and market insights are a key source of input
for our product development, marketing, and branding strategies. It is important to
understand all parts of the consumer journey to provide brands and products that
are liked, purchased, and consumed. Our strategic efforts are mobilised around the
following three key areas.
Our strategy is
strongly influenced
by the focus to con-
stantly recruit new
consumers and
grow the consumer
base of our brands.
market under an existing local brand pro-
vided consumer approval.
To ensure valorisation and competitive
edge, we focus on fewer but bigger inno-
vations every year to provide truly new taste
and ingredient experiences based on key
consumer insights. It enables us to enter new
market segments, grow categories, be margin-
accretive and launch these innovations cross
markets to ensure synergies of scale.
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Sweet
moments
of joy
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introduction
Tupla campaign and launch:
Tupla Double Layer Banana was launched in May 2023, to
bring diversity to the current assortment of chocolate count
lines on the Finnish market. The aim was to increase Tupla’s
market share and penetration, especially in the younger target group.
Tupla Double Layer Banana count line is currently the most sold Double
Layer count line in Tupla’s portfolio, holding a market share of 2.1 per cent in a
very competitive market.
Kexchoklad –
Value Share Growth
*
%
5
6
7
8
202320222021
Ahlgrens bilar relaunch:
In 2022, a new positioning was rolled out which
was followed up with a new visual identity and
communication platform in 2023, based on the
brand essence of Spark Happiness and purpose of
Ignite Playfulness. The communication targets
the younger audience, centering Ahlgrens bilar
strongest brand assets. And it has been received
very well among the audience, still delivering high
scores on Sender ID and Ad recall*.
“ Strong support for our core brands in uncertain and
volatile times through enhancing distinctiveness”
Cloetta is executing a number of strategies to accelerate brand strength and grow the
consumer base. The following two areas describe examples of how we address this
objective and successfully advance in consumer penetration and brand growth.
Accelerate brand strength
and grow consumer base
Source: *PHD Campaign Evaluation Dec 2023, DVJ Insights Dec 2023.
**AC Nielsen Value % Share, DVH+ SVH+LPH Tot candy cat, MAT w. 44 2023 Kingsman.
Source: Kesko YTD 10.12.2023.
Ahlgrens bilar –
Value Share Growth
**
%
8.0
8.4
8.8
9.2
9.6
10.0
December
2023
January
2023
Kexchoklad activation:
Kexchoklad has grown by 1.2 market share
points in the last three years driven by a full
activation program based on core brand
assets and increased media. Visibility is
achieved through well-known brand assets
and consistent messaging. The brand
communication platform and in-store
campaigns are designed to strengthen the
connection of Kexchoklad and contribute to
a joyful family time during an active day.
Source: *AC Nielsen Value % Share,
DVH+SVH+LPH Tot choc cat, MAT w. 44 2023.
5.8
6.5
7.0
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9.4
9.0
<< Content &
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Sportlife Mints
In 2023, Sportlife
brought the gum flavors
into the pastilles category
with the launch of the
new Sportlife Mints. By
expanding the brand into
the pastilles category,
Sportlife attracts more
consumers and brings
new growth to the category. The launch was supported with a
big 360 degrees campaign including an own television program,
driving market share growth for the Sportlife brand.
Source: POS data Foodora.
“ Product launches to enter adjacent segments
and channels – expand our consumer base and
shopper touchpoints”
Skipper’s Pipers –
Value Share Growth
*
%
3
2
1
0
0
1
2
3
W 25–28 W 29–32 W 33–36 W 37–40 W 41–44
Skipper’s Mini Pipes Rest of Skipper’s Pipes
Source: *AC Nielsen, Candy, Total Denmark w. 44 2023.
1.0
0.2
1.3
1.4 1.4 1.3 1.2 1.8
0.9
Source: *Circana FDP incl online incl HD, Euro sales Market share.
Skipper’s Mini Pipes
The launch of Skipper’s Mini Pipes marks the successful
expansion of the iconic original Skipper’s Pipes. Following
consumer validation, the Skipper’s Pipes entered the bag
segment with a smaller version of its famous liquorice pipe,
delivering a product that successfully addresses the sharing
occasion and consumer preference for bag format.
Sportlife Mints –
Market Share*
%
CandyKing pre-pack and Juleskum
at quick commerce players
To explore the growing online segment of quick
commerce, Cloetta launched several initiatives
during 2023. One example was the virtual Juleskum
popup store at Foodora where both Juleskum candy
and merchandise were available during Christmas.
Another success was the launch of Candy King’s
pre-packed cup, an online exclusive product,
offering a mix of CandyKing’s most popular
candies. The sales started strong and grew with
50 per cent during the first six months.
0
1
2
3
4
W 21–24
W 25–28
W 29–32
W 33–36
W 37–4 0
W 41–4 4
W 45–48
21Cloetta Annual and Sustainability Report 2023
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strategy
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markets
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Sustain-
ability
Our agenda A Sweeter Future focuses on creating joy and
long-lasting value For You, For People and For the Planet. The three
pillars represent our most important areas in our business and value
chain where we have the ability and the responsibility to create a
positive impact. Sustainability is integrated into the core of our busi-
ness, our mission connects to Cloetta’s purpose, and the progress
of our initiatives raises our ambition to create a sweeter future.
Cloetta takes progressive, responsible steps developing our
business with the highest sustainability ambitions. During 2023,
we continued to progress on our sustainability agenda, driving
the transition for more vegan products to enable phasing out raw
materials with high climate impact. We also executed on our plan
to reduce greenhouse gas emissions with 46 per cent by 2030 by
intensifying our engagement with our key suppliers in their emis-
sion reduction targets. In line with this plan, we improved our data
collection process for our scope 3 emissions and structured our
initiatives to accelerate the reduction of our scope 1 and 2 emis-
sions (see page 137 for a more detailed description of each scope).
Furthermore, as an essential first step to comply with the EU
Corporate Sustainability Reporting Directive (CSRD), we initiated
a double materiality assessment and set a clear roadmap for the
implementation of the requirements as of the reporting year 2024.
Through this we aim to ensure that our sustainability efforts are
well-aligned with both our internal business priorities and expecta-
tions from our external stakeholders. The insights gained from this
process will form our strategies, policies, and actions within our
sustainability agenda.
This year we also submitted our first Transparency Act Report
on human rights and labor practices, in compliance with the OECD
guidelines for Multinational Enterprises, to increase transparency
and minimise risk throughout our global supply chain.
As a signatory participant of the UN Global Compact since
2009, we support the Sustainable Development Goals (SDGs),
both directly and indirectly through our work in our three pillars.
As a fast-moving consumer goods business with a global value
chain we have chosen to focus on the following
six Sustainable Development Goals;
Gender Equality (#5), Decent Work and
Economic Growth (#8), Responsible
Consumption and Production (#12),
Climate Action (#13), Life on Land (#15)
and Partnerships for the Goals (#17).
22 Cloetta Annual and Sustainability Report 2023
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* The prior target regarding candy and pastilles with non-artificial colors and flavors was accomplished in 2022.
23Cloetta Annual and Sustainability Report 2023
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Our Agenda
A Sweeter Future reflects the most important topics where Cloetta impacts
the economy, environment, and society. The importance of our topics is
determined by the degree of impact caused by our activities throughout the
value chain and how much the issues impacts our business strategy.
For You*
For People
For the Planet
Material topics
• Happy and healthy employees
• Occupational health and safety
• Equality and diversity in the
workplace
• Competence development and
retaining employees
• Community involvement
• Living conditions in the
supply chain
• Human and labour rights in
the supply chain
• Responsible marketing
Approach:
Our internal programmes focus
on health, safety, and well-being
for our employees. Participating
in impact-focused partnerships
and dialogues works towards
improving living conditions in our
supply chain. Through commu-
nity involvement and marketing
our products in a responsible
way, we set a positive example.
Targets and ambitions:
• Continue to work towards zero work- related
accidents
• Cloetta Engagement survey to be in line with
the global benchmark by 2025
• All Cloetta markets running a purpose-driven
community engagement initiative by 2025
• Maintain existing partnerships and initiate
a new collaboration to improve living
conditions in our supply chain by 2025
Material topics
• Traceability of resources
• Waste management
• Climate action
• Transport and logistics
• Less and Better Packaging
• Biodiversity impact from key
raw materials
• Energy use
• Food waste
Approach:
Climate Action, Sustainable
Sourcing, and Less and Better
Packaging are our three main pri-
orities in improving our footprint.
Within these, we work towards
improving the environmental
performance of our suppliers,
assessing topics like biodiver-
sity, energy usage, waste, and
emissions in our own operations
but also in our supply chain.
Targets and ambitions:
• 46 per cent absolute greenhouse gas emis-
sions reduction by 2030 compared to 2019
base year emissions
• 100 per cent recyclable packaging by 2025
• 100 per cent packaging from renewable
sources or recycled materials by 2030
• Engage all key suppliers to set their own
emission reduction targets by 2025
• With palm oil-based vegetable oils, continue
to source 100 per cent RSPO segregated
certified palm oil
• Maintain 100 per cent Rainforest
Alliance certified cocoa
p. 26
p. 28
Material topics
• Food safety
• Consumer health
• Consumer and product
transparency
Approach:
Our consumers are at the center
of our business and their needs
drive our product innovation.
All this while ensuring safe, high
quality, transparently labeled and
trusted products.
Targets and ambitions:
• Offer more vegan options
• Offer sugar-free, less sugar, as well as
options with functional ingredients
• Supporting dental health with our
xylitol products
p. 24
Content & >>
introduction
For You
Our consumers are at the center of our business, which is why we work
towards meeting their diverse needs, but also ensuring safe, high quality,
transparently labelled and trusted products.
Trusted quality
To ensure the safety and quality of our prod-
ucts, Cloetta fulfils environmental and food
safety requirements, for example through
BRC and ISO certifications. All factories
have a product safety system and work pro-
actively to ensure more satisfied customers
and fewer product complaints.
Listening to consumer trends
Consumers are voicing needs for more natu-
ral raw materials with their health in mind.
Cloetta’s discovery platforms and innovation
teams work to find ways to provide options
that meet these changing tastes while still
staying true to our product offering.
Variety of options
Innovating for the future is a key success
factor in order for Cloetta to stay in tune
with consumers’ changing demands. By
providing options to the classic favorites, we
see an increasing interest in vegan options,
for example with Gott & Blandat and Red
Band. We develop lower-sugar or sugar-free
alternatives for our major brands. Options
that support health can be found in the nut
portfolio as well as in the xylitol offering – all
to ensure that consumers can enjoy Cloetta
while having a healthy and active lifestyle.
Cloetta has prioritised increasing the propor-
tion of natural ingredients in our products.
As we take product quality seriously at
Cloetta, we only replace artificial ingredients
with non-artificial colors and flavors when
we are convinced that we can satisfy consum-
ers and maintain the highest quality.
SDG commitment
Responsible Consumption
and Production is at the core of
A Sweeter Future, especially in
this focus area. We take respon-
sibility for product quality and
food safety, we source sustain-
able ingredients and we provide
options that consider consumers’
health.
Progress towards targets during 2023
•
Introduced more vegan options, now
amounts to 37 per cent of our candy
portfolio
•
Launched more fruit-based candy vari-
ants, which contains 50 per cent fruit
Risks
•
Brand-related risks resulting in
decreased sales
•
Consumer dietary preferences changing,
allergic reactions
•
Gaps between research findings and
consumer perceptions
•
Political decisions such as sugar taxes
•
Supply chain challenges limiting access
to raw materials
24 Cloetta Annual and Sustainability Report 2023
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Real fruit expansion
Cloetta was the first company to introduce
a 50 per cent real fruit candy concept
already in 2020. Aligned with the prevailing
consumer trend favoring natural ingredi-
ents, the incorporation of real fruit not only
enhances the natural profile of the ingre-
dients but also delivers a natural fresh and
fruity taste.
Cloetta continues to remain at the fore-
front of innovation. The latest addition to
our portfolio, unveiled in 2023, is fruit-
mix—a fun candy featuring two flavors and
colors within a single bite. The launches in
Sweden, Finland and Norway exemplify our
commitment to innovative confectionery
experiences in key markets.
Increased vegan offer
In response to consumer demand, we are striving to reduce
the climate impact of our products. This includes initiatives
such as eliminating gelatine, an ingredient associated with
high emissions. The transition to more vegan products plays
a pivotal role, contributing significantly to our target of 46 per
cent reduction in our CO
2
footprint.
We consistently aim to uphold high quality and flavors that
define our products, all while presenting more environmentally
friendly options. By the end of 2023, an impressive 37 per cent
of our candy volume is vegan, which is a substantial increase
from the 23 per cent recorded at the close of 2022.
Our leading vegan brands currently include Red Band in
Germany and Gott & Blandat in Sweden.
25Cloetta Annual and Sustainability Report 2023
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For People
Taking care of the people involved in our products extends beyond the walls
of our factories and offices. Engaging in partnerships and collaborating with
organisations allows us to support farmers and improve living conditions
throughout our supply chain.
Employees
Initiatives involving our employees address
areas that we consider crucial for a meaning-
ful, creative and joyful work environment.
Priorities include competence development,
equal pay, non-discrimination, parental
leave as well as mental health advice and
well-being initiatives. The programmes
are in place within our HR organisation.
Employee engagement is measured through
a survey, where we have observed a positive
trend since 2021. No new survey was con-
ducted during the year, but it is planned to
take place in April 2024. A departmental-
level follow-up plan is being implemented to
ensure continuous improvements. Over the
years, we have noted improvements in both
leadership and engagement indices. The
link between effective leadership and high
engagement motivates us to keep investing
in leadership training at Cloetta's Leader-
ship Academy.
Values
Cloetta’s values help us – as a diversified
pool of people with different skills, expe-
riences, aspirations and different personal
values steer the company in the same direc-
tion. Our four values are Focus, Passion,
Teamplay and Pride.
Health and safety
Health and safety in the workplace are
funda mental to Cloetta. Our health and
SDG commitment
We continue to contribute
directly to SDGs 5, 8, 12 & 17. Gen-
der equality (5) and decent work
and economic growth (8) are
important in our own operations
as well as in our supply chain.
Through our partnerships we are
able to strengthen these impacts
(17). Responsible consumption
& production (12) is at the core of
our responsible marketing prac-
tices and our societal impact.
Progress towards targets during 2023
•
Continued our health and safety culture journey focusing on
structural risk reduction and increased awareness
•
Approximately 100 employees participated in different
trainings within Cloetta Leadership Academy
•
Maintained existing partnerships empowering women
sourcing shea and enabling living income for cocoa farmers
•
Developed our portion control communication for our
candy bags to be rolled out during next year
•
Continued to develop our engagement with communities in
markets to further support activities for children with long
term disease and/or disabilities
Risks
•
Workplace incidents
•
Breaches of human
and labor rights in our
supply chain
•
Non-conformities to
responsible marketing
practices
•
Employee turnover,
loss of talent
26 Cloetta Annual and Sustainability Report 2023
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safety work focus on two areas. First, we are
working to reduce health and safety risks
in all workplaces. Second, our focus is on
promoting a health and safety mindset.
Lost Time Accidents (LTA) have
increased by 33 per cent compared to
previous year. In 2023, the number of LTAs
were 8 compared to 6 in 2022. The Lost
Time Incident Rate (LTIR) has increased
by 39 per cent and the outcome for 2023
was 3.2, compared to 2.3 in 2022.
At Cloetta, we have a health and safety
management system that covers all Cloetta
factories and offices. All our employees,
temporary personnel, consultants and
visitors are part of our health and safety
management system where the core is to
identify hazards and risks and report all
type of incidents. Our processes enables
our employees to regularly submit reports
on incidents, hazards, and risks through
"green cards". These reports are tracked
and monitored within our health and safety
management system.
Risk assessments are conducted for
every part of the organisation on an annual
basis and in conjunction with changes (e.g.,
moving premises, new tools, changes to
working methods or prior to hiring a con-
tractor). Preventative actions are based on
risk level and are prioritised, implemented,
and followed up by the responsible function
in collaboration with safety representatives
and the Health, Safety & Environ ment
(HSE) function. All employees have the
right to stop unsafe work if they perceive a
risk to themselves or others.
Investigation of incidents are managed
by our HSE alert process that supports us
in finding the root cause and take appropri-
ate actions. Base for our health and safety
work is competence and awareness that are
in line with legislation and general aware-
ness. Competence development takes place
through training and deployment of ways
of working including responsibilities. Our
health and safety awareness methodology,
Hearts & Minds, contributes to strengthen
the Cloetta health and safety culture.
Company health care services are available
in each country to support in medical
treatment and preventative measures, e.g.,
health examinations.
Number of employees
The number of employees as per 31 Decem-
ber 2023 was 2,880. Of these employees,
67 per cent are covered by collective labor
agreements. In countries where we do not
have a collective agreement, we follow the
labor market requirements. In production
there are certain periods with a higher
workload, such as ahead of Easter and
Christmas, when extra staff is hired. Other
areas of operation also use temporary and
extra staff. Approximately 4 per cent were
agency workers, consultants, or contractors
in areas such as IT, finance, engineering or
as contractors in our factories.
Society engagement
To work towards our goal to be a positive role
model, Cloetta practices responsible market-
ing across all our markets by following the
guidelines from the EU Pledge regarding
marketing towards children. We are com-
mitted to transparent on-pack communica-
tion and during 2023 developed our portion
control communication for our candy bags to
be rolled out during next year. Our portion
control panel will indicate the number of
candy pieces it is advised to eat per portion,
following food legislation guidelines in
various markets.
We create joyful and meaningful
moments with our community involvement,
meeting different needs and deepening our
relationships and connections within our
local communities. During 2023, Cloetta
continued to develop our engagement with
communities in markets. Highlights where
a deepened engagement with Smilfonden
in Denmark to further support activities
for children with long term disease and/
or disabilities and continued projects with
similar initiatives in the Netherlands,
Sweden and Slovakia.
Our partnerships with NGOs and suppli-
ers help us reach the people growing the raw
materials. During 2023, we prioritised efforts
where we can influence real change together
via our partnerships: enabling living income
for cocoa farmers and empowering women
who are harvesting shea in West Africa.
Case Living Income Fund
During 2021–2023, Cloetta partnered with the Rainforest
Alliance in a two-years pilot project to address inadequate
pay for cocoa farmers. The pilot project enabled direct
payment to the cocoa farmers, using a blockchain technology,
and resulted in increased income for the partici pants. It also led
to additional positive impacts, such as improved school attend-
ance, enhanced food security, better healthcare access, and increased economic
resilience in farming communities. Cloetta is now supporting the continuation of the
pilot, The Living Income Fund, to further scale this initiative.
Rainforest Alliance Certified. Find out more at ra.org.
Number of employees by category and country as per 31 December 2023*
Number of
employees
Number of
permanent employees
Number of
temporary employees
Women Men Women Men Women Men
Sweden 372 360 343 334 29 26
Slovakia 441 288 388 253 53 35
The Netherlands 189 347 164 279 25 68
Finland 242 46 174 34 68 12
The UK 174 48 174 45 - 3
Belgium 28 94 25 84 3 10
Denmark 91 48 85 45 6 3
Ireland 24 38 17 30 7 8
Norway 16 15 16 15 - -
Germany 9 3 8 3 1 -
Italy 1 2 1 2 - -
Others - 4 - 4 - -
Total Cloetta 1,587 1,293 1,395 1,128 192 165
* Headcount used as data compilation methodology for employees and for workers that are not employees. See note 6 on page 90 for
average number of employees per country.
27Cloetta Annual and Sustainability Report 2023
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For the Planet
A healthy planet is the source of all our ingredients – and all true joy.
Cloetta leads the way to A Sweeter Future
for our planet with various initiatives, rang-
ing from reducing our climate footprint and
improving sourcing to decreasing packag-
ing. To verify that our climate actions are
effective, we are committed to and have
approved greenhouse gas emission reduc-
tion targets by the Science Based Targets
initiative, and we have set up a Climate
Action Programme
to reach these targets by 2030.
A Sweeter Future For the Planet considers
environmental aspects in our business
decisions and daily activities, as well as a
raised ambition to improve our total envi-
ronmental footprint throughout our value
chain. The three main initiatives are Climate
Action, Sustainable Sourcing and Less and
Better Packaging.
SDG commitment
Working towards A Sweeter
Future For the Planet, SDGs
Responsible Consumption and
Production (12), Climate Action
(13) and Life on Land (15) have the
greatest significance for us. Our
products are dependent on raw
materials across the world, and
the consumption and produc-
tion of our products also create
a greater responsibility on our
climate footprint.
Progress towards targets during 2023
•
Improved data collection process in
collaboration with our value chain partners
for our scope 3 emissions
•
Maintained 100 per cent Rainforest
Alliance certified cocoa and RSPO
Segregated Certified palm oil
•
Maintained more than 90 per cent
recyclable packaging
•
PlantPack accounted for approximately
3 per cent more of our plastic packaging
compared to 2022
Risks
•
Climate impacts on access to raw
materials
•
Disruptions in transportation and pro-
duction caused by extreme weather
•
Failing to act on climate crisis,
deforestation, or biodiversity may
influence relationships with custom-
ers and attractiveness to investors
28 Cloetta Annual and Sustainability Report 2023
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Climate action
Transforming our business towards
reduced dependency on fossil fuels
is vital for us and our planet. Conse-
quently, we continue to advance our
understanding of our climate impact
and further enhance the data collec-
tion process together with our value
chain partners and structure initiatives
to accelerate the reduction of our own
direct and indirect emissions.
Our climate target spans beyond our own
operations (scopes 1 and 2). Being a food
company, approximately 89 per cent of our
total carbon footprint comes from emissions
from raw materials, packaging, transpor-
tation, and services we purchase (scope 3).
This calls for collective action, as well as
innovative ideas and collaborations beyond
our operations. Total emissions (scope 1,
2 and 3) decreased with 3 per cent during
2023 compared to 2022. The total emis-
sions have decreased with approximately 10
per cent compared to 2019 (base-year). In
2023, total emissions amounted to 282,718
tCO
2
e compared to 315,169 tCO
2
e in 2019.
Scopes 1 and 2
Scope 1 emissions from stationary com-
bustion and refrigerants increased by 20
per cent, while indirect emissions (scope
2) from the use of electricity and district
heating decreased by 31 per cent. The KPI
for carbon emissions slightly decreased
versus 2022 amounting to 0.32 tCO
2
e/pro-
duced tonne. When looking at our absolute
emissions, we see a slight decrease by 6 per
cent in scope 1 and 2 compared to 2022.
Production in Cloetta’s factories decreased
from approximately 104,000 tonnes in 2022
to about 101,000 tonnes in 2023. Total
energy consumption also experienced a
slight decrease from 195 GWh to 192 GWh
in 2023, with the KPI remaining at 1.89
MWh/tonne. To reach our 46 per cent abso-
lute reduction target, we need to continue
to work towards more renewable energy
sources. Of the total energy consumption,
538 414 GJ (78 per cent) come from non-
renewable energy sources (such as natural
gas, LPG, etc.) and 151 326 GJ (22 per cent)
come from renewable energy sources (such
as solar, wind, hydro, etc.).
Scope 3
In 2023, Scope 3 emissions amounted to
250,529 tCO
2
e compared to 257,990 tCO
2
e
in 2022. Scope 3 accounts for the majority
of our total carbon footprint, which is why
we aim to obtain better data from our supply
chain, including accurate emissions factors
for our specific raw materials, instead of
working with generic open-source esti-
mations. During 2023, we collected data
related to carbon emissions from our key
suppliers, to gain a better understanding of
their ongoing efforts and assess their impact
on our carbon footprint. We aim to continue
collaborate with them to collectively pro-
gress towards our science- based targets.
Sources of energy
GWh
49%
Stationary
combustion
42%
Electricity
6%
District heating
3%
Heat
Source: CEMAsys
Total
192 GWh
GHG emissions distribution by scope
%, tCO
2
e
7%
4%
89%
Scope 1
Scope 2
Scope 3
20,107 tCO
2
e
12,082 tCO
2
e
250, 529 tCO
2
e
Total 282,718 tCO
2
e*
GHG emissions*
tCOe (Scope 1, 2, 3)
350,000
300,000
250,000
200,000
150,000
100,000
50,000
0
0
50000
100000
150000
200000
250000
300000
350000
Scope 3
Scope 2
Scope 1
20232022202120202019
Scope 1 Scope 2 Scope 3
* tCO
2
e (metric tons of carbion dioxide equivalent) represents emissions from all greenhouse gases.
Energy consumption
Mwh/prod. tonne
2.0
1.5
1.0
0.5
0
0,0
0,5
1,0
1,5
2,0
20232022202120202019
Target
2030
Target
2030
Source: CEMAsys Source: CEMAsys Source: CEMAsys
PlantPack 2.0
During 2023, Ahlgrens Bilar celebrated 70 years
with a new design and moved the range into our
latest PlantPack development, using a new source to
create the up to 50 per cent plant based plastic solu-
tion. In this new solution we use a plant-based plastic
suitable for candy based on used cooking oil or tall
oil which is a by-product in the pine pulp industry.
This is enabled via mass-balance principle. By mass
balance principle we secure renewable feedstock to
be added at the beginning of the packaging material
production process, where it is then mixed with the
fossil-based feedstock. Therefore, the ratio from renewable feedstock will vary
in the final packaging material, but it is still allocated and tracked to our specific
packaging material. It reduces greenhouse gas emissions and fossil feedstock input.
Mass balance enables the use of alternative raw materials in an existing complex
production network. Pretty sweet we think!
29Cloetta Annual and Sustainability Report 2023
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CO
2
Climate Journey
1
A good
start
100 per cent renewable
electricity
100 per cent RSPO
certification segregated
palm oil
100 per cent Rain Forest
Alliance certified cocoa
20 per cent packaging
from renewable sources
or recycled materials
8.5 per cent reduction of
CO
2
e coming from total
waste
Sign up for Science
Based Targets – 46 per
cent CO
2
e emission
2
Accelerate
our journey
•
Engage all key suppliers
to set their own emission
reduction targets by
2025
•
Increase plant-based
(vegan) confectionery
portfolio with 100 per
cent by 2025 vs 2019
•
100 per cent recyclable
packaging by 2025
•
50 per cent of transpor-
tation to renewable fuel
by 2025
•
All new company cars will
be 100 per cent electric
by 2025
•
Zero emissions from total
waste by 2025
3
Scaling
up
•
Support key suppliers
to increase share of
regenerative agriculture
methods by 2030
•
Increase plant-based
(vegan) confectionery
portfolio with 100 per
cent by 2030 vs 2025
•
100 per cent packaging
from renewable sources
or recycled materials by
2030
•
75 per cent of transpor-
tation to renewable fuel
by 2030
•
75 per cent renewable
energy sources by 2030
4
Delivering
our promise
Reaching the targets
approved by Science
Based Targets initiative
46%
CO
2
reduction by 2030
2019 2023 2025 2030
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Better resource use
Efficient use of resources is important
throughout our value chain. We strive to
apply a circular approach and monitor
the environmental impact of products
and packaging throughout the entire
lifecycle. Key areas of focus include
efficient use of resources, operational
excellence, emissions to air, water and
land, as well as the use of chemicals.
Systematic approach
All factories and functions work system-
atically with environmental matters. To
ensure continuous improvement, we estab-
lish environmental performance objectives
and targets, conducting regular reviews
and implementing necessary actions. We
have a central environmental management
system based on the international standard
ISO 14001 to ensure standardised working
methods in our operations. A number of
Cloetta´s factories are also certified
according to ISO 14001. Each production
unit has a locally adapted management
system that is linked to the central system.
Central policies, goals and procedures are
broken down and implemented at a local
level. We apply the precautionary principle,
which is particularly relevant to how we
deal with the impact of our emissions.
During 2023, we have intensified our focus
on energy usage and started to develop a
long-term road map.
Waste management and recycling
Cloetta is dedicated to lowering emissions
and minimising waste, proactively exploring
opportunities to prevent waste generation
and promoting recycling whenever possible.
Emissions and waste are generated through-
out our value chain; from farming, extraction
of raw materials, transport, in our manufac-
turing processes and with customers and
consumers. Within Cloetta’s own manufac-
turing, the largest waste fractions are
residual waste and scrapped products that
becomes animal feed. Programmes are in
place in our factories to improve efficiency
and reduce waste. We have also established
processes to reduce and replace hazardous
chemicals with less hazardous ones. Our
use of resources and waste are recorded and
collected regularly in our environmental
reporting system. Established waste
management procedures are in place, and
we collect and separate waste to the greatest
extent possible.
Total waste is now 102 kg/tonne pro-
duced, compared to 106 kg/tonne produced
in 2022.
Less and Better Packaging
CO
2
e emissions related to packaging is a
tangible area of focus for our stakeholders,
most importantly our consumers. We
continue to work towards more circular
packaging, with our goal of 100 per cent
recyclable packaging by 2025. Plastic-free,
less packaging, and renewable sources are
other areas of focus in the Less and Better
Packaging vision. One of our ongoing
projects that addresses these focus areas is
our PlantPack innovation. During 2023,
PlantPack accounted for approximately
12 per cent of our plastic packaging, which is
approximately 3 per cent more compared to
2022. PlantPack is an innovation replacing
up to 50 per cent of the fossil-based plastic
with plant-based plastic, and thereby
improving the packaging climate footprint.
Sustainable sourcing
Sourcing sustainable ingredients is
critical to securing A Sweeter Future,
not only for Cloetta’s business and prod-
ucts, but also for our consumers, suppli-
ers and the farmers in our supply chain.
Within our Sustainable Sourcing programme,
we focus on improving the performance of
our suppliers and sourcing raw materials in
a way that protects or improves the environ-
mental and social impacts in the supply
chain.
Suppliers
Our work is based on Cloetta’s Supplier Code
of Conduct, which covers human and labour
rights, business ethics, anti-corruption,
health and safety, environmental protection
and the Cloetta Quality Agreement, covering
both product quality and food safety.
Suppliers are obliged to adhere to these
governance documents and report any
changes in their operations that may lead
to deviations from agreements with us.
Suppliers are monitored based on risks
related to country and sector-specific
circumstances, and their own performance
over time. The objective is for suppliers to
continuously improve their performance.
During 2023, we structured our process
on how to monitor performance, and we
improved our supplier questionnaires to
obtain performance data.
The number of audits remained flat dur-
ing 2023 compared to previous year. In total,
14 quality and food safety audits were per-
formed on-site at our suppliers and 12 new
first-tier suppliers (direct suppliers) were
approved in our Sustainable Sourcing pro-
gramme. All new suppliers were assessed in
terms of their food safety, product quality,
environmental considerations, workplace
conditions and human rights.
The risk for incidents of child labour is
not high for Cloetta’s first-tier suppliers.
However, in the agricultural sector child
labour is a problem and Cloetta is working
together with suppliers and NGOs to help
eradicate child labour.
Raw materials
Sourcing raw materials in a way that protects
the planet and the people producing them is
possible with a holistic approach. For exam-
ple, protecting biodiversity is intimately
connected to climate change where deforest-
ation adds to the crisis, while reforestation
can provide part of the solution. Cloetta
purchases 100 per cent certified cocoa and
palm oil by third parties and biodiversity
protection is a central requirement in these
certification programmes. Cloetta aims to
source ingredients in a transparent way,
where human rights and living conditions
are supported, and the farming communities
are thriving. Cloetta works together with
suppliers and third-party organisations who
are driving social and environmental projects
connected to the raw materials.
Waste
kg/prod. tonne
0
30
60
90
120
150
20232022202120202019
Target
2030
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Operations
All of Cloetta’s factories are certified
according to the BRC Global Standard
for Food Safety, an international
standard that outlines requirements to
manage product safety, integrity, legal
compliance and quality, and the opera-
tional controls in the food industry.
We also apply the principle of caution
concerning allergies and food safety,
supported by our quality and food
safety programmes.
To support and facilitate compliance with
BRC and EU regulations, Cloetta has also
developed its own Good Manufacturing
Practice (GMP) Manual, aligned and
updated with the best reference standards
in the food industry, which is being imple-
mented in all factories. We have seven facto-
ries and we also use third-party suppliers for
part of the production. External production
is only outsourced to manufacturers with
the same high-quality standards that are
applied to production in Cloetta’s own facto-
ries. External manufacturers are evaluated
and tested regularly.
The backbone of operations is the Cloetta
Leading Performance Programme (CLPP)
with the vision to create the Perfect Factory.
The aim of the programme is to create a
trustworthy, engaging and sustainable envi-
ronment in which people feel empowered
to deliver improvements. This programme
improves efficiency, reduces waste and left-
overs, and create increased flexibility and
capacity in the factories. The programme
involves improving operational excellence,
and strategic investments to modernise the
factory network.
We have a central management system
to ensure standardised working methods in
our operations. Each production unit has a
locally adapted management system that is
linked to the central system. Central poli-
cies, goals and procedures are broken down
and implemented at a local level. The man-
agement systems cover health and safety,
environment, quality and product safety.
These systems are based on the interna-
tional standards BRC Global Standard for
Food Safety, ISO 14001, SMETA as well as
Rainforest Alliance and RSPO for recurring
risk assessments and continuous improve-
ments. The core of these standards aims to
improve the business process performance
and its expected outcome.
Factory location Certifications
Levice, Slovakia Rainforest Alliance, BRC Global Standard for Food Safety, IFS
Food, RSPO, SMETA
Ljungsbro, Sweden BRC Global Standard for Food Safety, ISO 14001, RSPO,
Rainforest Alliance, Koscher
Roosendaal (Spoorstraat),
the Netherlands
BRC Global Standard for Food Safety
Turnhout, Belgium BRC Global Standard for Food Safety, SMETA
Roosendaal (Borchwerf),
the Netherlands
Rainforest Alliance, RSPO, IFS, GMP, BRC global standard for
Food Safety, SMETA
Sneek, the Netherlands IFS, GMP, BRC Global Standard for Food Safety, ISO 14001,
SMETA
Dublin, Ireland BRC Global Standard for Food Safety, ISO 14001, SMETA
Production by factory in 2023
Tonnes
29,585 tonnes
Levice, Slovakia
27,138 tonnes
Ljungsbro, Sweden
17,488 tonnes
Roosendaal (Spoorstraat), the Netherlands
11,311 tonnes
Turnhout, Belgium
7,263 tonnes
Roosendaal (Borchwerf), the Netherlands
5,702 tonnes
Sneek, the Netherlands
2,867 tonnes
Dublin, Ireland
Total
101,354
tonnes
32 Cloetta Annual and Sustainability Report 2023
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A Sweeter
Future
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Value chain
Based on a combination of
consumer-driven needs/
preferences, innovation and
opportunities in the existing
manufacturing network.
Ability to impact: High
• Develop alternatives to meet
consumer health trends
• Increase proportion of natural
ingredients
• Sugar-free, xylitol and
functional ingredients
• Innovate products that
cr eate joy
Total net sales amounted to SEK 8,301 m.
Cloetta’s largest customer category is the
grocery retail trade. The service trade is
also a very important customer category.
Ability to impact: Medium
• Working toward ambitious science-
based targets helps us contribute to our
customers’ targets
• Cloetta improves financial and environ-
mental impacts by reducing packaging,
and optimising transportation
Cloetta’s total procurement spend amounted to
SEK 5,578 m during the year, of which SEK 3,561 m
was for raw materials and consumables. The three
main raw materials in terms of purchasing costs are
sugar, glucose syrup and cocoa.
Ability to impact: Low
• Suppliers approved and monitored against
safety, quality, health & safety and sustainability
• Cloetta promotes sustainable agriculture &
manufacturing of prioritised raw materials
1
Product
development
3
Manu-
facturing
5
Consumer
2
Procurement
4
Customer
Creating
value
By end of 2023, Cloetta had 2,880
employees and total personnel cost
amounted to SEK 1,710m. Cloetta’s
factories had 1,687 employees.
During the year, Cloetta produced
about 101 thousand tonnes of
candy, chocolate, chewing gum
and pastilles.
Ability to impact: High
• Continuous improvement
programme
• Health, Safety & Environment
departments to mitigate
environmental risks and reduce
occupational incidents
Our company purpose, “We believe
in the Power of True Joy” has our
consumers at its center. We provide
strong brands and a large range of
pick & mix products. We also provide
feedback on complaints and opinions
in our customer service portal.
Ability to impact: Medium
• High quality products marketed
responsibly and transparently
• Consumers offered wide range of
products
• Improved packaging solutions with
minimal environmental impact
Cloetta Annual and Sustainability Report 202334
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Taxes paid per country
SEK m
-200
0
200
400
600
800
Ireland
Belgium
Slovakia
3
The UK
Norway
Denmark
2
The Netherlands
Finland
Sweden
Taxes paid
41%
Value-added tax
25%
Employment-
related taxes
25%
Confectionery tax
8%
Corporate
income tax
1%
Other
Total
SEK 1,636m
Shareholder
4%
Suppliers of raw materials
and consumables
45%
22%
Employees
Other suppliers
24%
3%
Creditors, financial partners
Corporate
income tax
2%
Distributed value SEK 7,871m
1
Manufacturing and sales of Cloetta’s products generate economic value that benefits its stakeholders.
1) Net sales of SEK 8,301m excluding profit for the year, amortisation, depreciation and impairments
and including paid dividends. Total retained economic value of SEK 430m.
2) Tax paid in Denmark is proportionally higher due to sugar taxes.
3) Net tax receivable position due to the value-added tax receipts.
Our intention is to pay taxes in accordance with
international and local legislation in the countries
where Cloetta is operational.
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Cloetta’s main
markets
Cloetta’s main markets are the
countries in which we have our own
sales and distribution organisation,
and include Sweden, Finland, the
Netherlands, Denmark, Norway,
Germany and the UK.*
30%
Sweden
6%
Norway
21%
Finland
6%
Germany
15%
The Netherlands
7%
International
Markets
5%
The UK
10%
Denmark
Market position per category
Market Candy Pastilles Chocolate Chewing gum Pick & mix
Sweden 1 1 2 - 1
Finland** 2 1 3 1 1
Norway 2 3 5 - 1
Denmark 2 1 - - 1
The Netherlands 1 _ - 2 -
Germany** 5 - - - -
The UK** * - - - 1
*) Presence on the market without confirmed market position.
**) Estimated market position based on data from specific customers.
Source: Kesko, SOK, Circana and Nielsen.
*) The underlying market categorisation of the market consump-
tion data calculations has been updated compared to previous
years and this affects the comparability of information stated
in previous Annual and Sustainability Reports.
36 Cloetta Annual and Sustainability Report 2023
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Top-selling brands Categories
Confectionery market excl. pick & mix
Largest players
Confectionery market excl. pick & mix
36%
Candy and pastilles
58%
Chocolate
6%
Chewing gum
20%
Cloetta
23%
Mondelez
7%
Fazer
50%
Others
30%
Share of sales
4.0%
Total market
CAGR 2018–2023
Market position per category
Market Candy Pastilles Chocolate Chewing gum Pick & mix
Sweden 1 1 2 - 1
Finland** 2 1 3 1 1
Norway 2 3 5 - 1
Denmark 2 1 - - 1
The Netherlands 1 _ - 2 -
Germany** 5 - - - -
The UK** * - - - 1
*) Presence on the market without confirmed market position.
**) Estimated market position based on data from specific customers.
Source: Kesko, SOK, Circana and Nielsen.
Sweden
Sweden is the largest single market in the Nordic region, with a
population of around 10.5 million people and almost one third
of the total confectionery consumption. In 2023, the Swedish
market recorded consumer sales of around SEK 18 bn, an
increase compared to the prior year.
Sales channels
Cloetta’s largest customers include Axfood, Coop, ICA and Rusta.
The Swedish grocery retail trade is concentrated and increasingly
centrally controlled, but with good opportunities for influence at
the local store level. The task for Cloetta’s sales force is to ensure
distribution as well as placement and space in the stores in accord-
ance with the central agreements, and also to provide the trade with
support in implementing campaigns and launches. The pick & mix
concepts are handled by a dedicated merchandising organisation.
The service trade is a vital sales channel. In recent years, alternative
sales channels such as building supply stores, cinemas and arenas
have become increasingly important.
Organisation
In Sweden, there are a total of around 240 employees in the sales and
merchandising organisation and the office in Malmö.
Finland
Finland is the third largest market in the Nordic region, with a
population of around 5.5 million people and one fourth of the
total confectionery consumption. In 2023, the Finnish market
recorded consumer sales of around SEK 14 bn, an increase
compared to the prior year.
Sales channels
The Finnish grocery retail trade is dominated by two players,
Kesko and S-Group. Lidl also has a large share of retail trade with
10 per cent. Finland has the most centralised purchasing of all the
Nordic region markets which enables new products to achieve wide
distribution and quickly become available to consumers. Cloetta’s
largest customers include S-Group, Kesko and Tokmanni. Cloetta is
the market leader in pick & mix which represents about 9 per cent of
the total market value.
Organisation
In Finland, there are around 200 employees in the sales and mer-
chandising organisation and at the office in Turku. Cloetta Suomi Oy
employs around 130 people in field sales, visiting stores every day.
Top-selling brands
Categories
Confectionery market excl. pick & mix
Largest players
Confectionery market excl. pick & mix
38%
Candy and pastilles
54%
Chocolate
8%
Chewing gum
22%
Cloetta
40%
Fazer
5%
Orkla
5%
Mondelez
28%
Others
#2
#2
21%
Share of sales
4.1%
Total market
CAGR 2018–2023
Source: Global data.
Source: Global data.
Source: Kesko and SOK.
Source: Nielsen.
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The Netherlands
The Netherlands is the sixth largest confectionery market in
Western Europe, with a population of around 17.4 million people.
In 2023, the Dutch market recorded consumer sales of around
SEK 25 bn, an increase compared to the prior year.
Sales channels
The grocery retail trade is concentrated around a few major players.
Primarily centralised purchasing allows for wide and rapid distri-
bution of new products that are launched. Other important channels
include the hard discount retail chains, pharmacies and out-of-home.
Online grocery shopping has a stronger position in the Netherlands
than in any other of Cloetta’s main markets, despite the fact that overall
e-commerce is lagging in the Netherlands. Cloetta’s largest customers
include Albert Heijn, Superunie, Jumbo Supermarkten and Maxxam.
Organisation
Cloetta has around 85 employees in the commercial organisation
at the office in Breda mainly focusing on the Dutch market. The
Breda office also supports the Cloetta International Markets divi-
sion through back-office and support activities including demand,
customer service, marketing, business controlling and finance &
accounting.
Denmark
Denmark is the second largest market in the Nordic region with
a population of around 5.8 million people and almost one third
of the total confectionery consumption. In 2023, the Danish
market recorded consumer sales of around SEK 19 bn, an
increase compared to prior year.
Sales channels
The grocery trade in Denmark is moving towards increasing
centralisation, albeit with a combination of centrally driven chains
and a more decentralised approach than in the other Nordic
countries. Extensive efforts are therefore required at an individual
store level to achieve distribution and sales of in-store display racks.
The Discount channel is growing and new channels such as non-food
outlets and DIY stores are growing in importance. Cloetta’s largest
customers include Coop, Salling Group and Reitan.
Organisation
In Denmark, there are around 130 employees at the offices in Brøndby
and Randers and in the sales and merchandising organi sation.
Top-selling brands Categories
Confectionery market excl. pick & mix
Largest players
Confectionery market excl. pick & mix
35%
Candy and pastilles
57%
Chocolate
8%
Chewing gum
14%
Cloetta
26%
Haribo
13%
Tom s
47%
Others
10%
Share of sales
4.7%
Total market
CAGR 2018–2023
#2
Top-selling brands Categories
Confectionery market excl. pick & mix
Largest players
Confectionery market excl. pick & mix
and other chocolate (includes chocolate
specialities)
39%
Candy and pastilles
54%
Chocolate
7%
Chewing gum
17%
Cloetta
20%
Perfetti
10%
Haribo
53%
Others
#2
15%
Share of sales
4.0%
Total market
CAGR 2018–2023
Source: Global data.
Source: Global data.
Source: IRI.
Source: Nielsen.
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Norway
Norway is the smallest market in the Nordic region, with
a population of around 5.5 million people and almost one
fourth of the total confectionery consumption. In 2023,
the Norwegian market recorded consumer sales of around
SEK 14 bn, an increase compared to prior year.
Sales channels
Cloetta’s largest customers include Coop, NorgesGruppen and
Rema 1000.
Organisation
In Norway, Cloetta has around 30 employees at the office in
Lysaker just outside of Oslo and in the sales and merchandising
organisation.
Germany
Germany is the largest market in Western Europe, with a
population of around 84.5 million people. In 2023, the German
market recorded consumer sales of around SEK 142 bn, an
increase compared to prior year.
Sales channels
The market is characterised by its large proportion of discounters
and fierce competition. Cloetta’s largest customers include Edeka,
Lidl & Schwarz, Metro and Rewe.
Organisation
Cloetta has its own sales organisation in Bocholt, Germany with
12 employees. The office takes care of marketing, customers and the
brands, and also has direct contact with all major customer groups,
which are supplied directly out of the German central warehouse. To
ensure full country service coverage, Cloetta Germany works with
sales agents in seven regions and more than 80 sales representatives.
Top-selling brands
Top-selling brands
6%
Share of sales
1.8%
Total market
CAGR 2018–2023
6%
Share of sales
5.0%
Total market
CAGR 2018–2023
United Kingdom
The UK is the second largest market in Western Europe, with
a population of around 67. 2 million people. In 2023, the UK
market recorded consumer sales of around SEK 137 bn, an
increase compared to prior year.
Sales channels
The market is characterised by fierce competition from all inter-
national confectionery companies. Cloetta’s largest customers
include Poundland and Tesco.
Organisation
Both the Branded packaged products business and the Pick &
mix business are commercially managed from Cloetta’s office in
Fareham. Cloetta has a sales and merchandising team of approxi-
mately 130 people.
Top-selling brands
5%
Share of sales
5.8%
Total market
CAGR 2018–2023
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International Markets
International Markets consists primarily of sales to countries
where Cloetta does not have its own sales and marketing
organisations, a total of more than 50 markets. In these markets
Cloetta is active in three categories: Candy, chocolate and
pastilles, with focus on five strategic Cloetta brands; Red Band,
The Jelly Bean Factory, Chewits, Kexchoklad and Läkerol.
Sales channels
Cloetta’s largest distributors include Conaxess Trade (Switzerland
and Austria), Continental Sweets (Belgium), Regal Confections
(Canada), AS Konig (Latvia) and Al Wefag (Saudi Arabia).
Organisation
All markets within International Markets are serviced by external
distributors managed out of regional hubs, which Cloetta has
in Latvia, Switzerland and United Arab Emirates. All other
distributors in Europe, America and Asia are managed by local
Cloetta staff from the Breda office in the Netherlands.
Top-selling brands
7%
Share of sales
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Share and
shareholders
Cloetta’s class B shares have been listed on Nasdaq Stockholm since
16 February 2009. Cloetta’s shares are part of the OMX Stockholm Mid
Cap index, and also the Nordic and Swedish industry sector index
for Food Producers and Food & Beverage.
Top-selling brands
7 reasons to invest in Cloetta
1
Strong local brands
Cloetta has an extensive portfolio of strong local
brands that are well established in the minds of the
consumers. Our brands have been cherished for
generations and consumers have a personal rela-
tionship with the brands they have grown up with.
2
Attractive non-cyclical market
The confectionery market is relatively insensitive
to economic fluctuations and shows stable growth
that is primarily driven by population trends
and price increases. Historically, annual market
growth has been between one and two per cent.
3
Focus on continued margin expansion
In order to move towards our financial target
to reach an adjusted EBIT margin of at least
14 per cent, there will be a continued focus on
cost- effectiveness, growth and profitability.
4
Clear strategy to deliver growth
In order to drive growth, the most important
daily activities include broadening distribution,
updating packaging, promotional and advertising
activities, line extensions and launching of seasonal
products. In addition to these, strategic activities
such as innovation, geographical roll-outs, brand
extensions and brand relaunches are also given
priority. Selective acquisitions are also part of our
growth strategy.
5
Strong market positions
and distribution
In our core markets, we have strong sales and
marketing organisations that have excellent
relations with the retail trade. Cloetta’s wide
portfolio of market-leading products creates
economies of scale, and our brands are often
highly important to the retail trade.
6
Attractive cash-flow generation
and dividend
Cloetta’s business has a very strong cash- generating
capacity, which allows for share dividends in
accordance with the goal to distribute 40–60 per
cent of profit for the year.
7
Sustainable value creation
Our sustainability agenda takes a holistic
perspective on how to create long-term value. This
approach reduces environmental and social risks,
and strengthens partnerships for our future.
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Shareholders
1
At 31 December 2023, Cloetta AB (publ) had
43,164 (40,032) shareholders, an increase of
8 (12) per cent since the previous year-end.
Of the shareholders, 1,339 were financial and
institutional investors and 41,825 were
private investors. Financial and institutional
investors held 78.8 per cent of the votes and
75.1 per cent of the share capital. There were
1,426 foreign shareholders who held 30.8 per
cent of the votes and 36.3 per cent of the share
capital. The 15 largest shareholders accounted
for 64.2 per cent of the votes and 57.8 per cent
of the share capital. At 31 December 2023,
AB Malfors Promotor was Cloetta’s largest
shareholder with a holding representing 41.9
per cent of the votes and 31.5 per cent of the
share capital in the company. The second
largest shareholder was Financière de
l’Échiquier SA
with 3.2 per cent of the votes
and 3.8 per cent of the share capital, and the
third largest shareholder was LSV Asset
Management with 3.2 per cent of the votes
and 3.7 per cent of the share capital.
Share price and trading
2
Between 1 January and 31 December 2023,
134,569,429 Cloetta shares were traded
on Nasdaq Stockholm for a total value of
SEK 2,652m, equal to around 48 per cent
of the total number of class B shares at the
end of the period. Trading on Nasdaq Stock-
holm accounted for 41.9 per cent, and other
markets where the Cloetta share was traded
include Cboe Global Markets at 47.1 per
cent, LSE Group at 7.1 per cent and Aquis at
2.7 per cent.
The highest quoted bid price during
the period from 1 January to 31 December
2023 was SEK 22.82 on 23 February 2023,
and the lowest bid price was SEK 17.09
on 26 October 2023. The share price on
31 December 2023 was SEK 18.32 (last
price paid). During the period from 1 January
to 31 December 2023, Cloetta’s share
price decreased by 12.2 per cent, while
Nasdaq OMX Stockholm PI decreased by
15.5 per cent.
Share capital and capital structure
Cloetta’s share capital at 31 December 2023
amounted to SEK 1,443,096,495. The total
number of shares is 288,619,299, divided
between 5,735,249 class A shares and
282,884,050 class B shares, equal to a quota
value per share of SEK 5. According to the
Articles of Association, the share capital shall
amount to not less than SEK 400,000,000
and not more than SEK 1,600,000,000,
divided between no less than 80,000,000
shares and no more than 320,000,000
shares. At 31 December 2023 Cloetta had
3,277,265 class B shares in treasury.
Dividend policy
Cloetta’s long-term goal is a dividend pay-
out of 40–60 per cent of profit for the year.
The ambition is to continue to propose
a stable dividend. Neither the Swedish
Companies Act nor Cloetta’s Articles of
Association contain any restrictions regard-
ing the right to dividends for shareholders
outside Sweden. Aside from any limitations
Share price performance
2014–2023
No. of shares traded, thousands Closing price, SEK
35,000
30,000
25,000
20,000
15,000
10,000
5,000
0
OMX Stockholm_PI
Cloetta B
No. of shares traded, thousands per month
0
5000
10000
15000
20000
25000
30000
35000
2023202220212020201920182017201620152014
0
10
20
30
40
50
60
70
70
60
50
40
30
20
10
0
Cloetta B OMX Stockholm_PI No. of shares traded, thousands per month
Source: Mintec, EUWID, Kingsman.
42.7%
Lit
24.5%
Over the Counter
12.9%
Off-book
8.5%
Auction
7.7%
SI
3.7%
Dark
Trading categories, %
1 January–31 December 2023
LIT, i.e. buy-and-sell orders are public. Traditional
exchange trading.
Off-book, stock trades that are executed away from the
exchange and are registered later.
Over the Counter, trading of securities executed outside
of formal exchanges and without the supervision of an
exchange regulator.
SI, Systematic Internalisers, outside regulated markets or
trading platforms.
Auction, auction trading process on an exchange.
Dark buyers and sellers trade shares anonymously, without
public transparency. Not registered on any public exchange.
47.1%
Cboe Global Markets
41.9%
Nasdaq OMX
7.1%
LSE Group
2.7%
Aquis
1.2%
Other
Marketplaces, %
1 January–31 December 2023
1) Source: Euroclear and Monitor. 2) Source: Nasdaq Stockholm.
Source: Monitor by Modular Finance AB. Compiled and processed data from various sources, including Euroclear,
Morningstar and the Swedish Financial Supervisory Authority (Finansinspektionen).
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42 Cloetta Annual and Sustainability Report 2023
<< Content &
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related to banking or clearing activities
in the affected jurisdictions, payments to
foreign shareholders are carried out in the
same manner as to shareholders in Sweden.
A dividend of SEK 285m was transferred
to the shareholders in 2023. For the financial
year 2023, the Board of Directors of Cloetta
AB proposes to distribute a dividend to the
shareholders of SEK 1.00 (1.00) per share
corresponding to 65 per cent (104) of profit
for the year, equal to 59 per cent of the
profit for the year excluding impact of the
impairment and provisions and other items
affecting comparability relating to the
greenfield facility. The dividend is resolved
on by the Annual General Meeting (AGM)
and disbursement is handled by Euroclear
Sweden AB. The right to a dividend is
granted to those persons who are listed as
shareholders in the share register main-
tained by Euroclear Sweden AB on the
record date.
Articles of Association
Cloetta’s Articles of Association contain a
Central Securities Depository (CSD)
provision and its shares are affiliated with
Euroclear Sweden AB, which means that
Euroclear Sweden AB administers the com-
pany’s share register and registers the shares
to owners. Each A share grants ten votes and
each B share one vote in shareholder meet-
ings. All shares grant equal entitlement to
the company’s profits and an equal share in
any surplus arising from liquidation. Should
the company issue new shares of class A and
class B through a cash or set-off issue,
holders of class A and class B shares have the
right to subscribe for new shares of the same
class in proportion to the number of shares
already held on the record date. If the issue
includes shares of only class B, all holders of
class A and class B shares have the right to
subscribe for new class B shares in proportion
to the number of shares already held on the
record date. Corresponding rules of appor-
tionment are applied in the event of a bonus
issue or issue of convertibles and subscrip-
tion warrants. The transference of a class A
share to a person who is not previously a
holder of class A shares in the company is
subject to a preemption procedure, except
when the transfer is made through division of
joint property, inheritance, testament or gift
to the person who is the closest heir to the
bequeathed. After receiving a written
request from a holder of class A shares, the
company shall convert the class A shares
specified in the request to class B shares.
Individuals with an insider position
Persons discharging managerial
responsibilities for Cloetta and
persons or legal entities closely
associated with them are
obliged to notify Cloetta and
the Swedish Financial Super-
visory Authority of every
transaction conducted
related to changes in their holdings of
Cloetta shares once a total amount of EUR
5,000 has been reached within a calendar
year, according to the Market Abuse
regulation. Listed companies are required
to record a logbook of individuals who are
employed or contracted by the company and
have access to insider information relating
to the company. These can include insiders,
and also other individuals who have obtained
inside information. Cloetta records a
logbook for each financial report or press
release containing information that could
affect the share price.
Silent periods
Cloetta maintains a silent period of at
least 30 days prior to the publication of its
quarterly financial reports. During
this period, represent atives
of Cloetta do not meet with
financial media, analysts or
investors.
January
Interim report Q4
March
Annual and
Sustainability
Report
April
Annual General Meeting
Interim report Q1
October
Interim report Q3
July
Interim report Q2
JAN FEB MAR APR MAY JUN OCT NOV DECJUL AUG SEP
Financial calendar 2023
Cloetta meets regularly with investors and analysts, and also arranges virtual or physical roadshows to Europe and the
US. In addition, Cloetta regularly attends major investor club meetings, lunches and evening meetings organised by
banks and the Swedish Shareholders Association (Aktiespararna).
43Cloetta Annual and Sustainability Report 2023
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15 largest shareholders at 31 December 2023
% of votes % of share capital Total no. of shares No. of A shares No. of B shares
Aktiebolaget Malfors Promotor 41.9 31.5 90,929,542 5,729,569 85,199,973
Financière de l’Échiquier SA 3.2 3.8 10,821,096 - 10,821,096
LSV Asset Management 3.2 3.7 10,746,398 - 10,746,398
Dimensional Fund Advisors LP 2.4 2.9 8,319,203 - 8,319,203
The Vanguard Group, Inc. 2.2 2.6 7,575,960 - 7,575,960
Avanza Pension 1.7 2.0 5,927,215 - 5,927,215
Norges Bank 1.5 1.7 5,006,232 - 5,006,232
Ulla Håkanson 1.5 1.7 5,000,000 - 5,000,000
Thompson, Siegel & Walmsley LLC 1.2 1.4 4,159,900 - 4,159,900
Olof Svenfelt 1.1 1.4 3,920,030 30 3,920,000
Fidelity Group Trust For Employee Benefit Plans 1.1 1.4 3,915,510 - 3,915,510
BlackRock 1.0 1.1 3,311,247 - 3,311,247
Arrowstreet Capital 0.9 1.0 2,890,173 - 2,890,173
Handelsbanken Liv Försäkring AB 0.7 0.8 2,263,540 - 2,263,540
Nordnet Pensionsförsäkring 0.6 0.8 2,152,696 - 2,152,696
Total, 15 largest shareholders 64.2 57.8 166,938,742 5,729,599 161,209,143
Treasury shares 1.0 1.1 3,277,265 - 3,277,265
Other shareholders 34.8 41.1 118,397,642 5,650 118,397,642
Total 100.0 100.0 288,619,299 5,735,249 282,884,050
Source: Monitor by Modular Finance AB. Compiled and processed data from various sources, including Euroclear, Morningstar and the Swedish Financial Supervisory Authority (Finansinspektionen).
Size categories at 31 December 2023
Total no. of shares No. of known owners % of known owners Capital, % Votes, %
1 – 500 3,944,322 30,769 71.3 1.4 1.2
501 – 1,000 3,995,943 4,921 11.4 1.4 1.2
1,001 – 5,000 13,378,128 5,747 13.3 4.6 3.9
5,001 – 10,000 6,478,455 857 2.0 2.2 1.9
10,001 – 15,000 3,144,711 248 0.6 1.1 0.9
15,001 – 20,000 2,558,801 139 0.3 0.9 0.8
> 20,000 239,661,136 483 1.1 83.0 85.6
Unknown holding site 15,457,803 - - 5.4 4.5
Total 288,619,299 43,164 100.0 100.0 100.0
Source: Monitor by Modular Finance AB. Compiled and processed data from various sources, including Euroclear, Morningstar and the Swedish Financial Supervisory Authority (Finansinspektionen).
Shareholders by country at 31 December 2023
No. of share-
holders
% of
votes
% of share
capital Total no. of shares No. of A shares No. of B shares
Sweden 41,738 69.2 63.7 183,845,707 5,735,249 178,110,458
The US 47 16.3 19.2 55,555,769 - 55,555,769
France 17 3.4 4.0 11,454,401 - 11,454,401
Norway 107 1.8 2.1 6,041,639 - 6,041,639
Finland 521 1.3 1.5 4,485,806 - 4,485,806
Other countries 730 3.5 4.1 11,776,824 - 11,776,824
Unknown country 4 4.5 5.4 15,459,153 - 15,459,153
Total 43,164 100.0 100.0 288,619,299 5,735,249 282,884,050
Source: Monitor by Modular Finance AB. Compiled and processed from various sources, including Euroclear, Morningstar and the Swedish Financial Supervisory Authority.
Shareholder categories at 31 December 2023
No. of share holders % of shareholders % of votes % of share capital
Private investors 41,825 96.9 21.2 24.9
Of which, Swedish residents 41,223 95.5 20.5 24.1
Legal entities 1,339 3.1 78.8 75.1
Of which, Swedish residents 514 1.2 47.7 38.4
Total 43,164 100.0 100.0 100.0
Of which, Swedish residents 41,737 96.7 68.2 62.5
Source: Monitor by Modular Finance AB. Compiled and processed from various sources, including Euroclear, Morningstar and the Swedish Financial Supervisory Authority.
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Development of the share
Year Event
Increase in
share capital
Total share
capital
Increase in
no. of shares
Total no. of
shares
1998 Opening share capital, par value of the share is SEK 100 - 100,000 - 1,000
2008 Non-cash issue in connection with de-merger of Cloetta Fazer 99,900,000 100,000,000 999,000 1,000,000
2008 Share split, quota value of the share changed from SEK 100 to SEK 4 - 100,000,000 23,119,196 24,119,196
2008 Bonus issue, quota value of the share changed from SEK 4 to SEK 5 20,595,980 120,595,980 - 24,119,196
2011–2012 Conversion of convertible debenture loan 2,836,395 123,432,375 567,279 24,686,475
2012 Issue in kind 825,934,620 949,366,995 165,186,924 189,873,399
2012 Rights issue 493,729,500 1,443,096,495 98,745,900 288,619,299
Source: Euroclear.
Incentive schemes
The table below represents the main characteristics of the share-based long-term incentive plans that have been approved by the AGM.
For more information about the incentive plans, see pages 66–67, and Note 23 on pages 105–108.
LTI 2023 LTI 2022 LTI 2021 LTI 2020 LTI 2019
AGM approval date April 2023 April 2022 April 2021 April 2020 April 2019
Maximum number of B shares to be allocated 1,923,844 1,622,932 1,590,629 1,206,374 1,648,046
as a percentage of total shares 0.7 0.6 0.6 0.4 0.6
as a percentage of voting rights 0.6 0.5 0.5 0.4 0.5
Number of employees offered the opportunity to participate 46 47 48 45 45
Number of participants at inception date 36 35 38 30 30
Estimated number of B shares to be allocated,
subject to possible recalculation 1,298,094 1,149,408 723,363
as a percentage of total shares 0.4 0.4 0.3
as a percentage of voting rights 0.4 0.3 0.2
Number of participants at reporting date 35 31 31
Vesting date 27 April 2023 27 April 2022
Realised performance target, % - -
Actual number of matching shares granted on vesting date - -
Actual number of performance shares granted on vesting date - -
Total number of B shares granted on vesting date - -
as a percentage of total shares - -
as a percentage of voting rights - -
Number of participants at vesting date 24 23
Analysts Share data Communications and IR contact
The following analysts regularly
monitored Cloetta’s development
during 2023:
Handelsbanken: Nicklas Skogman
nisk03@handelsbanken.se
Nordea: Stefan Stjernholm
stefan.stjernholm@nordea.com
SEB: Andreas Lundberg
andreas.lundberg@seb.se
Marketplace
Nasdaq Stockholm
Date of listing
16 February 2009
Segment
Mid cap
Sector
Food Producers, Food & Beverage
and Consumer Goods
Ticker symbol
CLA B
ISIN code
SE0002626861
Currency
SEK
Standard trading unit
1 share
No. of shares in issue
288,619,299 A and B shares
Highest price paid in 2023
SEK 22.82 (23 February 2023)
Lowest price paid in 2023
SEK 17.09 (26 October 2023)
Last price paid 2023
SEK 18.32
Share price growth in 2023
-12.2 per cent
Phone: +46 766 96 59 40
Switchboard: +46 8 527 28 800
E-mails:
ir@cloetta.com
press@cloetta.com
sustainability@cloetta.com
45Cloetta Annual and Sustainability Report 2023
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Sweet, sour,
salt and fresh
46 Cloetta Annual and Sustainability Report 2023
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47Cloetta Annual and Sustainability Report 2023
Financial performance
Net sales
Net sales for the year increased by
SEK 1,432m to SEK 8,301m (6,869)
compared to last year. Organic growth was
15.7 per cent and exchange rate differences
were 5.1 per cent. Sales of Branded packaged
products increased organically by 14.1 per
cent. Pick & mix sales increased organically
by 20.7 per cent.
Sales of Branded packaged products
account for 74 per cent (75) of total sales,
and Pick & mix accounts for 26 per cent (25)
of total sales. Divided by category, candy
accounts for 62 per cent (62) of sales and
chocolate accounts for 19 per cent (19).
Pastilles account for 10 per cent (10),
chewing gum for 5 per cent (5), nuts for 2 per
cent (2) and other products for 2 per cent (2).
Sales in seven main markets
Cloetta has seven main markets, of which
Sweden is the largest with around 30 per
cent (30) of Cloetta’s sales. The second
largest market is Finland with 21 per cent
(21). The Netherlands accounts for 15 per
cent (14), Denmark for 10 per cent (9),
Norway for 6 per cent (7), Germany for 6 per
cent (6) and the UK for 5 per cent (6).
Sales of Branded packaged products grew
in Sweden, Denmark, Finland, the
Netherlands, Germany, International
Markets, the UK and declined slightly in
Norway. Sales of Pick & mix grew in all
Cloetta’s markets except the UK.
International Markets
In addition to the main markets, Cloetta’s
products are sold through distributors in
more than 50 countries. Sales in these other
markets increased in 2023 and accounted
for 7 per cent (7) of Cloetta’s sales.
Pricing strategies
In Cloetta’s main markets, the grocery
trade is consolidated with few, very large
retail chains. Concentration of the grocery
retail trade exerts strong price pressure
on all our suppliers. Cloetta continuously
improves its efficiency to cope with the
pressure from the grocery retail trade.
To offset changes in raw material costs
and exchange rates, Cloetta’s strategy is
to pass these on by adjusting its prices.
Furthermore, in a high inflationary
environment, Cloetta’s strategy is to
protect its profitability by compensating
for all input costs in absolute terms, also
including packaging, freight and energy
costs, through price increases towards
customers as well as cost savings and
reducing overall energy consumption.
Net sales and profit
Condensed consolidated profit and loss account
SEKm 2023 2022
Net sales 8,301 6,869
Cost of goods sold -5,751 -4,738
Gross profit 2,550 2,131
Selling expenses -1,073 -1,009
General and administrative expenses -742 -656
Operating profit 735 466
Net financial items -165 -123
Profit before tax 570 343
Income tax -133 -68
Profit for the year 437 275
Operating profit, adjusted 799 691
Cloetta’s net sales by country
%
30%
Sweden
21%
Finland
15%
The Netherlands
10%
Denmark
6%
Norway
6%
Germany
5%
The UK
7%
International
Markets
67%
Nordic
countries
33%
Other
Net sales – change
SEKm
9,000
8,000
7,000
6,000
5,000
4,000
4000
5000
6000
7000
8000
9000
20232022
Exchange
rate changes
Organic
growth
6,869
1,076
356 8,301
Net sales
SEKm
2,500
2,000
1,500
1,000
500
0
0
500
1000
1500
2000
2500
Q4Q3Q2Q1
2022 2023
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48 Cloetta Annual and Sustainability Report 2023
Gross profit
Gross profit amounted to SEK 2,550m
(2,131), which equates to a gross margin
of 30.7 per cent (31.0). Gross profit,
adjusted for items affecting comparability,
amounted to SEK 2,598m (2,341), which
equates to a margin of 31.3 per cent (34.1).
The increase in adjusted gross profit
reflects that last year the pricing only
partially offset the cost inflation.
Operating profit
Operating profit amounted to SEK 735m
(466). Operating profit, adjusted for items
affecting comparability, amounted to
SEK 799m (691). The adjusted operating
profit was positively impacted by higher
gross profit and the positive revaluation
effect due to a stronger euro, partly offset
by higher indirect costs.
Items affecting comparability
Operating profit for the year includes items
affecting comparability of SEK -64m (-225)
that are mainly related to the greenfield
facility.
Employees
The average number of employees was
2,582 (2,598).
Research and development
Costs for research and development (R&D)
were charged to operating profit for an
amount of SEK 37m (32) and are primarily
attributable to the development of new
product and brand varieties as well as
packaging solutions within the framework
of the existing product range. No expenses
for research and development have been
capitalised.
Seasonal variations
Cloetta’s sales and operating profit are
subject to some seasonal variations. Sales
in the first and second quarters are, mainly
in Sweden, affected by the Easter holiday,
depending on the quarter in which it occurs.
In the fourth quarter, sales are usually
higher than in the first three quarters of the
year, which is mainly attributable to the sale
of products in Sweden in connection with
the holiday season.
Net financial items
Net financial items for the year amounted
to SEK -165m (-123). Net interest expenses
related to external borrowings, cash pool and
realised results on single currency interest
rate swaps were in total SEK -50m (-22), net
exchange differences on cash and cash
equivalents were SEK -43m (-143) which
mainly related to the development of the
Swedish
Quarterly data
2023 Q4 Q3 Q2 Q1 2022 Q4 Q3 Q2 Q1
Net sales, SEKm 8,301 2,182 2,148 1,998 1,973 6,869 1,905 1,798 1,626 1,540
Operating profit/loss, SEKm 735 174 201 182 178 466 187 186 -61 154
Operating profit, adjusted, SEKm 799 200 208 191 200 691 183 188 162 158
Operating profit margin, % 8.9 8.0 9.4 9.1 9.0 6.8 9.8 10.3 -3.8 10.0
Operating profit margin, adjusted, % 9.6 9.2 9.7 9.6 10.1 10.1 9.6 10.5 10.0 10.3
Net financial items
SEKm 2023 2022
Exchange differences on cash and cash equivalents in foreign currencies -43 -143
Other financial income 91 21
Unrealised gains or losses on single currency interest rate swaps -45 57
Interest expenses on third-party borrowings and realised gains or losses
on single currency interest rate swaps
-141 -43
Interest expenses, third-party pensions -9 -4
Other financial expenses -18 -11
Net financial items -165 -123
Key ratios
% 2023 2022
Gross margin 30.7 31.0
Operating profit
margin
8.9 6.8
Operating profit
margin, adjusted
9.6 10.1
Return on capital
employed
10.9 7.2
Return on equity 8.6 5.5
For definitions, see pages 148–149.
Operating profit, adjusted
SEKm
0
50
100
150
200
250
Q4Q3Q2Q1
2022 2023
Operating expenses – change
SEKm
8,000
7,000
6,000
5,000
4,000
3,000
3000
4000
5000
6000
7000
8000
20232022
Personnel
Transportation
Energy
Depreciation,
amortisation and
impairment charges
Maintenance
Leasing
Advertising,
promotion, selling
and marketing
Other
6,403
588
121
-14
305
-120
24 7 7
245
7,566
Raw materials,
packaging material
and finished goods
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49Cloetta Annual and Sustainability Report 2023
and Norwegian krona and the Great Britain
pound against the euro. Other financial
items amounted to SEK -72m (42) of which
SEK -45m (57) related to the unrealised
results on single currency interest rate
swaps. Of the total net financial items
SEK -58m (-84) is non-cash in nature.
Profit for the year
Profit for the year was SEK 437m (275),
Income tax for the year was SEK -133m
(-68). The effective tax rate for the period
was 23.3 per cent (19.8) and was negatively
impacted by the revaluation of deferred
tax balances and non-deductible expenses
and was positively impacted by differences
between expected and actual tax filings
related to the previous year and international
tax rate differences. Profit for the year
equates to basic and diluted earnings per
share of SEK 1.53 (0.96).
Sensitivity analysis
The effects on profit before tax of changes in
the Swedish krona against the euro, interest
rate and average raw material prices are
shown in the table at the right. These are
estimated effects which could occur with an
isolated change in each variable and should
be interpreted with caution. The calculations
are hypothetical and should neither be
considered as an indicator of either of these
factors being more or less likely to change,
nor the size of the magnitude of the change.
Real changes and their effects may be larger
or smaller than presented in the table. In
addition, it is likely that the actual changes
will affect other items, and that actions by
Cloetta and others, as a result of the changes,
may thereby affect other items.
Cloetta’s development is affected by
multiple factors, which include those
disclosed in the section Risks and risk
management on pages 55–58.
Sensitivity analysis
Change
Profit
before tax
Currency risk
If the Swedish krona
weakens/strengthens
against the euro
-/+ 10% +/-
SEK 35m
Interest rate risk
Interest rate
+/- 1% -/+
SEK 6m
Commodity
price risk
Average raw
material prices
+/- 10% -/+
SEK 200m
Operating expenses – by type
%
47%
Raw materials,
packaging material
and finished goods
23%
Personnel expenses
6%
Advertising,
promotion, selling
and marketing
4%
Amortisation/
depreciation
3%
Transportation
17%
Other
Operating expenses – by category
%
76%
Cost of goods sold
14%
Selling expenses
10%
Administrative
expenses
Cost of goods sold
%
59%
Raw material and
packaging
34%
Manufacturing
costs
7%
Distribution and
warehousing
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50 Cloetta Annual and Sustainability Report 2023
Assets
Total assets at 31 December 2023 amounted
to SEK 10,683 (10,316), which is an increase
of SEK 367m compared to the previous year.
Non-current assets
Intangible assets totalled SEK 5,862m
(5,883). The change consists mainly of
amortisation of SEK -13m (-14) and
exchange differences related to intangible
assets recognised in foreign subsidiaries of
SEK -10m (313). Investments for the year
amounted to SEK 2m (2). Of total intangible
assets, 99 per cent (99) or SEK 5,803m
(5,813) pertained to goodwill and trademarks
at 31 December 2023. Goodwill and
trademarks are tested at least yearly for
impairment.
Property, plant and equipment
amounted to SEK 1,686m (1,581). The
year’s investments amounted to SEK 377m
(294). The year’s investments in property,
plant and equipment referred primarily to
continuous efficiency-enhancing and
replacement investments in the existing
production lines, as well as investments in
Pick & mix fixtures and the greenfield
facility. Reversal of impairment losses
amounted to SEK 17m (-136) and are
related to the postponed investment in
the greenfield facility and closure of the
factories in Roosendaal, the Netherlands
and Turnhout, Belgium, and comprise
assets that will not be transferred to the
new facility. Depreciation amounted to
SEK -282m (-248). Exchange differences
related to property, plant and equipment
recognised in foreign subsidiaries amounted
to SEK -5m (98) during the year. Other
movements add up to SEK -2m (-3).
Current assets
Current assets amounted to SEK 3,104m
(2,781). This change is mainly due to higher
inventories of in total SEK 202m and higher
cash and cash equivalents of SEK 75m.
Equity and liabilities
Equity
Consolidated equity at 31 December 2023
amounted to SEK 5,098m (4,994), which
equates to SEK 17.9 (17.5) per share. On
the balance sheet date, the share capital
amounted to SEK 1,443m (1,443). The
equity/assets ratio on the same date was
47.7 per cent (48.4).
Liabilities
Non-current liabilities amounted to
SEK 3,714m (3,613), which is an increase
of SEK 101m compared to previous year.
Long-term borrowings totaled SEK 2,264m
(2,277) and consisted of SEK 2,187m (2,190)
in gross non-current loans from credit insti-
tutions, SEK 85m (95) in non-current lease
liabilities and SEK -8m (-8) in capitalised
transaction costs. The deferred tax liability
increased by SEK 16m to SEK 900m.
Pension provisions increased by SEK 37m
to SEK 382m. The long-term provision of
SEK 160m (107) relate to the severance
payments and outplacement costs recognised
in relation to the announced closure of the
factories in Turnhout, Belgium and
Roosendaal, the Netherlands.
Total short-term borrowings amounted
to SEK 220m (207) and consisted of
commercial papers of SEK 149m (149),
current lease liabilities of SEK 74m (61),
accrued interest on borrowings from credit
institutions of SEK 2m (0) and capitalised
transaction costs of SEK -5m (-3).
Financial position
Consolidated balance sheet
SEKm 31 Dec 2023 31 Dec 2022
ASSETS
Non-current assets
Intangible assets 5,862 5,883
Property, plant and equipment 1,686 1,581
Deferred tax asset 23 43
Derivative financial instruments 5 25
Other financial assets 3 3
Total non-current assets 7,579 7,535
Current assets
Inventories 1,292 1,090
Trade and other receivables 1,089 1,030
Current income tax assets 47 44
Derivative financial instruments 18 34
Cash and cash equivalents 658 583
Total current assets 3,104 2,781
TOTAL ASSETS 10,683 10,316
EQUITY AND LIABILITIES
Equity 5,098 4,994
Non-current liabilities
Long-term borrowings 2,264 2,277
Deferred tax liability 900 884
Derivative financial instruments 8 -
Provisions for pensions and other
long-term employee benefits
382 345
Provisions 160 107
Total non-current liabilities 3,714 3,613
Current liabilities
Short-term borrowings 220 207
Derivative financial instruments 1 -
Trade and other payables 1,585 1,419
Provisions 14 6
Current income tax liabilities 51 77
Total current liabilities 1,871 1,709
TOTAL EQUITY AND LIABILITIES 10,683 10,316
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51Cloetta Annual and Sustainability Report 2023
Net debt
SEKm 31 Dec 2023 31 Dec 2022
Gross non-current loans from credit institutions 2,187 2,190
Commercial papers 149 149
Lease liabilities 159 156
Derivative financial instruments (non-current and current) -14 -59
Interest payable 2 2
Gross debt 2,483 2,438
Cash and cash equivalents -658 -583
Net debt 1,825 1,855
Borrowings
In the second quarter of 2023, Cloetta
extended all of its loan facilities by one year.
The facilities agreement bears variable
interest at a rate based on STIBOR, plus an
applicable fixed margin for loans in SEK,
and variable interest at a rate based on
EURIBOR plus an applicable fixed margin
for loans in EUR. The applicable margin at
31 December 2023 was 0.95 per cent (0.95)
for the outstanding loans in SEK and 1.05 per
cent (1.05) for the outstanding loans in EUR.
Interest on the issued commercial papers
at 31 December 2023 amounted to 4.85 per
cent (3.08). Furthermore, an additional 35
per cent (35) of the fixed applicable margin
on the unutilised amounts of the credit
revolving loans is paid as a commitment fee.
The effective interest rate for the loans
from credit institutions and the commercial
papers was 4.42 per cent (1.55) during the
year. The effective interest rate including the
effect of single currency interest rate swaps
was 2.85 per cent (1.35).
Change in capital employed
Capital employed during the year increased
by SEK 150m to SEK 7,973m (7,823)
compared to last year.
Net debt
Interest-bearing liabilities exceeded cash
and cash equivalents and other interest-
bearing assets by SEK 1,825m (1,855). The
net debt/equity ratio on the balance sheet
date was 35.8 per cent (37.1).
Equity/assets ratio
At 31 December, %
50
40
30
20
10
0
0
10
20
30
40
50
20232022202120202019
Equity
At 31 December, SEKm
6,000
5,000
4,000
3,000
2,000
1,000
0
0
1000
2000
3000
4000
5000
6000
20232022202120202019
Net debt/EBITDA
SEKm x
2,400
2,000
1,600
1,200
800
400
0
0
400
800
1200
1600
2000
2400
0
1
2
3
20232022202120202019
Net debt, SEKm Net debt/EBITDA, x
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52 Cloetta Annual and Sustainability Report 2023
Condensed consolidated cash flow statement
SEKm 2023 2022
Cash flow from operating activities before
changes in working capital
878 822
Cash flow from changes in working capital -100 -303
Cash flow from operating activities 778 519
Investments in property, plant and equipment -280 -212
Investments in intangible assets -2 -2
Free cash flow 496 305
Other investing activities
Disposals of property, plant and equipment 2 1
Cash flow from other investing activities 2 1
Cash flow from operating and investing activities 498 306
Cash flow from financing activities -379 -406
Cash flow for the year 119 -100
Cash and cash equivalents at beginning of year 583 692
Cash flow for the year 119 -100
Exchange difference -44 -9
Cash and cash equivalents at end of year 658 583
Free cash flow
The free cash flow was SEK 496m (305).
Cash flow from operating activities before
changes in working capital was SEK 878m
(822). The cash flow from changes in
working capital was SEK -100m (-303).
The cash flow from investments in property,
plant and equipment and intangible assets
was SEK -282m (-214).
Cash flow from changes
in working capital
Cash flow from changes in working capital
was SEK -100m (-303). The cash flow from
changes in working capital was negatively
impacted by an increase in inventories for
an amount of SEK -212m (-197), and an
increase in receivables amounting to
SEK -63m (-201), partly offset by an
increase in payables of SEK 175m (95).
Cash flow from other investing activities
Cash flow from other investing activities was
SEK 2m (1).
Cash flow from financing activities
Cash flow from financing activities was
SEK -379m (-406). The cash flow from
financing activities was related to the
dividend distribution of SEK -285m (-287),
payments of lease liabilities of SEK -88m
(-75), net proceeds and repayments of loans
from credit institutions and commercial
papers including transaction costs of
SEK -5m (-10) and purchase of treasury
shares of SEK -1m (-34).
Cash and cash equivalents
The net cash flow was SEK 119m (-100),
which together with exchange differences
of SEK -44m (-9) increased cash and cash
equivalents by SEK 75m to SEK 658m,
compared to SEK 583m in the previous year.
Cloetta had an unutilised credit facility of
SEK 2,441m (2,447) and the possibility to
issue additional commercial papers for an
amount of SEK 850m (850).
Cloetta’s working capital is exposed to
seasonal variations, partly resulting from
a build-up of inventories in preparation
for increased sales ahead of the Christmas
holiday. This means that the working capital
requirement is normally highest during the
summer and lowest at year-end.
Free cash flow
SEKm
0
200
400
600
800
20232022202120202019
Cash flow from
operating activities
SEKm
1,000
800
600
400
200
0
0
200
400
600
800
1000
20232022202120202019
Cash flow from
financing activities
SEKm
0
-100
-200
-300
-400
-500
-600
-600
-500
-400
-300
-200
-100
0
20232022202120202019
Cash flow statement
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53Cloetta Annual and Sustainability Report 2023
Environmental impact and environmental management
Cloetta works to reduce its environmental
impact through systematic environmental
management. Our greatest direct
environmental impact comes from water
and energy consumption, wastewater
emissions, waste and transportation.
Over the entire life cycle of the products,
the most significant environmental impact
arises during raw material and packaging
production. Cloetta complies with the
statutory environmental requirements
and is not involved in any environmental
disputes. At 31 December 2023, Cloetta
conducted operations at seven factories
in five countries. The Swedish factory
in Ljungsbro was subject to reporting
requirements according to the Swedish
Environmental Code. These permits apply
until further notice. The manufacturing
units outside Sweden adapt their
operations, apply for the necessary
permits and report to the authorities in
accordance with local legislation.
All of Cloetta’s factories conduct
systematic environmental management
that includes action plans and monitoring
in a number of areas. Environmental
management is an integral part of
Cloetta’s operations and environmental
aspects are taken into account when
making decisions. Frequent evaluation
and follow-up of measures increase
awareness about the effects of
operations on the environment.
Statutory sustainability report
Pursuant to the Swedish Annual
Accounts Act, chapter 6, paragraph 10,
Cloetta AB (publ) has chosen to prepare
its statutory sustainability report as a
separate report from the annual report.
The statutory sustainability report
consists of pages 6–7, 10–11 (business
model), 54–58 (risks and risk
management) and 2, 9, 22-35, 60-73,
134-146 (material sustainability matters,
governance and performance indicators).
Future outlook
Goal attainment
Cloetta’s target is to increase sales
organically at least in line with market
growth. Historically, annual growth in the
markets has been one to two per cent,
although in the last two years the growth in
the market has been higher in line with the
overall inflationary environment. In 2023,
Cloetta’s organic growth was 15.7 per cent;
sales of Branded packaged products grew
organically by 14.1 per cent and Pick & mix
sales grew organically by 20.7 per cent.
The strong growth was primarily driven by
strong pricing execution and efficient cost
control. The stable volumes are a result of
Cloetta’s strategic agenda to strengthen
its brands over the last years and
relentless focus on execution. Cloetta’s
long-term target is an adjusted EBIT
margin of at least 14 per cent. In 2023, the
adjusted EBIT margin was 9.6 per cent
(10.1). The decrease was driven by the
compression effect as the pricing
matched the increasing input cost,
whereas the absolute EBIT improved,
driven by the pricing execution together
with the mix and cost savings, more than
offsetting the higher cost. Another of
Cloetta’s long-term targets is to keep the
net debt/EBITDA ratio around 2.5x.
At 31 December 2023 the net debt/
EBITDA ratio was at an all-time low of
1.7x (1.9) which shows Cloetta’s further
strengthened position for the upcoming
investments in the greenfield facility.
Cloetta’s policy is to have a dividend
payout ratio of 40 to 60 per cent of profit
for the year. The Board proposes an
ordinary dividend of SEK 1.00 per share
(1.00), corresponding to 65 per cent (104)
of profit for the year, equal to 59 per cent of
the profit for the year excluding impact of
the items affecting comparability relating
to the greenfield facility. The ambition is to
continue to propose a stable dividend.
Profitable growth
The strategy and financial targets for
Cloetta stand firm. The focus in 2024
will be on growth leadership in Branded
packaged products, creating sustainable
value within Pick & mix as well as driving
cost-savings and efficiency activities
throughout the entire value chain.
Financial outlook
As in earlier years, Cloetta is not issuing
any financial forecast for 2024.
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54 Cloetta Annual and Sustainability Report 2023
Risks and
risk management
Uncertainty about future events is a natural part of all business activities.
Future events can have a positive impact on operations through opportunities
to create increased value, or a negative impact through risks that may have
an adverse effect on Cloetta’s business and results.
New risks can arise as a result of events or
decisions that are beyond Cloetta’s control,
but they can also be an effect of incorrect
risk management within Cloetta or among
its suppliers or customers.
Organisation for risk management
Cloetta’s Board of Directors has a
responsibility to the shareholders to
oversee the company’s risk management.
Risk assessment associated with business
development and long-term strategic
planning is prepared by the Group
Management Team and decisions are made
by the Board of Directors.
The Group Management Team
continually reports to the Board of Directors
on risk areas such as the Group’s financial
status and compliance with the Group’s
finance policy. Operational risk
management that takes place at all levels of
the organisation is regulated by Cloetta’s
Code of Conduct and a number of other
central policies.
Identification of risks
The identification of risks and proactive
measures to limit them or prevent them
from materialising and having a negative
impact on operations, is of fundamental
importance for operations and is a central
part of every manager’s responsibility at
Cloetta. Cloetta works continuously to
assess and evaluate the risks to which the
organisation is, and can be, exposed. All
events that could affect confidence in
Cloetta or disrupt operations are essential
to monitor and minimise. This is the
responsibility of the Group Management
Team and is managed through dialogue
with various stakeholders.
Risk management
Effective handling of risks is an integral
part of Cloetta’s management and control.
Rapid distribution of relevant information
is ensured via the company’s management
structures and processes. Where possible,
risks are eliminated, and undesired events
are minimised through proactive measures.
Alternatively, risks can be transferred, for
example through insurance or agreements.
However, certain risks are impossible to
eliminate or transfer. These are often an
active part of business operations.
Risk overview
A number of risk areas have been identified
through Cloetta’s risk management process.
A selection of these, and a brief description
of how each risk area is handled, is presented
on the following pages. The Group’s
financial risk management is also described
in more detail in Note 26, on pages 109–110.
Pages 68–69 contain a description of
the internal control processes and risk
assessment aimed at preventing misstate-
ments in the financial reporting.
Management of risks in the workplace
environment is described on pages 26–27.
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55Cloetta Annual and Sustainability Report 2023
Industry and market-related risks
Cloetta works continuously to assess and evaluate the risks to which the
Group is, and can become, exposed. Critical external risks are managed both
strategically through business and product development, and operationally
through daily purchasing, sales and marketing activities.
RISKS
Probability
MITIGATION
Impact
Market
climate
Crises can have a negative impact on consumers’ disposable income
and consumption patterns. This can affect Cloetta both with lower
sales as well as a shift towards more price consciousness that can
lead to retail customers experiencing lower profitability, which leads to
price pressure.
A new resurging global pandemic may have a negative impact on
consumption patterns as well as a sharp decrease of mobility which
lower sales of impulse categories in channels such as convenience
stores and travel retail.
Historically, the confectionery market has been relatively mildly affected
by market downturns in consumption. This is particularly true for Cloetta’s
products, which most people can afford to buy and our products are also
available in discount price channels. To support the customers’ business,
Cloetta cooperates with its customers on in-store sales activities and
other measures.
The majority of Cloetta’s sales comes from grocery stores, which
remained open during a global pandemic as they were considered
essential for society. Cloetta has proven to be able to adjusts its
business model to cope with the huge changes of consumer behaviour
by being agile and adaptable.
Compe tition
The confectionery market is highly competitive and includes several
major players. Furthermore, grocery retailers offer private labels that
compete with certain Cloetta products.
Cloetta is a significant pick & mix player, which by its nature is a market
that often consists of multi-year contracts that must be continuously
renewed. Competition from other players, including the grocery retail
chains, and Cloetta’s strategy to improve profitability may result in
losses of major contracts.
This competition means that Cloetta needs to continue on its strategic
journey to strengthen its key brands versus competition by good
commercial execution, not the least by increasing brand support to
competitive levels. Strong brands lead to more sales, can bear
premiumisation and demand a price premium.
Cloetta competes in the market by a strong consumer focus approach,
insights generated will lead to product innovation, product quality, brand
recognition and loyalty, marketing investments and in-store execution.
Cloetta endeavours to offer the best pick & mix concepts in terms of the
customer and consumer experience. Furthermore, an integrated
production chain enables Cloetta to be cost-effective in Pick & mix.
Retail trade
development
The European grocery and service trade has undergone a process of
consolidation leading to the establishment of large, sophisticated
players with substantial purchasing power. These major players are
not necessarily dependent on individual brands and can hold back
price increases and demand higher investment in marketing initiatives.
They can also take over shelf space that is currently used for Cloetta’s
products for their own brands.
E-commerce is challenging the current retail structure and will over
time likely change the retail landscape substantially. The introduction
of self-scanning services in stores might impact sales of Cloetta’s
products since they are often placed next to regular store checkouts.
As with most consumer-facing companies, major retailers are
increasing their efforts on backing climate change and are requesting
their suppliers to do the same.
Cloetta’s strategic direction to strengthen its key brands and market
position, together with a strong sales force and close cooperation with
the retail trade enables Cloetta to maintain good relations with the retail
trade. Cloetta also works actively with new sales channels. Cloetta has a
relatively wide and diversified customer base.
Cloetta is working actively with retailers regarding e-commerce, helping
them to learn how to sell impulse confectionery products online.
By supporting retailers in learning how to sell products in self-scanning
areas, Cloetta is able to maintain sales in the checkout area.
Cloetta joined the Science Based Target initiative in 2020, and has
committed to reduce its greenhouse gas emissions by 46 per cent by
2030, enabling us to also meet customers’ expectations.
Consumer
trends
Health and
Sustainability
Health trends and the debate on health, weight and sugar may have
a negative impact on confectionery consumption. The health trend
has also spurred a growing interest in natural raw materials.
Furthermore, there is a growing interest amongst consumers,
especially in North America, to use drugs to help with weight loss
and where the drug’s effectiveness requires the patient to adhere to
a lower sugar diet.
In the wake of rapid globalisation, individual consumers are more
aware of how their consumption patterns affect the environment and
social/ethical conditions all over the world. Consumers want to know
more about product origins, manufacturing methods and raw
materials. Claims suggesting that Cloetta, or Cloetta’s suppliers, do not
take adequate environmental or social responsibility could damage
Cloetta’s brand.
Health trends have not affected confectionery sales to any great extent,
since confectionery is often eaten as a small luxury in everyday life.
Cloetta has the For You pillar within the sustainability agenda, where
we inform consumers about product content and calories, and we work
to continue to develop products which offer lower sugar or sugar-free
alternatives next to portion control in general. We do not see a strong
consumer trend against confectionery consumption. We also work on
dental health propositions to promote dental health. Cloetta’s
sustainability agenda focuses on social, environmental and consumer-
centric areas in order to improve our overall performance and meet
the current and future needs of our consumers. Consumers’ increased
awareness opens an opportunity to inform and be transparent with our
sustainability performance.
Improving conditions in our supply chain remains a priority, as reflected
in our Supplier Code of Conduct.
Cloetta sources certified raw materials where this is possible and
continuously looks to improve conditions through cooperation with
suppliers and NGO’s.
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56 Cloetta Annual and Sustainability Report 2023
RISKS
Probability
MITIGATION
Impact
Laws and
taxes
Cloetta conducts operations through companies in a number of
countries. New laws, taxes or regulations in various markets may
lead to restrictions in operations or introduce new and increasing
requirements. There is a risk that applicable tax laws, tax treaties
and regulations in the different markets will change, or that the
interpretations of the same will change, possibly with an adverse
retroactive effect.
Cloetta continuously assesses tax and legal developments in order to
predict and prepare its operations for possible changes. The introduction
of sugar taxes and fat taxes often have a short-term impact on sales.
Provisions for legal and tax disputes or uncertainties, are based on an
estimation of the related costs. Estimates are made with the support of
legal and tax advice where needed and based on the information
available. An increased focus on compliance in various areas and the
developments related to increasing tax transparency will require more
time and resources spent on ensuring such compliance and reporting.
Raw material
prices
Cost inflation
Price development for raw materials is steered mainly by supply and
demand and is beyond Cloetta’s control. The prices of sugar and many
of the other raw materials purchased by Cloetta can also be affected
by agro-political decisions in the EU regarding quotas, support,
subsidies and trade barriers, and also by rising living standards and the
activity of financial investors on the commodities exchanges.
Input costs, including for raw materials, packaging, freight, and energy,
have been increasing significantly, constituting a risk for negative
impact on Cloetta’s profitability.
Cloetta continuously monitors the development of raw material prices,
and all purchasing is carried out through a central procurement
function. To ensure access and price levels, Cloetta normally enters
into supplier contracts that cover the need for raw materials for a period
of 6–9 months ahead. Cloetta may choose to deviate from this policy
under extraordinary circumstances, should higher flexibility be deemed
required. If the average raw material prices had been 10 per cent higher/
lower on 31 December 2023, profit before tax for the year would have
been around SEK 200m lower/higher. Cloetta’s policy is to compensate
for higher raw material costs by raising prices to its customers.
In a high inflationary environment, Cloetta’s strategy is to protect its
profitability by compensating for all input costs in absolute terms, also
including packaging, freight and energy costs, through price increases
towards its customers as well as cost savings and reducing overall
energy consumption.
Russia’s war
in Ukraine
Russia’s escalation of the war in Ukraine that started in 2022 entails
risks of further impact on the global economy, further cost inflation,
and disruptions in supply chains, including as the war risks spreading
into other geographies.
Cloetta does not have any significant direct financial exposure to any
of the countries involved. However, the company is being impacted by
rising input costs and global supply chain challenges, which are being
addressed as commented on in the sections for Raw material prices,
Cost inflation, Interest rate risks and Disruption and relocation of product
manufacturing.
Operational risks
Operational risks can often be influenced, which is why they are normally regulated by policies,
guidelines and instructions. Operational risks are part of Cloetta’s day-to-day work and are
managed by the operating units. Operational risks include those related to the brand, relocation of
production, insurable risks and environmental, health and safety-related risks and IT-related risks.
RISKS
Probability
MITIGATION
Impact
Business
ethics and
brand risks
Demand for Cloetta’s well-known brands is driven by consumers’
association of these brands with positive values. If Cloetta or any of the
Group’s partners take any measures that conflict with the values
represented by the brands, the Cloetta brands could be damaged.
Cloetta takes a proactive approach by adhering to a Code of Conduct
and a policy on anti-corruption and bribery, as well as responsible
marketing.
Cloetta’s Supplier Code of Conduct covers human and labour rights,
business ethics and anti-corruption, health and safety, and
environmental protection.
Social
conditions
in the supply
chain
Cloetta uses some raw materials that originate from regions or
countries with an increased risk of human rights violations and corrupt
behaviour.
Further, political instability in places where raw materials are produced
can have a negative impact on availability and costs.
Cloetta’s Supplier Code of Conduct is part of all supplier agreements.
Cloetta assesses the raw materials, monitors suppliers for certain
materials based on climate, social and human-rights related risks, and
prioritises involvement with supporting organisations.
100 per cent of all cocoa purchased is Rainforest Alliance certified.
With palm oil-based vegetables oils, Cloetta continues to source
100 per cent RSPO Certified Segregated palm oil, which is one of the
highest standards to ensure that human rights are upheld in sourcing
sustainably farmed palm oil. Certification of Cloetta’s factories
according to this standard has been upheld since 2019.
Since 2017 Cloetta has purchased sustainable and traceable shea
butter from women cooperatives in Africa.
Cloetta participated in a pilot initiative with Rainforest Alliance to
close the income gap for cocoa farmers in Africa and will continue
the collaboration on the Living Income Fund.
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57Cloetta Annual and Sustainability Report 2023
RISKS
Probability
MITIGATION
Impact
Environ-
mental and
climate
related risks
There is a risk that climate change will impact Cloetta. This may involve
transition risks such as changing rules and taxation, as well as physical
risks. Physical risks include changes that are both long-term and
urgent in nature, for example extreme weather conditions and natural
catastrophes that could impact Cloetta’s access to raw materials and
disrupt business operations directly or indirectly.
The climate crisis coincides with a biodiversity crisis and water-crisis,
which agriculture is directly impacted by.
Climate-related risks are becoming an ever-growing concern among
the investment community and new initiatives are receiving more
attention.
Cloetta is raising the ambition level to improve its total environmental
footprint through the work in our sustainability agenda.
We joined the Science Based Targets initiative to set targets and
action plans to reduce our carbon footprint throughout our value chain
and in cooperation with our stakeholders. In our efforts toward climate
action, we have undertaken measures to reduce emissions, such as
decreased energy consumption in our factories, incorporating vegan
options into our candy portfolio, and transitioning to electric company
cars.
100 per cent of all cocoa purchased is Rainforest Alliance certified.
With palm oil-based vegetables oils, Cloetta continues to source 100
per cent RSPO Certified Segregated palm oil, which is one of the
highest standards to ensure deforestation free and sustainably farmed
palm oil. Certification of Cloetta’s factories according to this standard
has been upheld since 2019.
Cloetta manages the environmental and climate impact of its business
operations through systematic work within the scope of the company’s
environmental management system.
Product
safety risks
Handling of food products places high demands on traceability,
hygiene and safety. In a worst-case scenario, inadequate control can
lead to contamination or allergic reactions. These types of deficiencies
in the handling of food products can lead to lower trust in Cloetta and
the Group’s brands.
Cloetta works with first-class raw materials and in accordance with
international quality standards. Analyses through chemical and
physical tests are performed on both raw materials and finished
products. Issues of importance for product safety are collated in
special policies. Plans for information or product recalls in the event
of deficiencies have been prepared.
Insurable
risks
Assets such as factories and production equipment can be seriously
damaged, for example in the event of a fire or power outage. Product
recalls can incur substantial costs, resulting in direct costs, claims for
financial compensation and damage to Cloetta’s reputation. Cargo
may be damaged in transit.
Cloetta has an insurance programme for property and liability risks
appropriate to Cloetta’s operations and works systematically to limit
the risk of incidents and to have robust contingency plans in place to
limit the effects of any incidents.
Disruption
and relocation
of product
manufacturing
Disturbances and inefficiencies in the supply chain, as well as
undesirable effects on and from the external environment, such as a
fire, strikes, shortage of energy supply or raw- and packaging
materials, pandemics, or extreme weather, could result in stoppages
in production, operations and deliveries, and thus negatively affect the
company’s business and reputation. To optimise efficiency, Cloetta
continuously monitors capacity utilisation in manufacturing and
evaluates the need to move manufacturing from one factory to
another. This is however a complex process that can result in
disruptions and delays in production, which can in turn also lead to
delivery problems.
Cloetta has a good monitoring process in place to anticipate short
term disruption both in sourcing and delivery. In our factories we have
clear protective protocols in place to reduce the risk, provide a safe
workplace and limit the impact. We have also prepared certain
scenarios for our plants in case of energy disruptions. Cloetta also has
an experienced and efficient organisation with well-established
routines for handling.
Access to
the right
expertise
To a large extent, Cloetta’s future is dependent on its capacity to recruit,
retain and develop competent senior executives and other key staff.
Cloetta occasionally reorganises and streamlines its operations, which
in the short term may have a negative impact on its performance.
Cloetta endeavours to continue to be an attractive employer.
Employee development and follow-up plans, together with market-
based and competitive compensation, enable Cloetta to recruit and
retain employees.
Cloetta has a strong and experienced organisation that is well
equipped to handle organisational changes.
IT security
Cloetta is highly dependent on having an efficient IT platform.
Disruptions or faults in critical systems can have a direct impact on
both production, financial systems, and business processes. Over the
years, efforts have been made to harmonise and standardise the IT
landscape by minimising the number of supported IT applications and
continuously invest in IT infrastructure. Examples of risk mitigation
in infrastructure is redundant network access, using SaaS, Software
as a Service, for the business-critical solutions. The IT security is the
defence to protect against potential loss or harm related to technical
infrastructure, use of technology or reputation of our organisation.
Cloetta operates under a centrally controlled IT governance
and continuously mitigates against all dimensions of attacks by
assessing its cyber risk profile, remediating where necessary and
pro-actively managing and investing in its defences. End-users are
frequently trained in information security to further increase the
awareness.
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58 Cloetta Annual and Sustainability Report 2023
Financial risks
The primary financial risks are composed of foreign exchange, refinancing, interest rate and
credit risks. Financial risks are managed by the Group’s central finance function according
to the guidelines in the finance policy established by Cloetta’s Board of Directors. Financial
risk management primarily aims to identify the Group’s risk exposure and, with a certain
degree of foresight, to attain predictability in the financial outcome and minimise possible
unfavourable effects on the Group’s financial results, in close cooperation with the Group’s
operating units. Consolidating and controlling these risks centrally enables the Group to
minimise the level of risk while reducing the cost of measures such as currency hedging.
Financial risk management is described in detail in Note 26, on pages 109–110.
RISKS
Probability
MANAGEMENT
Impact
Foreign
exchange
risks
Exchange rate fluctuations affect Cloetta’s financial results in
connection with buying and selling in different currencies (transaction
exposure), and through translation of the profit and loss accounts and
balance sheets of foreign subsidiaries to Swedish kronor (translation
exposure). Cloetta’s reporting currency is the Swedish krona, while
many subsidiaries have the euro as their functional currency, thus
translation exposure is significant. Aside from SEK and EUR, Cloetta
also has exposure to DKK, NOK, GBP and USD.
The objective of Cloetta’s foreign exchange management is to
minimise the effects of exchange rate fluctuations by utilising incoming
currency for payments in the same currency. If the Swedish krona had
weakened/strengthened by 10 per cent against the euro, the year’s
profit would have been around SEK 27m (25) higher/lower.
The Group hedges parts of its translation exposure through
borrowing in euro.
Refinancing
risks
Refinancing risk refers to the risk that it will not be possible to obtain
financing or that financing can only be obtained at a significantly
higher cost.
In 2023, Cloetta met its financial target related to a net debt/EBITDA
ratio of around 2.5x. Through the term and revolving facilities
agreement with the club of banks and the commercial paper programme,
Cloetta has a favourable situation for accessing financing, for example
for potential acquisitions and significant investment projects. In 2022
Cloetta secured financing for the greenfield facility in the Netherlands
by entering a new term loan facility and by increasing the multicurrency
revolving loan facilities. The agreed financing is reviewed periodically
with the banks to remain aligned with the progress of the project. In
2023, Cloetta extended its existing multicurrency term and revolving
facilities agreement with the banks with one year.
Interest
rate risks
Cloetta is exposed to interest rate risks in interest-bearing current and
non-current liabilities. Although some of the Group’s bank loans are
hedged via interest rate swaps, there is still exposure to interest rate
risk for the parts that are not hedged or when hedges expire.
The Group will incur a higher level of net debt over the years
2025–2027 on the account of the investments in the greenfield facility.
The Group continuously analyses its exposure to interest rate risk
and performs regular simulations of interest rate movements. Interest
rate risk is reduced by hedging a share of future interest payments
through interest rate swaps.
In 2023, if the interest rate had been 1 percentage point higher with
all other variables held constant, profit before tax for the year would
have been approximately SEK 6m (7) lower. If the interest rate had
been 1 percentage point lower with all other variables held constant,
profit before tax for the year would have been approximately SEK 6m
(4) higher.
Credit risks
Credit risk refers to the risk that a counterparty to Cloetta will be
unable to meet its obligations and thereby cause a loss.
Financial transactions also give rise to credit risks in relation to financial
and commercial counterparties.
Credit risk in trade receivables is relatively limited considering that
the Group’s customer base is diverse and consists mainly of large
customers, and because distribution takes place primarily through
the major grocery retail chains. Customers are subject to credit
assessments in accordance with the credit policy, and receivables
balances are monitored continuously. Following the default of Wilko in
the UK Cloetta has updated its payment terms and credit limits policy.
The Group’s counterparties in financial transactions are banks and
credit institutions with good credit ratings (between AA– and A-1).
Valuation
risks
The Group has a number of assets and liabilities that have been
valued with the input from or the help of various experts. These include
goodwill and trademarks on the asset side and the pension liability and
tax liabilities on the liability side. The valuation risk refers to the risk that
these assets and liabilities have a lower value than recognised in the
balance sheet and have to be impaired.
Assets and liabilities are tested for impairment annually or when there
is an indication that such testing may be necessary. Read more in Note
12, Intangible assets on pages 93–94 and Note 30, Critical accounting
estimates and judgements on pages 112-113.
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59Cloetta Annual and Sustainability Report 2023
Letter from the Chairman
As Chairman of the Board, I am very proud of Cloetta’s solid
results this year, where we delivered all-time high net sales and
profitability, coupled with continued sustainability achieve-
ments, a topic that remains highly prioritised. I am also very
pleased that the healthy cash flow and strong balance sheet
support a dividend proposal in line with previous year.
Corporate governance creates
systematic order
The Board’s foremost responsibility to
Cloetta’s shareholders is to ensure that the
company is managed as effectively as
possible, and that Cloetta complies with the
laws and regulations required by the stock
exchange and other regulatory authorities.
Corporate governance is aimed at
creating systematic order for the Board
and the Group Management Team. Such
international norms as the UN Global
Compact’s ten principles also provide
guidance for us, reflected in our policies,
guidelines and how we build relationships
with our stakeholders. A well-defined
structure, encompassing clear rules and
processes, is instrumental in directing the
focus of management and employees towards
business development. The Corporate
Governance Statement on pages 60–73
contains more information about Cloetta’s
governance and management structure, the
interplay between the company’s formal
governance bodies, internal steering
documents and processes, and relevant
control functions and reporting. This
framework ensure that we have a robust
corporate governance and a strong company
culture.
The work of the Board
The mark of the Board’s work this past year
was the collaborative atmosphere with the
Board members bringing a wide variety of
valuable perspectives and experiences. We
were pleased to welcome Pauline Lindwall
as a new member of the Board. Her extensive
experience and knowledge from the industry
have already enriched our collective work.
Since the 2023 AGM we held a total of nine
scheduled meetings.
During the year, the Board worked closely
with the CEO and the Group Management
Team to navigate through yet another year of
extraordinary macroeconomic challenges by
carefully monitoring the market whilst
sticking to our long-term strategy. I am very
proud that we successfully offset significant
cost inflation through a combination of
strong pricing execution and cost savings
– while also retaining stable volumes. Our
enhanced marketing initiatives aimed
at strengthening and premiumising our
brands—focusing on clarity, innovation,
and increased support—are yielding tangible
and positive results.
Last year our climate target was
approved by the Science Based Target
initiative and during the year we have
together with our suppliers identified where
the emission savings will come from as per
2030.
In 2022, Cloetta made the decision to
invest in a new greenfield facility in the
Netherlands and consequently close three
existing confectionery factories in Belgium
and the Netherlands. Through this invest-
ment in a state-of-the-art production
platform, we are convinced that Cloetta
will achieve a more efficient manufacturing
structure with a flexibility to tackle higher
labour and energy costs, as well as significant
cost savings and further production capacity.
At the same time this enables us to continue
on our sustainability path and secure and
improve on the delivery on Cloetta’s long-
term profitability target. During the year we
have made further progress and finalised the
preparatory phase. We have also announced
another important step in line with our
sustainability agenda with the decision to
operate the new factory fully electric.
In 2023, Cloetta once again delivered
very strong cash flow, resulting in a net debt/
EBITDA of 1.7x as we closed the year, well
below our long-term target of 2.5x. Based
on the healthy cash flow and strong balance
sheet, the Board proposes a dividend of
SEK 1.00 (1.00).
Focus on long-term growth strategy
I also reflect upon a year that marks the
culmination of my journey with Cloetta, as I
have chosen to resign from my current position
as Chairman of the Board. My association
with Cloetta began in 2015 when I joined as
board member and chairman of the audit
committee, continuing until 2019. In 2020,
I joined again, this time assuming the role of
Chairman of the Board. While this period
has been enjoyable, it has also presented us
with exceptional macro-economic challenges,
affecting not only us but many others in the
industry. Nevertheless, I take pride in our
collective ability to navigate through these
challenges, positioning the company to
emerge stronger than ever. As we conclude
the year, Cloetta stands tall with an all-time-
high adjusted operating profit and net sales.
I would like to take this opportunity to
thank my colleagues on the Board of Directors
for their solid cooperation, constructive
contributions and commitment in their work.
Additionally, my heartfelt thanks to all our
dedicated employees and the Group Manage-
ment Team for their fantastic efforts during
these years. Your collective dedication has
been instrumental in our performance.
Cloetta, as a robust Group, has
consistently delivered a solid performance.
The organisation boasts strong leadership, a
well-established executive team, and a clearly
defined commercial strategy focused on
brands and sales-driving activities. These
elements contribute to strengthening our
market position and enhancing our overall
offering. My successor will have the
opportunity to continue driving the company’s
long-term growth strategy, continue on the
sustainability path and secure and improve
on the delivery on Cloetta’s long-term
profitability target.
Stockholm, March 2024
Mikael Norman
Chairman of the Board
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60 Cloetta Annual and Sustainability Report 2023
Corporate
Governance Report
The purpose of corporate governance is to ensure that the company is
managed as effectively as possible in the interests of its shareholders, and that
Cloetta complies with all applicable rules. Corporate governance is also aimed
at creating order and establishing systems for both the Board and the Group
Management Team. Well-defined structures, clear rules and processes allow
the Board to ensure that the Group Management Team and employees focus
on developing the business and thereby creating shareholder value.
Cloetta AB (publ) is a Swedish public limited
company, with corporate identification
number 556308-8144. The company’s class
B shares are traded on the Nasdaq Stockholm,
Mid Cap. The company is domiciled in
Ljungsbro, Linköping, and its head office is
located in Sundbyberg, Stockholm.
Framework for corporate governance
The governance of Cloetta is based on the
Swedish Companies Act, Nasdaq Nordic
Main Market Rulebook for Issuers of Shares
(the “Rulebook for Issuers”), and the Swedish
Corporate Governance Code (the “Code”),
as well as other relevant Swedish and foreign
laws and regulation. Governance is further
established through internal steering
instruments such as the Articles of
Association, instructions, policies and
guidelines. The Code is available on the
website of the Swedish Corporate
Governance Board, which administrates the
Code, www.corporategovernanceboard.se.
The website also includes a description of
the Swedish model for corporate governance.
During the year, Cloetta complied with
Rulebook for Issuers and good stock market
practice and Cloetta has complied with the
Code, without deviations.
1
Shares, shareholders
and voting rights
The class B shares of Cloetta AB (publ) have
been listed on Nasdaq Stockholm since
16 February 2009 and have been traded on
the Mid Cap list since 2 July 2012. Cloetta
was originally introduced on the stock
exchange in 1994 and has been listed in a
number of different owner constellations
since then. On 31 December 2023, the
number of shares was 288,619,299 of which
282,884,050 were class B shares and
5,735,249 were class A shares. Each class B
share corresponds to one vote and each class
A share corresponds to ten votes, although
all shares carry equal entitlement to the
company’s assets and profits. On 31
December 2023, Cloetta held 3,277,265
class B shares in treasury. The number of
shareholders on 31 December 2023 was
43,164 compared to 40,032 on 31 December
2022. On 31 December 2023, AB Malfors
Promotor was Cloetta’s largest shareholder,
with a holding corresponding to 41.9 per cent
of the votes and 31.5 per cent of the share
capital in the company. On the same date,
there were no other shareholders represent-
ing a minimum of 10 per cent of the voting
rights. For more information about Cloetta’s
shares and shareholders, see section
“Share and shareholders” on pages 41–45.
2
General meeting of shareholders
The general meeting of shareholders is
Cloetta’s highest decision-making body. At
the general meeting, all shareholders have
the opportunity to influence the company
by exercising the votes attached to their
respective shareholdings. The powers and
duties of the general meeting are set out in
the Articles of Association and the Swedish
Companies Act, amongst others. Cloetta’s
financial year is 1 January to 31 December.
The annual general meeting (“AGM”) must
be held within a period of six months after
the end of the financial year. The date and
location of the AGM must be communicated
on the company’s website no later than in
conjunction with the publication of the third
quarter report. Notice of the AGM must be
given no earlier than six weeks and no later
than four weeks prior to the AGM through
publication in “Post- och Inrikes Tidningar”
(the Swedish Official Gazette) and on the
company’s website. At the same time,
confirmation that notification has been
given must be published in Dagens Industri.
Every shareholder has the right to request
that a matter shall be taken up at the AGM
and in such case, must submit a written
request to the Board. In order to be addressed
at the AGM, the request must be submitted
to the Board no later than seven weeks prior
to the AGM. In accordance with Chapter 7,
paragraph 32, of the Swedish Companies
Act, at a general meeting of shareholders, all
shareholders have the right to pose questions
to the company about the matters that are
addressed at the meeting and the financial
situation of the company and the Group.
2023 Annual General Meeting
The most recent AGM was held on 4 April
2023 in Stockholm. The AGM was attended
by 136 individuals representing 62 per cent
of the votes in the company. The Board
members, the Group’s CEO and president as
well as the CFO, the company’s independent
auditors and the chairman of the nomination
committee were also present at the AGM.
The AGM approved the proposals of
the Board and the nomination committee
regarding:
• Adoption of the balance sheet and the
profit and loss account;
• Appropriation of the earnings of the com-
pany through a dividend of SEK 1.00 per
share, corresponding to SEK 285,405,738;
• Approval of the renumeration report;
• Discharge of liability for the board
members and the President and CEO;
• The number of Board members elected by
the AGM to be seven;
• Re-election of sitting Board members
Mikael Norman, Mikael Svenfelt, Camilla
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61Cloetta Annual and Sustainability Report 2023
Governance
structure
6
President and CEO
6
The Group
Management Team
5
Audit
committee
5
Remuneration
committee
4
Board of Directors
2
The members of the Board are
appointed by the AGM. Employee
representatives and deputy represent-
atives are appointed by the employee
organisations. The members of the
audit and remuneration committees are
appointed by the Board.
8
Reports,
internal control
3
Nomination committee
1
1
Shareholders
2
General meeting
of shareholders
7
Auditor
3
Vote at the general meeting
Information
Elects the Board of Directors
Goals, strategies, policies,
steering instruments, core values,
remuneration structure
Elects the auditor
Information
Resolves upon princi-
ples for appointing the
nomination committee
Proposes the Board, auditor and
principles for appointing the nomina-
tion committee ahead of AGM
External steering instruments
Important external steering instruments that pro-
vide the framework for corporate governance are:
• The Swedish Companies Act
• The Swedish Annual Accounts Act
• Nasdaq Nordic Main Market Rulebook
for Issuers of Shares
• The Swedish Code of Corporate Governance
Internal steering instruments
Important binding internal control documents
include:
• The Articles of Association
• The Board’s work plan
• Instructions for the President and CEO,
the audit committee, the remuneration
committee and financial reporting
• Policies
1) The nomination committee prepares proposals for decision
that are presented to the AGM. The AGM decides on principles
for appointment of the nomination committee.
2) The Board establishes the committees and appoints their
members.
3) The auditor is responsible, on behalf of the shareholders, for
auditing Cloetta’s annual report, accounts and the adminis-
tration of the Board of Directors and the President and CEO.
Reports to the Board of Directors and the shareholders.
Svenfelt, Alan McLean Raleigh, Patrick
Bergander and Malin Jennerholm. Pauline
Lindwall was elected as a new board
member. The AGM re-elected Mikael
Norman as the Chairman of the Board.
Aside from the members elected by the
AGM, the employee organisation LIVS
appointed an employee representative
and LIVS also appointed a deputy
representative to the Board;
• Setting the Board fees at SEK 750,000 for
the Board Chairman and SEK 325,000 for
each of the other Board members elected
by the AGM. Fees for work on the Board
committees shall be paid in the amountof
SEK 100,000 for each member of the audit
committee, SEK 150,000 for the Chair-
man of the audit committee, SEK 100,000
for each member of the remuneration com-
mittee and SEK 150,000 for the Chair-
man of the remuneration committee;
• Fees for the auditor are to be paid accord-
ing to approved account;
• Re-appointing the registered public
accounting firm Öhrlings Pricewater-
houseCoopers AB (“PwC”) as the auditor
for the period until the next AGM. Sofia
Götmar-Blomstedt will continue as the
Lead Audit Partner;
• Guidelines for remuneration to executive
management;
• Rules for the nomination committee;
• The implementation of a share-based
long-term incentive plan;
• Authorisation for the Board of Directors to
resolve upon repurchase of own B-shares
as part of long-term incentive plan.
The complete minutes from the AGM can be
reviewed at www.cloetta.com.
2024 Annual General Meeting
The 2024 AGM will be held on Tuesday,
9 April 2024, at 15:00 at Bonnier Fastigheter
Konferens, Torsgatan 21, Stockholm. The
Notice of the Annual General Meeting was
published in March 2024 and contained the
Board’s proposals. For more information,
please refer to the section “Annual General
Meeting” on page 152 and www.cloetta.com.
3
Nomination committee
Work of the nomination committee
The principal task of the nomination
committee is to prepare recommendations
to be put before the AGM for decisions
regarding election of Board members and
the Chairman of the Board, fees for the
Board of Directors, potential remuneration
for committee work, election of auditors, and
renumeration for the auditor. In addition,
it shall propose election of a chairman of
the AGM and rules for the nomination
committee if there is a reason for a change.
The Chairman of the Board presents an
annual evaluation of the Board’s performance
during the year to the nomination committee,
which provides a basis for the nomination
committee’s work together with the provisions
of the Code and Cloetta’s own company-
specific requirements. The nomination
committee’s recommendations for election
of Board members, board fees and auditors
are presented in the notification of the AGM
and on www.cloetta.com.
Composition of the
nomination committee
In accordance with the decision of the AGM,
Cloetta’s nomination committee shall consist
of at least four, and at most six members. Of
these, one shall be a representative of the
Board and three shall be members appointed
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62 Cloetta Annual and Sustainability Report 2023
by the three largest shareholders in terms
of voting power per 31 July each year. The
members appointed may themselves appoint
one additional member.
Independence of the nomination
committee
The majority of the nomination committee’s
members shall be independent in relation
to the company and its Group Management
Team, and at least one of these shall also be
independent in relation to the company’s
largest shareholder in terms of voting power.
Of the appointed members, all four are
independent in relation to the company and
its Group Management Team and three are
independent in relation to the company’s
largest shareholder in terms of voting power.
Shareholder proposals
All shareholders have the right to propose
candidates for election to the Board by
contacting the nomination committee.
Proposals shall be sent to the Chairman
of the nomination committee by e-mail to
nominationcommittee@cloetta.com.
Meetings of the nomination committee
The nomination committee held five
meetings ahead of the 2024 AGM. No fees
have been paid for work on the nomination
committee.
4
Board of Directors
The work of the Board
One of the key tasks of the Board is to serve
the interests of the company and the
shareholders by managing the company’s
operations in such a manner as to assure the
shareholders that their interests in terms
of a long-term profitable growth and value
creation are being met in the best possible
manner. The Board shall also appoint the
President and CEO and ensure that the
company complies with all applicable laws,
the Articles of Association and the Code. The
Board is also responsible for making sure that
the Group is suitably structured so that the
Board can optimally exercise its governance
responsibility over the subsidiaries and that
the company’s financial accounting, financial
management and financial circumstances in
general can be controlled satisfactorily. At
least once a year the Board shall meet with
the company’s auditor without the presence
of the Group Management Team and shall
continuously and at least once a year evaluate
the performance of the President and CEO.
The Board of Directors shall also prepare
necessary proposals before the AGM.
Composition of the Board
According to the Articles of Association,
Cloetta’s Board of Directors shall consist of
at least three, and at most ten members that
are elected annually at the AGM for a period
until the next AGM has been held. On 4 April
2023, the AGM resolved that the Board shall
have seven members appointed by the AGM.
The AGM elected the following Board
members to serve for the period until the end
of the next AGM, to be held on 9 April 2024:
Mikael Norman (Chairman), Mikael
Svenfelt, Camilla Svenfelt, Alan McLean
Raleigh, Patrick Bergander, Malin
Jennerholm and Pauline Lindwall. In
addition, the employee organisation LIVS
appointed one employee representative to
the Board, Lena Grönedal, and one
deputy representative, Shahram Nikpour
Badr (Shahram Nikpour Badr resigned his
position in October). All except one of the
Board members have attended Nasdaq’s
stock market training course for boards and
management. The average age of the Board
members elected by the AGM was 56 years
at year-end and three of the seven are
women. For information about the Board
members’ assignments outside the Group
and holdings of shares in Cloetta, see pages
70–71 and cloetta.com.
Diversity policy
The nomination committee applies rule 4.1
of the Code as its diversity policy to propose
election of directors to the Board. According
to this rule, the board composition of the
elected directors must be set with regard to
appropriateness to the company’s operations
and phase of development, and must
collectively exhibit diversity and breadth of
competence, experience and background.
An equal balance between the genders should
be aimed for. The objective of the diversity
policy is to underline the importance of
appropriate diversity within the Board with
regard to gender, age, nationality and
experience, professional background and
Nomination committee ahead of the 2024 AGM
Members Appointed by Independent
1
Share of votes at
31 Dec 2023, %
Lars Schedin, Chairman AB Malfors Promotor Yes/No 41.9
Johan Törnqvist Ulla Håkanson Yes/Yes 1.5
Victoria Lidén Storebrand Fonder AB Yes/Yes 0.5
Mikael Norman The Board of Cloetta AB Yes/Yes 0.0
1) Independent from the company and its Group Management Team/from the company’s largest shareholder in terms of voting power.
Composition of the Board
Fees
1
Attendance
2
Elected by the AGM Nationality
Year
elected
Year
of birth
Board
fees
Committee
fees Independence
Board
meetings
Audit
committee
Remuneration
committee
Chairman
Mikael Norman Swedish 2020 1958 750,000 100,000 Yes/Yes 9/9 4/4
Members
Camilla Svenfelt Swedish 2016 1981 325,000 100,000 Yes/No 9/9 4/4
Patrick Bergander Swedish 2019 1971 325,000 150,000 Yes/Yes 9/9 4/4
Alan McLean Raleigh British 2018 1959 325,000 100,000 Yes/Yes 9/9 4/4
Mikael Svenfelt Swedish 2008 1966 325,000 150,000 Yes/No 8/9 4/4
Malin Jennerholm Swedish 2022 1970 325,000 100,000 Yes/Yes 9/9 4/4
Pauline Lindwall Swedish 2023 1961 325,000 Yes/Yes 9/9
1) The fees refer to set amounts during the period from the AGM on 4 April 2023 until the AGM on 9 April 2024. Board fees shall be paid in amount of SEK 750,000 (730,000) to the Board Chairman and
SEK 325,000 (unchanged) to each other board member elected by the AGM. Fees for work on the Board committees will be paid in the amount of SEK 100,000 for each member of the audit committee
(unchanged), SEK 150,000 for the Chairman of the audit committee (unchanged), SEK 100,000 for each member of the remuneration committee (unchanged) and SEK 150,000 for the Chairman of the
remuneration committee (unchanged); For further details, see Note 7 on page 91.
2) Attendance refers to meetings during the period from the statutory meeting following the AGM on 4 April 2023 until the publication of this Annual and Sustainability Report on 11 March 2024.
Words from
the president
Targets &
strategy
Market &
consumer Sustainability
Main
markets
Share &
shareholders
Financial
performance
Risks & Corporate
Governance
Financial
reports
Materiality &
Other
<< Content &
introduction
63Cloetta Annual and Sustainability Report 2023
January
Scheduled meeting;
Independent Audit
Report PwC, HR
activities, Q4 interim
report incl. analytics
and dividend proposal,
AGM preparation,
Annual and
Sustainability report
update, update on
greenfield facility
March
Scheduled
meeting;
Annual and
Sustainability
Report, report from
Remuneration
Committee, overall
marketing update
February
Extra Board
Meeting
AGM
preparations
including AGM
documentation
April
Scheduled meeting;
Statutory meeting, Resolution on signatory powers,
Resolution of instructions and policies, Resolution regarding
Remuneration Committee and Audit Committee, Appointment
of Board representative to the Nomination committee,
Information regarding remuneration of the Board of Directors,
Timetable for Board of Directors’ meetings and reporting
dates, update on greenfield facility, Q1 interim report incl. ana-
lytics, feedback Audit Committee
October
Scheduled meeting;
Greenfield facility update,
Q3 interim report incl.
analytics, Cloetta Board
performance survey
presentation, reports from
Remuneration and
Audit Committee, HR
review
July
Scheduled
meeting;
Q2 interim report
incl. analytics,
greenfield facility
update, report
from Audit
Committee
December
Scheduled meeting;
Budget/ business plans
for the year ahead
and bonus targets/
Yardstick 2024
September
Scheduled meeting;
Greenfield facility update,
3-year plan,
Pick & Mix update,
Sustainability update
JAN FEB MAR APR M AY JUN OCT NOV DECJUL AUG SEP
Board meetings in 2023
business expertise. The Nomination
Committee endeavours to achieve diversity
and gender balance on the Board. This is
evaluated each year along with a continuous
process to identify future board candidates
with relevant backgrounds and experience.
The proposed composition of the board more
than satisfies the requirements for expertise
and experience, in view of the company’s
operations and future development. The
proposed composition also met the applicable
requirements including board independence,
sufficient experience with listed companies
and expertise in accounting and auditing.
Independence of the Board
In accordance with the Code, the majority
of the Board members elected by the AGM
shall be independent in relation to the
company and its Group Management Team
and at least two of these shall also be
independent in relation to the company’s
major shareholders. Of the Board’s seven
members, all are independent in relation to
the company and its Group Management
Team and five are independent in relation to
the company’s major shareholders.
The Board’s instructions and policies
On a yearly basis, the Board reviews and
adopts a work plan for its own activities and
those of the Board’s audit and remuneration
committees. The Board also adopts
instructions for the President and CEO and
instructions for financial reporting. Among
other things, these regulate the segregation
of duties between the Board of Directors, the
Chairman of the Board, the President and
CEO and the auditor, quorum, conflict of
interest, the work of the committees, internal
and external reporting, routines for notifica-
tion of general meetings, Board meetings and
minutes. In addition, the Board has issued
and adopted a Code of Conduct that applies
throughout the group for all relationships
with employees, customers, consumers,
suppliers, competitors, official authorities
and non-governmental organisations (NGO)
and other important policies.
Evaluation of Board performance
The performance of the Board is evaluated
annually in order to continuously improve
the Board’s working methods and efficiency.
The Chairman of the Board is responsible
for carrying out the evaluation and present-
ing the results to the nomination committee.
The intention of the evaluation is to gather
the Board members’ views on the Board’s
performance, measures that can be taken to
improve the efficiency of board work, and
whether the Board has a well-balanced mix
of competencies. The evaluation provides
valuable input for the nomination
committee ahead of the AGM.
In October 2023, Cloetta had a digital
board performance survey using the
company Board portal. The results of the
survey have been reported to and discussed
Instructions and policies
The Board reviews and adopts the following instructions
and policies on a yearly basis:
• Work plan for the Board
• Instructions for the President
and CEO
• Instructions for financial reporting
• Work plan and instructions for
the Audit committee
• Work plan and instructions for
the Remuneration committee
• Code of Conduct
• Communication policy
• Finance policy
• HR policy
• Insider policy
• Insurance policy
• Internal control framework policy
• IT security policy
• Mergers and acquisitions policy
• Fraud policy
• Whistleblowing policy
• Anti-bribery and anti-corruption
policy
• Trade controls policy
• Approval and Authorisation
framework
• Policy framework
• FX risk policy
• Customer contract policy
May
Scheduled meeting;
Review of Cloetta,
update the Perfect
factory-program,
Ljungsbro plant tour,
Brand update, update on
strategic Initiatives,
Innovation team
presentation, update on
corporate brand, update
on greenfield facility
Words from
the president
Targets &
strategy
Market &
consumer Sustainability
Main
markets
Share &
shareholders
Financial
performance
Risks & Corporate
Governance
Financial
reports
Materiality &
Other
Content & >>
introduction
64 Cloetta Annual and Sustainability Report 2023
by both the Board and the nomination
committee.
Board meetings
Since the 2023 AGM, the Board held nine
scheduled meetings. The President and CEO
and the CFO, who also acts as the Board
Secretary, take part in the Board’s meetings.
Other members of the Group Management
Team participate as needed to report on
special items of business.
5
Board committees
Audit committee
In 2023, the audit committee consisted of
members Patrick Bergander (Chairman),
Camilla Svenfelt and Malin Jennerholm. The
majority of the committee’s members shall be
independent in relation to the company and
its Group Management Team, and at least one
of these shall also be independent in relation
to the company’s major shareholders. At least
one member shall be independent and have
accounting or auditing expertise. Of the audit
committee’s three members, all are inde-
pendent in relation to the company and its
Group Management Team, and two are
independent in relation to the company’s
major shareholders. The work of the audit
committee is regulated by instructions that
have been adopted by the Board as part of its
work plan. The audit committee is respon-
sible for ensuring the quality of the financial
reporting and the effectiveness of the
company’s internal control and risk manage-
ment regarding financial reporting as well as
overseeing the sustainability reporting pro-
cess. In brief, the audit committee, without
affecting the other tasks and responsibilities
of the Board, shall meet regularly with the
company’s auditors to remain informed about
the focus and scope of the audit of the finan-
cial reporting and the limited assurance of
the sustainability reporting. The company’s
auditor shall be invited to participate in the
meetings of the audit committee. The audit
committee shall meet at least four times
every financial year. At least once a year, the
committee shall meet without the presence
of any member of the Group Management
Team. All audit committee meetings must
be documented. The audit committee shall
inform the Board about the matters dealt
with by the committee. The committee held
four meetings in the period between the AGM
in 2023 and the publication of this Annual
and Sustainability Report.
Remuneration committee
The remuneration committee shall have no
more than four members who are appointed
by the Board on a yearly basis. One of the
members shall be the chairman of the com-
mittee. The Board’s remuneration com-
mittee consists of members Mikael Sven-
felt (Chairman), Alan McLean Raleigh and
Mikael Norman. The majority of the com-
mittee’s members shall be independent in
relation to the company and its Group Man-
agement Team. Of the remuneration com-
mittee’s members, all three are independent
in relation to the company and its Group
Management Team. The work of the remu-
neration committee is regulated by special
instructions that have been adopted by the
Board as part of its work plan. The main
tasks of the remuneration committee are to
prepare recommendations to the Board for
decisions on remuneration principles, remu-
neration and other terms of employment
for the Group Management Team, to mon-
itor and evaluate programmes for variable
remuneration completed during the year and
ongoing programmes for the Group Man-
agement Team as adopted by the AGM and
to monitor the current remuneration struc-
tures and levels in the Group. The remuner-
ation committee shall meet at least twice
every financial year. Since the AGM in 2023
until the publication of this Annual and
Sustainability Report the committee held
four meetings.
Chairman of the Board
The Chairman of the Board is elected by
the Annual General Meeting and on 4 April
2023 the AGM re-elected Mikael Norman
as the Chairman of the Board. The Chair-
man shall supervise the work of the Board
and ensure that the Board discharges its
duties and has special responsibility for
ensuring that the work of the Board is well
organised and effectively executed and for
monitoring the Group’s development. The
Chairman oversees the effective imple-
mentation of the Board’s decisions and is
responsible for ensuring that the work of
the Board is evaluated yearly, and that the
nomination committee is informed about
the results of this evaluation.
6
President and
Group Management Team
The President and CEO is appointed by the
Board. The President and CEO supervises
operations according to the instructions
adopted by the Board, and is responsible for
the day-to-day management of the
company and the Group, in accordance with
the Swedish Companies Act and other
applicable rules. In addition, the President
and CEO, together with the Chairman,
decides which matters are to be dealt with
at Board meetings. The Board regularly
evaluates the President and CEO’s duties
and performance. The President and CEO
is responsible for ensuring that the Board
members are supplied with the necessary
information to make decisions and presents
reports and proposals at Board meetings
regarding issues dealt with by the Group
Management Team. The President and CEO
regularly informs the Board and Chairman
about the financial position and
development of the company and the Group.
Henri de Sauvage-Nolting has been Pres-
ident and CEO of Cloetta since 15 February
2017. In addition to the President and CEO,
per 31 December 2023 the Group Manage-
ment Team consisted of the five regional
Organisational
chart
Marketing Operations
Finance, IT,
Communication, Legal
HR
President and CEO
Sweden
Denmark/Norway
& Pick & Mix
Finland
The Netherlands
& Germany
International
& UK
Words from
the president
Targets &
strategy
Market &
consumer Sustainability
Main
markets
Share &
shareholders
Financial
performance
Risks & Corporate
Governance
Financial
reports
Materiality &
Other
<< Content &
introduction
65Cloetta Annual and Sustainability Report 2023
presidents (one also being the Chief Pick &
Mix Officer), the President of Operations, the
CFO, the CMO, the Senior Vice President
Human Resources and the Chief Human
Resources Officer. Effective as of 1 October
2023, the regional president for region
Middle (Netherlands and Germany), Ewald
Frenay, was appointed as the Chief Human
Resources Officer replacing Regina Ekström,
Senior Vice President Human Resources,
who retired on 31 December 2023, and the
sales director for the Netherlands, André
Ruikes, assumed the regional presidency
for region Middle. Cloetta announced on
25 January 2024 that Henri de Sauvage-
Nolting will resign from his position on
1 September 2024. For information about the
President and CEO and other members of the
Group Management Team, see pages 72–73.
The Group Management Team holds regular
management meetings and held twelve
meetings in 2023. The meetings are focused
on the Group’s strategic and operational
development and financial performance.
7
Auditor
The auditor is elected by the AGM to
examine the company’s annual accounts
and accounting records and the adminis-
tration of the Board of Directors and the
President and CEO. The auditor’s report-
ing to the shareholders takes place at the
AGM through the presentation of the audi-
tor’s report. At the AGM on 4 April 2023,
the registered public accounting firm PwC
was re-appointed as the auditor for the
company for the period until the next AGM.
The authorised public accountant Sofia
Götmar-Blomstedt was elected to continue
as the Lead Audit Partner.
8
Financial and sustainability report-
ing and sustainability governance
Financial and sustainability reporting
The Board of Directors is responsible for
ensuring that the company’s organisation is
structured in such a way that the company’s
financial circumstances can be controlled
satisfactorily and that external financial and
sustainability information, such as interim,
annual and sustainability reports to the
market, are prepared in accordance with the
legal requirements, applicable accounting
standards and other requirements applica-
ble to listed companies.
The tasks of the Board are to oversee the
Group’s financial development, assure the
quality of the financial and sustainability
reporting and internal control and
regularly monitor and evaluate operations.
The task of the audit committee is to
support the Board in assuring the quality of
the company’s financial and sustainability
reporting. The audit committee also over-
sees the financial and sustainability reports
and significant accounting matters, as well
as matters related to internal control, com-
pliance, material uncertainty in reported
values, events after the balance sheet date,
changes in estimates and judgements and
other circumstances affecting the quality of
the financial and sustainability reports.
The President and CEO ensures that the
financial accounting in the Group compa-
nies is carried out in compliance with legal
requirements and that financial manage-
ment is conducted in a satisfactory manner.
Cloetta’s President and CEO and the CFO
are members of the boards of all operating
subsidiaries. Every month, the Group pre-
pares a closing of the books that is submitted
to the Board and the Group Management
Team. For each financial year, a profit & loss
statement, cash flow statement and invest-
ment budget are prepared and are adopted at
the scheduled Board meeting in December.
External financial information is regularly
provided in the form of:
• Interim reports;
• The Annual and Sustainability Report;
• Press releases about important news that
is deemed to have a potential impact on
the share price;
• Presentations for financial analysts,
investors and the media on the date of
publication of the year-end and interim
reports;
• Meetings with financial analysts and
investors;
• External information on the Group’s
sustainability work is reported in the
sustainability report forming part of the
Annual and Sustainability Report.
Sustainability governance
The overall strategies for Cloetta’s
sustainability work have been adopted by the
Group Management Team and the ultimate
responsibility for sustainability matters lies
with Cloetta’s President and CEO. Cloetta’s
sustainability work is led by the Global
Marketing Director for Sustainability and
the Sustainability (Reporting) Managers.
The Sustainability Manager is the spokes-
person for environmental and social issues
and is responsible for identifying prioritised
areas. The Sustainability Reporting Manager
is the spokesperson for reporting and
governance issues. Both act as the stakehold-
ers’ link to the management team and sup-
port the implementation of Cloetta’s sustain-
ability agenda.
The Group Head of Health & Safety,
Environment (HSE) leads the work on
health, safety, and environment. All facto-
ries have dedicated HSE managers and in
the rest of the organisation, local managers
are responsible.
Additional information
The following information can be found at
www.cloetta.com: Articles of Association,
Cloetta’s Code of Conduct, information
from previous AGMs and corporate govern-
ance reports from previous years.
Press releases 2023
January
• Invitation to conference call with
web presentation of Cloetta AB´s
year-end report 2022
• Cloetta AB interim report Q4:
October – December 2022
February
• The Nomination Committee pro-
poses Pauline Lindwall as new
director of the Board of Directors
of Cloetta AB
• Notice of the Annual General
Meeting of Cloetta AB (publ)
March
• Cloetta’s Annual Report 2022
available on the website
April
• Annual General Meeting of Cloetta
AB (publ) on 4 April 2023
• Invitation to conference call with
web presentation of Cloetta AB´s
interim report Q1 2023
• Cloetta AB interim report Q1:
January – March 2023
June
• Invitation to conference call with
web presentation of Cloetta AB´s
interim report Q2 2023
July
• Cloetta AB (publ) to repurchase
own B-shares as part of long-term
incentive plan
• Cloetta AB interim report Q2:
April – June 2023
August
• Nomination committee appointed
ahead of 2024 Annual General
Meeting of Cloetta AB (publ)
October
• Cloetta’s chairman Mikael
Norman declines re-election
• Invitation to conference call with
web presentation of Cloetta AB´s
interim report Q3 2023
• Cloetta AB interim report Q3:
July – September 2023
Words from
the president
Targets &
strategy
Market &
consumer Sustainability
Main
markets
Share &
shareholders
Financial
performance
Risks & Corporate
Governance
Financial
reports
Materiality &
Other
Content & >>
introduction
66 Cloetta Annual and Sustainability Report 2023
Guidelines for remuneration of
Group Management Team
The current guidelines for remuneration
of the Group Management Team were
adopted by the AGM on 4 April 2023. The
total remuneration shall be market-based
and competitive and shall be proportion-
ate to the individual’s responsibilities and
powers. In addition to base salary, remu-
neration of the President and CEO, other
members of the Group Management Team
and other executives reporting directly to the
President and CEO can include: short-term
variable compensation, share-based long-
term variable compensation, pension bene-
fits, termination benefits and other benefits.
Short-term variable compensation
Short-term variable compensation is linked
to specific business targets and is derived
from the annual business plan approved
by the Board of Directors. The short-term
variable compensation is delivered through
a cash-based bonus programme. Short-
term variable compensation is based on
personal targets linked directly or indirectly
to the achievement of the financial targets
set by Cloetta’s Board of Directors.
Share-based long-term
variable compensation
Share-based long-term variable compensa-
tion consists of the share-based long-term
incentive plans, which are resolved on yearly
by the AGM. It is aimed at increasing value
for the Group’s shareholders by promoting
and upholding the senior management’s
commitment to the Group’s development,
and thereby aligning the interests of the
Group Management Team and other key
employees with those of the shareholders to
ensure maximum long-term value creation.
The targets for share-based long-term varia-
ble compensation are the compound annual
growth rate, the adjusted operating profit
margin and the EBIT level.
Pension benefits
Pension benefits vary depending on the
agreements and practices in the country
where the individual is employed. Defined
contribution plans are strived for, which
means that pension benefits most often con-
sist of defined contribution plans for which
annual premi ums are paid as a percentage
of pension- qualifying salary up to the age of
retirement. Variable salary and benefits are
not pension qualifying unless provided by
law or collective agreement. The retirement
age is not less than 60 years and not more
than 67 years.
The Board has the right to deviate from
these principles in individual cases where
there is special reason to do so.
Termination benefits
Upon termination of employment on the
part of the company, the notice period shall
be no longer than 12 months. Any termi-
nation benefits may not exceed one fixed
annual salary. Due to employment contracts
entered into by Leaf prior to Cloetta’s acqui-
sition of the company, there are contracts
with members of the Group Management
Team granting termination benefits exceed-
ing 12 monthly base salaries.
Other benefits
Other benefits consist mainly of sign-on fees,
severance pay and company car benefits.
President and CEO
The retirement age is 65 years. The pension
terms consist of a defined contribution plan
for which annual premiums are paid up to
the age of retirement in an amount corre-
sponding to 30 per cent of pension-qualify-
ing salary, consisting of base salary. Variable
compensation and other benefits are not pen-
sion-qualifying.
The President and CEO has a notice period
of six months. Upon termination on the part of
the company, the notice period is 12 months.
Remuneration in 2023
In 2023, the total remuneration of the Group
Management Team including the President
and CEO amounted to SEK 80,031 thousand
(66,320) including pension benefits, and
SEK 71,533 thousand (58,695) excluding
pension benefits.
Share-based long-term incentive plan
for senior executives
On 4 April 2023, the Annual General Meet-
ing approved the Board’s proposal for a
share-based long-term incentive plan. The
plan aligns the interests of the shareholders
with those of the Group Management Team
and other key employees in order to ensure
maximum long-term value creation.
A personal shareholding in Cloetta is
required for all participants. See page 45
and Notes 23 and 28 for more information
about share-based payment.
The Board of Directors’ report on
the remuneration committee’s
evaluation of remuneration of the
Group Management Team
The Board of Directors has established a
remuneration committee consisting of three
members who prepare recommendations for
decision by the Board regarding remuneration
principles, remuneration levels and other terms
of employment for the Group Management
Team. The recommendations have included
the proportional distribution between base
salary and variable compensation and the
size of any salary increases. Furthermore,
the remuneration committee has discussed
pension terms and termination benefits.
The remuneration committee is also
entrusted with the task of monitoring and
evaluating programmes for variable remu-
neration of the Group Management Team,
application of the guidelines for remuner-
ation adopted by the AGM and the current
remuneration structures and remuneration
levels in the company. Pursuant to paragraph
9.1, points 2 and 3 of the Swedish Code of
Corporate Governance, the Board hereby
presents the following report on the results
of the remuneration committee’s evaluation:
The variable compensation that is pay-
able according to the guidelines is linked
to both the individual’s responsibility for
results and the Group’s profitability targets,
which contributes to value growth for the
company’s shareholders.
Market surveys are conducted regularly
with respect to salary statistics, remunera-
tion structures and levels for variable remu-
Remuneration of the
Group Management Team
Words from
the president
Targets &
strategy
Market &
consumer Sustainability
Main
markets
Share &
shareholders
Financial
performance
Risks & Corporate
Governance
Financial
reports
Materiality &
Other
<< Content &
introduction
67Cloetta Annual and Sustainability Report 2023
Remuneration – the Group Management Team
Costs incurred in 2023
SEK Thousand
Base
salary
Short-term variable
compensation incurred in
the year, expected to be
paid out in the next year
Share-based
long-term variable
compensation
Other
benefits Subtotal
Pension
costs Total
Henri de Sauvage-Nolting,
President and CEO
6,000 6,000 2,912 87 14,999 1,800 16,799
Other Group Management Team
1
26,357 17,590 11,224 1,363 56,534 6,698 63,232
Total 32,357 23,590 14,136 1,450 71,533 8,498 80,031
of which, Parent Company 14,347 12,298 7,129 422 34,196 4,304 38,500
Amount paid in 2023
Henri de Sauvage-Nolting,
President and CEO
6,000 4,959 - 87 11,046 1,800 12,846
Other Group Management Team
1
26,537 14,874 - 1,363 42,594 6,698 49,292
Total 32,357 19,833 - 1,450 53,640 8,498 62,138
of which, Parent Company 14,347 10,205 - 422 24,974 4,304 29,278
Costs incurred in 2022
SEK Thousand
Base
salary
Short-term variable
compensation incurred in
the year, expected to be
paid out in the next year
Share-based
long-term variable
compensation
Other
benefits Subtotal
Pension
costs Total
Henri de Sauvage-Nolting,
President and CEO
5,450 4,959 1,819 82 12,310 1,635 13,945
Other Group Management Team
1
23,422 14,166 7,594 1,203 46,385 5,990 52,375
Total 28,872 19,125 9,413 1,285 58,695 7,625 66,320
of which, Parent Company 13,264 10,205 4,385 412 28,266 3,979 32,245
Amount paid in 2022
Henri de Sauvage-Nolting,
President and CEO
5,450 5,200 - 82 10,732 1,635 12,367
Other Group Management Team
1
23,430 15,471 - 1,203 40,104 5,990 46,094
Total 28,880 20,671 - 1,285 50,836 7,625 58,461
of which, Parent Company 13,247 10,495 - 412 24,154 3,979 28,133
1) Until 30 September 2023, Other Group Management Team comprised nine persons. For the period 1 October 2023 until 31 December 2023, Other Group Management Team comprised ten persons.
neration. In the opinion of the remuneration
committee, Cloetta’s remuneration struc-
tures and remuneration levels have allowed
Cloetta to recruit and retain the right per-
sonnel to the Group Management Team.
Remuneration of the President and CEO
and other members of the Group Manage-
ment Team for the financial year 2023 has
been determined by the Board. Remuner-
ation of other senior executives has been
approved by the President and CEO. Since
the 2023 AGM, the remuneration commit-
tee has met on four occasions. The current
guidelines for remuneration to the Group
Management Team was adopted at the AGM
on 4 April 2023.
In accordance with the remuneration
guidelines, the Board may temporarily devi-
ate from the remuneration guidelines, in
whole or in part, if in a specific case there is
special cause for the deviation and a devi-
ation is necessary to serve the company’s
long-term interests.
For more information about remunera-
tion of the President and CEO, see the com-
pany’s Remuneration Report published on
the website.
Remuneration of the Group Manage-
ment Team incl. the President and CEO
%
47%
Short-term and
share-based long-
term variable
compensation
40%
Base salary
11%
Pension benefits
2%
Other benefits
Short-term variable compensation
as a percentage of base salary
Target level Maximum level
President and CEO 50 % 100 %
Other Group Management Team, average 32 % 64 %
Total variable remuneration (costs
incurred) of the Group Management
Team incl. the President and CEO
SEK Thousand %
40,000
30,000
20,000
10,000
0
0
10000
20000
30000
40000
20232022202120202019
0
30
60
90
120
Short-term and share-based long-term
variable compensation
Percentage of base salary
Any variable salary shall be linked, directly
or indirectly, to the achievement of Cloetta’s
long-term financial targets, without it being
necessary that the profit for the year, or
that the other financial targets, exceed the
previous year’s results, even if the starting
point when deciding on payment of varia-
ble salary shall be that the adjusted profit
for the year exceeds the previous year’s
adjusted profit.
Words from
the president
Targets &
strategy
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consumer Sustainability
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markets
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shareholders
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performance
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reports
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68 Cloetta Annual and Sustainability Report 2023
The Board has overall responsibility for the
financial and sustainability reporting and
the company’s systems pertaining to inter-
nal control. The responsibility is regulated
by the Swedish Companies Act, which also
states that the Audit Committee has a spe-
cific responsibility for monitoring quality
assurance in risk management and internal
control over the financial reporting.
Cloetta’s internal control over finan-
cial reporting is based on the framework
published by the Committee of Sponsoring
Organisations of the Treadway Commission
(COSO framework). The COSO framework
objectives are divided into three distinct
disciplines: operations, reporting, and com-
pliance and consists of five individual areas:
control environment, risk assessment, con-
trol activities, information and communica-
tion, and monitoring.
Control environment
The control environment comprises the
organisational structure and the values,
policies, instructions and similar, according
to which the organisation works. It forms the
basis of good internal control and involves
creating the necessary conditions for an
organisational structure with clear roles and
responsibilities, leading to effective manage-
ment of the risks in the operation.
The Board of Directors is responsible
for establishing fundamental rules and
guidelines for internal control. The audit
committee assists the Board of Directors
with its oversight of the performance of the
company’s risk management function and
internal control insofar as these affect the
company’s quality and integrity of financial
reporting. The Board of Directors and the
audit committee interact directly with the
external auditors.
Where the Board of Directors is respon-
sible for establishing fundamental rules and
guidelines, the President and CEO is respon-
sible for the design effectiveness, implemen-
tation, and supervision of monitoring of the
internal control within the Group. The CFO
is responsible for the design and operating
effectiveness of the internal control environ-
ment within the Group.
The Group Management Team and local
management teams ensure that the group
has employees with the right competency in
all key financial positions and that there are
procedures in place to ensure that employees
in key financial positions have the requisite
knowledge and skills.
Risk assessment
Central and local risk assessments covering
both financial and other risks are prepared
and form the basis for how risks are man-
aged through various controls. These assess-
ments comprise the likelihood that risks
could occur and the potential impact they
may have. In addition, the velocity at which a
risk could occur is considered. The internal
control environment is designed to mitigate
risks identified to a level considered accept-
able by management.
Certain specific risks, for example risks
related to taxes and legal matters and other
financial risks, are reviewed proactively on a
periodic basis. Risks and risk management
are reported on separately in more detail in
the Annual and Sustainability report, on
pages 54–58. Tax, legal and other financial
risks are reflected based on management’s
best estimate and judgement, and in accord-
ance with the applicable accounting stand-
ards in the consolidated financial statements.
Fraud risk
Cloetta’s Group Management Team, local
management teams and the central finance
team are responsible for addressing the risk
of fraud and for carrying out a continuous
assessment of the risk for fraud with respect
to the prevailing attitudes, incentives and
opportunities to commit fraud. The Board
of Directors has issued a fraud policy and a
whistleblower policy aimed at preventing
dishonest and/or fraudulent activity and to
establish procedures for reporting fraudu-
lent activities to Cloetta’s management and
audit committee.
In addition to these policies, Cloetta has
adopted an anti-bribery and anti-corruption
policy. The purpose of the policy is to pre-
vent bribery and corruption by any employee
or third party acting on behalf of Cloetta.
The trade controls policy summarises
potentially applicable sanctions and export
control rules, and compliance procedures
to be followed by all Cloetta employees. The
purpose of this policy is to provide guide-
lines to ensure compliance with all local
trade control laws and regulations including
countries through which shipments or finan-
cial transactions flow.
Internal control over
financial reporting
Basis for risk assessment
Existence,
reported
assets and
liabilities exist
on the
reporting date.
Completeness,
all transactions
during the
reporting period
are recorded
and reported.
Rights and
obligations,
assets are the
rights of the organ-
isation and the
liabilities are its
obligations as of a
given date.
Valuation and allocation,
all items in the financial
reporting are reported
in compliance with IFRS
valuation principles and
are correctly calculated
and summarised and
appropriately recorded.
Presentation
and disclosure,
items in the
financial reports
are properly
described, sorted
and classified.
Words from
the president
Targets &
strategy
Market &
consumer Sustainability
Main
markets
Share &
shareholders
Financial
performance
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Governance
Financial
reports
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Other
<< Content &
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69Cloetta Annual and Sustainability Report 2023
Control activities
Control activities reduce the risks identified
to ensure accurate and reliable financial
reporting as well as process efficiency.
Control activities occur throughout the
organisation, at all levels and in all functions.
They are embedded in business process and
include a range of activities as diverse as
approvals, authorisations, verifications,
reconciliations, reviews of operating perfor-
mance, security of assets and segregation of
duties. The controls contain a balanced mix
of preventive and detective controls and of
automated and manual controls. In addition
to a standard set of automated controls in
Cloetta’s central systems, local management
teams are encouraged to automate controls
insofar possible and efficient, especially for
routine transactions. Nevertheless, there are
also manual control activities in place to
verify that the automated controls function as
intended and to validate non-routine transac-
tions. All identified financial reporting risks
are covered by one or more control activities.
Cloetta has a systematic and structured
process in place for dealing with reporting
whereby periodically reported financial
results from a local level is reviewed by the
Group Management Team. This reporting
process serves as the basis for Cloetta’s
internal and external reporting as well as
for legal and business reviews. The business
reviews, conducted for each business area,
are carried out periodically according to
a structure in which sales, earnings, cash
flow and other key ratios and trends of
importance to the Group are compiled and
form a basis for analysis and actions by
management. Other important and group-
wide components of internal control and
reporting routines include the annual busi-
ness planning process and the monthly and
quarterly forecasting cycles.
The company’s financial situation is dis-
cussed at each Board of Directors meeting.
The Board’s audit committee has important
monitoring and control duties regarding
loans, investments, financial management,
financial reporting and internal control.
The audit committee and Board of Directors
review and formally approve interim reports
and the Annual and Sustainability Report
prior to publication. In addition, the audit
committee receives regular reports from the
independent auditor addressing amongst
others financial reporting, IT and internal
control matters.
Information and communication
Effective communication ensures the
information flows in the organisation.
Significant policies, guidelines, instructions
and manuals that are important to internal
control are regularly updated and made
available on the intranet. There are both
formal and informal information channels
to Group management from employees. For
external communication, there is a policy in
place setting out the requirement to provide
external stakeholders with correct and
relevant information in a timely manner.
Monitoring of internal control
Cloetta continuously strengthens its internal
control environment by evaluating the design
and operating effectiveness of the environ-
ment. Annually, procedures are performed to
verify the design and operating effectiveness
in specific areas and relevant control docu-
ments are reviewed. Internal control defi-
ciencies detected through the ongoing moni-
toring activities or separate evaluations are
reported upstream and corrective actions
are taken to ensure continuous improvement
of the internal control environment. Weak-
nesses identified internally or by the auditor
are reported and discussed with the persons
involved, with members of Cloetta’s Group
Management Team and where needed with
the Audit Committee.
Evaluation of the need for a separate
internal audit function
There is currently no internal audit func-
tion at Cloetta. The Board of Directors has
reviewed this matter and determined that
the existing structures for monitoring and
evaluation provide a satisfactory basis for
control. For certain special internal audit
activities, external resources are used.
Process for financial reporting
Monthly Quarterly
Collection of information
Local units report monthly according
to an established timeframe in compli-
ance with the applicable laws, regu-
lations and accounting practices and
the Group’s accounting manual.
Audit committee
The auditor attends every quarterly
meeting. Possible actions are carried
out in respect of the audit report.
Controls
The Group’s reporting system con-
tains embedded controls. In addition,
the central finance team carries out
analytical controls as well as controls
of completeness and reasonability.
External reporting
Cloetta publicly discloses its interim
and year-end reports through press
releases and publication on the com-
pany’s website.
Processing and consolidation
Any corrections are implemented in
dialogue with the affected parties.
Reconciliation occurs.
Reporting
Reporting of operational and financial
information to the Board of Directors
and the Group Management team.
Words from
the president
Targets &
strategy
Market &
consumer Sustainability
Main
markets
Share &
shareholders
Financial
performance
Risks & Corporate
Governance
Financial
reports
Materiality &
Other
Content & >>
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70 Cloetta Annual and Sustainability Report 2023
Board of Directors
Patrick Bergander
Position: Member of the Board
Chairman of the Audit Committee
Elected: 2019
Year of birth: 1971
Nationality: Swedish
Education: B.Sc. Business and Economics,
Stockholm University.
Other assignments: CEO of Nordic Tyre Group and
Board member of SPP Pension & Försäkring AB.
Previous assignments: CFO of Rosti Group, CEO
and CFO RSA Scandinavia (Codan/Trygg-Hansa),
several positions at Electrolux, including CFO Asia
Pacific and Head of Group Business Control.
CFO, Business area Private at If Skadeförsäkring and
Consultant and Auditor at Arthur Andersen.
Independence:
In relation to major shareholders: Yes
In relation to the company and management: Yes
Shareholding: Direct: 4,180 class B shares
Related parties: –
Camilla Svenfelt
Position: Member of the Board
Member of the Audit Committee
Elected: 2016
Year of birth: 1981
Nationality: Swedish
Education: Bachelor of Science in Social Work and
courses in business administration, labour market
economics and management, Stockholm University.
Other assignments: Board member of AB Malfors
Promotor, deputy board member of the Hjalmar
Svenfelt Foundation and Accounting supervisor at
AB Malfors Promotor.
Previous assignments: –
Independence:
In relation to major shareholders: No
In relation to the company and management: Yes
Shareholding: Class A shares, Direct: 60
Related parties: 5,729,569
Class B shares, Direct: 500,485
Related parties: 85,286,068
Mikael Norman
Position: Chairman of the Board
Member of the Remuneration Committee
Elected: 2020
Year of birth: 1958
Nationality: Swedish
Education: Bachelor of Laws, Stockholm
University.
Other assignments: –
Previous assignments: Chairman of the board
of Bonava AB, CFO of Nobia AB, Group Financial
Controller and several other roles at Electrolux AB,
Tax lawyer at PricewaterhouseCoopers and Judge in
the County Administrative Court and Administrative
Court of Appeal in Stockholm.
Independence:
In relation to major shareholders: Yes
In relation to the company and management: Yes
Shareholding: Direct: 50,000 class B shares
Related parties: –
Pauline Lindwall
Position: Member of the Board
Elected: 2023
Year of birth: 1961
Nationality: Swedish
Education: M.Sc. (Econ), Växjö University.
Other assignments: Board member of Huhtamaki
Finland and European Institute of Innovation &
Technology (EIT) Food.
Previous assignments: Board member of Duni
AB, Swedish Match AB, McKesson Europe AG and
Lantmännen. Senior Advisor of Stora Enso AB.
Independence:
In relation to major shareholders: Yes
In relation to the company and management: Yes
Shareholding: Direct: 2,261 class B shares
Related parties: –
Malin Jennerholm
Position: Member of the Board
Member of the Audit Committee
Elected: 2022
Year of birth: 1970
Nationality: Swedish
Education: B.Sc. in Business Administration and
Economics from School of Business, Economics and
Law at the University of Gothenburg.
Other assignments: CEO Svenska Retursystem AB.
Previous assignments: Board member of Livs-
medelsföretagen, Board member of Sweden Food
Arena, CEO at Orkla Confectionery & Snacks
Sweden, General Manager Professional Nordics
at Jacobs Douwe Egberts and various positions at
Mondelez International and Kraft Foods.
Independence:
In relation to major shareholders: Yes
In relation to the company and management: Yes
Shareholding: Direct: 2,000 class B shares
Related parties: –
Alan McLean Raleigh
Position: Member of the Board
Member of the Remuneration Committee
Elected: 2018
Year of birth: 1959
Nationality: British
Education: B.Sc. (Hons) Production Engineering and
Production Management, University of Strathclyde.
Other assignments: Board Chairman of Robinson
plc.
Previous assignments: Trustee on the Board of
the Chartered Institute of Procurement and Supply
(CIPS), Executive Vice President, Personal Care
Supply Chain, Unilever.
Independence:
In relation to major shareholders: Yes
In relation to the company and management: Yes
Shareholding: Direct: 8,144 Class B shares
Related parties: –
Words from
the president
Targets &
strategy
Market &
consumer Sustainability
Main
markets
Share &
shareholders
Financial
performance
Risks & Corporate
Governance
Financial
reports
Materiality &
Other
<< Content &
introduction
71Cloetta Annual and Sustainability Report 2023
Mikael Svenfelt
Position: Member of the Board
Chairman of the Remuneration Committee
Elected: 2008
Year of birth: 1966
Nationality: Swedish
Education: Marketing and Business Economics,
Tibbleskolan and Law studies, Folkuniversitetet.
Other assignments: CEO and Board member of
AB Malfors Promotor.
Previous assignments: Senior positions in Nicator
Group, Dell Financial Services, GE Capital Equip-
ment Finance AB and Rollox AB, Board Chairman
of Fjärilshuset Haga Trädgård AB, Board member of
Fjärilshuset Haga Trädgård Café AB.
Independence:
In relation to major shareholders: No
In relation to the company and management: Yes
Shareholding: Class A shares, Direct: 25
Related parties: 5,729,569
Class B shares, Direct: 47,535
Related parties: 85,199,973
Lena Grönedal
Position: Employee board member, LIVS
Elected: 2008
Year of birth: 1962
Nationality: Swedish
Position at Cloetta: Factory Operative,
Cloetta Sverige AB.
Shareholding: Direct: –
Related parties: –
Shareholding stated as at 31 December 2023
Shahram Nikpour Badr
Position: Deputy employee board member, LIVS
Resigned in October 2023
Elected: 2013
Year of birth: 1963
Nationality: Swedish
Position at Cloetta: Factory Operative,
Cloetta Sverige AB.
Shareholding: Direct: –
Related parties: –
Words from
the president
Targets &
strategy
Market &
consumer Sustainability
Main
markets
Share &
shareholders
Financial
performance
Risks & Corporate
Governance
Financial
reports
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Other
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72 Cloetta Annual and Sustainability Report 2023
Group Management Team
Regina Ekström
Position: Senior Vice President Human Resources
since 2015
Employed by LEAF since 2004
Retired on 31 December 2023
Year of birth: 1963
Nationality: Swedish
Education: B.Sc. Business Administration and
Economics, Lund University.
Other assignments: –
Previous positions: SVP Human Resources and
Communications Scandinavia at Cloetta/LEAF,
2004–2014. SVP Human Resources Nordic at Findus,
2000–2004, HR Manager Sweden/Nordic at Nestlé,
1995–2000, Trainee, Product Manager, Human
Resources Manager, and Marketing Manager at Mars
Sweden and UK, 1987–1995.
Shareholding: Direct: 49,320 class B shares
Related parties: –
Michiel Havermans
Position: Senior Vice President Cloetta International
since 2018
Employed by Cloetta since 2018
Year of birth: 1973
Nationality: Dutch
Education: M.Sc. Economics, Erasmus University.
Other assignments: –
Previous positions: Regional Director sales and
marketing for Europe, Middle East, and Americas
at United Dutch Breweries (UDB), Export Director,
Country Manager UK and Managing Director Vietnam
and the Philippines at Perfetti van Melle.
Shareholding: Direct: 23,834 class B shares
Related parties: –
Henri de Sauvage-Nolting
Position: President and CEO since 2017
Employed by Cloetta since 2017
Year of birth: 1962
Nationality: Dutch
Education: M.Sc. Chemistry, Amsterdam University,
M.Sc. Chemical Engineering, Technical University
of Twente, and Post Doc in Business Administration,
University of Leuven.
Other assignments: Board member of Agra
Industrier, Norway.
Previous positions: Executive Vice President of
Arla in Sweden, Denmark and Finland. Between
1989 and 2013 held positions in sales, marketing and
manufacturing at Unilever in the Nordics, the Nether-
lands, UK and China. Last position at Unilever was as
CEO of the Nordics.
Shareholding: Direct: 133,563 class B shares
Related parties: –
Thomas Biesterfeldt
Position: Chief Marketing Officer (CM0) Marketing,
Innovation and Sustainability since 2018
Employed by Cloetta since 2018
Year of birth: 1980
Nationality: German
Education: MBA (Major Marketing), Hamburg
University of Applied Sciences.
Other assignments: –
Previous positions: Marketing Director at L’Oréal
Paris in the Nordics (based in Denmark), previously
Marketing and Group product manager at L’Oréal
Paris in Germany and Sweden.
Shareholding: Direct: 22,956 class B shares
Related parties: –
Frans Rydén
Position: Chief Financial Officer (CFO) since 2018
Employed by Cloetta since 2018
Year of birth: 1972
Nationality: Swedish
Education: B.Sc. Business Administration and
Degree of Master of Laws, LL.M, Stockholm University.
Other assignments: –
Previous positions: Various finance positions in
Mondelez such as chief financial officer for India and
for Indonesia, Finance Director ZBB Asia-Pacific,
Regional Manager Financial Planning and Analysis,
and Area Manager Internal Controls. Vice President
Finance at Arla Foods.
Shareholding: Direct: 101,685 class B shares
Related parties: –
Ewald Frenay
Position: President Middle until 30 September 2023
and CHRO from 1 October 2023
Employed by LEAF since 2000
Year of birth: 1963
Nationality: Dutch
Education: M.Sc. Economics, Erasmus University.
Other assignments: –
Previous positions: Area President Cloetta Middle
2012-2023, Interim President Cloetta Italy and
Export Markets 2016–2017. Various positions at
LEAF 2000–2012 including President Middle at
LEAF and Chief Marketing Officer. Member of LEAF
Executive Committee 2008–2012. Vice President
Segment Sugar confectionery at CSM 2005–2007,
Marketing Director at CSM 2004-2005, and Market-
ing Director of RBV LEAF the Netherlands 2000–
2004. Several marketing and sales positions at Mars
Inc. 1989–1999.
Shareholding: Direct: 44,375 class B shares
Related parties: –
Words from
the president
Targets &
strategy
Market &
consumer Sustainability
Main
markets
Share &
shareholders
Financial
performance
Risks & Corporate
Governance
Financial
reports
Materiality &
Other
<< Content &
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73Cloetta Annual and Sustainability Report 2023
Katarina Tell
Position: President Cloetta Sweden, since 2018
Employed by Cloetta since 2018
Year of birth: 1970
Nationality: Swedish
Education: M.Sc. Food & Nutrition, Umeå University
and studies in business administration, Lund
University.
Other assignments: Board member of Svensk Plast-
industri i Motala and DLF, Dagligvaruleverantörernas
Förbund.
Previous positions: General Manager Findus,
Sweden. Managing Director Heinz Northern and
Eastern Europe, Retail Sales Manager Heinz Sweden,
and Business development Findus.
Shareholding: Direct: 62,787 class B shares
Related parties: –
Niklas Truedsson
Position: President Cloetta Denmark, Norway and
Chief Pick & mix Officer since 2021
Employed by Cloetta since 2019
Year of birth: 1972
Nationality: Swedish
Education: M.Sc. Business Administration and
Economics, Lund University.
Other assignments: –
Previous positions: Various managerial roles at
Unilever in the Nordics and Asia including Country
Manager Sweden, CEO at Risenta, part of the
Paulig Group.
Shareholding: Direct: 30,593 class B shares
Related parties: –
Marcel Mensink
Position: President Operations (COO) since 2017
Employed by Cloetta since 2017
Year of birth: 1971
Nationality: Dutch
Education: MBA University of Canterbury and B.Sc.
Food Technology, van Hall Institute.
Other assignments: –
Previous positions: Supply Director, Mars Supply
Petcare Europe. Several leading positions at Mars
in various business units, including Petcare, Food
and Chocolate, Supply Director Mars Care & Treats
Europe, Plant director Mars Food UK, several
different operational roles at Mars Chocolate.
Shareholding: Direct: 54,321 class B shares
Related parties: –
Ville Perho
Position: President Finland since 2015
Employed by LEAF since 2004
Year of birth: 1979
Nationality: Finnish
Education: M.Sc. Turku School of Economics.
Other assignments: Co-owner and Board member
of Varastoaura Oy, Chairman of Finnish Chocolate,
Sugar Confectionery and Biscuit Industries’
Association.
Previous positions: Sales Director Cloetta Finland
2010–2015, Category Development Manager LEAF
2004–2010, Global Account Manager Lidl at LEAF
2007–2009.
Shareholding: Direct: 43,193 class B shares
Related parties: –
André Ruikes
Position: President Middle from 1 October 2023
Employed by LEAF since 2010
Year of birth: 1985
Nationality: Dutch
Education: Bachelor Business Administration and
Master Marketing Management, Erasmus University
Rotterdam, the Netherlands.
Other assignments: –
Previous positions: Different positions in Cloetta
such as Customer Director 2019–2023, Customer
Marketing Director 2015–2019, Sr. Account Manager
2012-2015 and Brand Manager 2010–2012.
Shareholding: Direct: 1,018 class B shares
Related parties: –
Shareholding stated as at 31 December 2023
Words from
the president
Targets &
strategy
Market &
consumer Sustainability
Main
markets
Share &
shareholders
Financial
performance
Risks & Corporate
Governance
Financial
reports
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Other
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introduction
Läkerol –
Makes People Talk
74 Cloetta Annual and Sustainability Report 2023
Words from
the president
Targets &
strategy
Market &
consumer Sustainability
Main
markets
Share &
shareholders
Financial
performance
Risks & Corporate
Governance
Financial
reports
Materiality &
Other
<< Content &
introduction
Contents
Consolidated financial statements Page
Consolidated profit and loss account
76
Consolidated statement of comprehensive income
77
Consolidated balance sheet
78
Consolidated statement of changes in equity
79
Consolidated cash flow statement
80
Parent Company financial statements Page
Parent Company profit and loss account
114
Parent Company balance sheet
115
Parent Company statement of changes in equity
116
Parent Company cash flow statement
117
Notes to the consolidated financial statements Page
Note 1
General information and accounting and
valuation policies of the Group
81
Note 2
Business segments
89
Note 3
Breakdown of income
89
Note 4
Amortisation of intangible assets, depreciation of
property, plant and equipment and impairment of
non-current assets
90
Note 5
Expenses by type
90
Note 6
Personnel expenses and number of employees
90
Note 7
Remuneration of the Board
91
Note 8
Items affecting comparability
91
Note 9
Net financial items
92
Note 10
Income taxes
92
Note 11
Audit fees
92
Note 12
Intangible assets
93
Note 13
Property, plant and equipment
95
Note 14
Tax assets and liabilities
96
Note 15
Non-current financial assets
97
Note 16
Inventories
97
Note 17
Trade and other receivables
98
Note 18
Cash and cash equivalents
99
Note 19
Equity
100
Note 20
Earnings per share
101
Note 21
Borrowings
101
Note 22
Derivative financial instruments
104
Note 23
Pensions and other long-term employee benefits
105
Note 24
Provisions
108
Note 25
Trade and other payables
108
Note 26
Financial risks and financial risk management
109
Note 27
Financial instruments – measurement
categories and fair values
111
Note 28
Related-party transactions
112
Note 29
Leases
112
Note 30
Critical accounting estimates and judgements
112
Note 31
Changes in accounting policies
113
Note 32
Events after the balance sheet date
113
Notes to the Parent Company financial statements Page
Note P1
Accounting and valuation policies
of the Parent Company
118
Note P2
Breakdown of income
118
Note P3
Personnel expenses and number of employees
119
Note P4
Audit fees
119
Note P5
Net financial items
119
Note P6
Income taxes
119
Note P7
Deferred and current income tax
119
Note P8
Shareholdings in group companies
120
Note P9
Cash and cash equivalents
121
Note P10
Equity
121
Note P11
Borrowings
121
Note P12
Derivative financial instruments
122
Note P13
Accrued expenses and deferred income
122
Note P14
Pledged assets and contingent liabilities
122
Note P15
Related-party transactions
122
Proposed appropriation of earnings
123
Auditor’s report
124
Ten-year overview
128
Key ratios
130
Reconciliation alternative performance measures
132
Glossary
147
Definitions
148
Financial reports
Words from
the president
Targets &
strategy
Market &
consumer Sustainability
Main
markets
Share &
shareholders
Financial
performance
Risks & Corporate
Governance
Financial
reports
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Other
75Cloetta Annual and Sustainability Report 2023
Content & >>
introduction
| Consolidated profit and loss account | |||
SEKm | Note | 2023 | 2022 |
Net sales | 2,3 | ||
Cost of goods sold | 4, 5, 6, 8 | - | - |
Gross profit | |||
Selling expenses | 4, 5, 6, 8 | - | - |
General and administrative expenses | 4, 5, 6, 8, 11 | - | - |
Operating profit | |||
Exchange differences on cash and cash equivalents in foreign currencies | 9 | - | - |
Other financial income | 9 | ||
Other financial expenses | 9 | - | - |
Net financial items | - | - | |
Profit before tax | |||
Income tax | 10 | - | - |
Profit for the year | |||
| Profit for the year attributable to: | |||
Owners of the Parent Company | |||
| Earnings per share, SEK | |||
| Basic | 20 | ||
| Diluted | 20 | ||
| Number of shares outstanding at end of period | 20 | ||
| Average number of shares (basic) | 20 | ||
| Average number of shares (diluted) | 20 | ||
1
1
1
1
1
1) During 31 October till 23 November 2022 and on 30 October 2023 Cloetta purchased 1,622,932 and 63,704 treasury shares respectively to fulfill its
future obligation to deliver shares to the participants of the long-term share-based incentive plan, if vesting conditions are met.
Consolidated financial
statements
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| Consolidated statement of comprehensive income | ||
SEKm | 2023 | 2022 |
Profit for the year | ||
| Other comprehensive income | ||
Remeasurements of defined benefit pension plans | - | |
Income tax on remeasurement of defined benefit pension plans | - | |
Items that will never be reclassified to profit or loss for the period | - | |
Currency translation differences | - | |
Hedge of a net investment in a foreign operation | - | |
Income tax on hedge of a net investment in a foreign operation | - | |
Items that may be reclassified to profit or loss for the period | - | |
Total other comprehensive income | - | |
Total comprehensive income, net of tax | ||
| Total comprehensive income for the period attributable to: | ||
Owners of the Parent Company | ||
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| Consolidated balance sheet | |||
SEKm | Note | 31 Dec 2023 | 31 Dec 2022 |
| ASSETS | |||
| Non-current assets | |||
Intangible assets | 12 | ||
Property, plant and equipment | 13 | ||
Deferred tax asset | 14 | ||
Derivative financial instruments | 22 | ||
Other financial assets | 15 | ||
Total non-current assets | |||
| Current assets | |||
Inventories | 16 | ||
Trade and other receivables | 17 | ||
Current income tax assets | 14 | ||
Derivative financial instruments | 22 | ||
Cash and cash equivalents | 18 | ||
Total current assets | |||
Total assets | |||
| EQUITY AND LIABILITIES | |||
| Equity | |||
Share capital | 19 | ||
Other paid-in capital | 19 | ||
Treasury shares | 19 | - | - |
Foreign currency translation reserve | 19 | ||
Retained earnings including profit for the year | 19 | - | - |
Equity attributable to owners of the Parent Company | |||
| Non-current liabilities | |||
Long-term borrowings | 21 | ||
Deferred tax liability | 14 | ||
Derivative financial instruments | 22 | ||
Provisions for pensions and other long-term employee benefits | 23 | ||
Provisions | 24 | ||
Total non-current liabilities | |||
| Current liabilities | |||
Short-term borrowings | 21 | ||
Derivative financial instruments | 22 | ||
Trade and other payables | 25 | ||
Provisions | 24 | ||
Current income tax liabilities | 14 | ||
Total current liabilities | |||
Total equity and liabilities | |||
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| Consolidated statement of changes in equity | ||||||
| Share | Other | Treasury | Foreign currency | Retained | Total | |
| SEKm | capital | paid-in capital | shares | translation reserve | earnings | equity |
Balance at 1 January 2022 | - | - | ||||
| Comprehensive income | ||||||
Profit for the year | ||||||
Other comprehensive income | ||||||
Total comprehensive income for 2022 | ||||||
| Transactions with owners | ||||||
Purchase of treasury shares | - | - | ||||
Share-based payments | ||||||
| Dividend | - | - | ||||
Total transactions with owners | - | - | - | |||
Balance at 31 December 2022 | - | - | ||||
| Comprehensive income | ||||||
Profit for the year | ||||||
Other comprehensive income | - | - | - | |||
Total comprehensive income for 2023 | - | |||||
| Transactions with owners | ||||||
Purchase of treasury shares | - | - | ||||
Share-based payments | ||||||
| Dividend | - | - | ||||
Total transactions with owners | - | - | - | |||
Balance at 31 December 2023 | - | - |
1
1
1) The dividend paid in 2023 and 2022 comprised an ordinary dividend of SEK 1 .0 0
Total equity is attributable to the owners of the Parent Company.
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| Consolidated cash flow statement | |||
SEKm | Note | 2023 | 2022 |
Operating profit | |||
| Adjustments for non-cash items | |||
Amortisation and depreciation of assets | 4 | ||
Impairment of assets | 4 | - | |
Provisions for pensions | - | - | |
Other provisions | 24 | ||
Interest received | |||
Interest paid | - | - | |
Proceeds on derivative financial instruments | |||
Income tax paid | - | - | |
Cash flow from operating activities before changes in working capital | |||
| Changes in working capital | |||
Change in inventories | - | - | |
Change in trade and other receivables | - | - | |
Change in trade and other payables | |||
Cash flow from changes in working capital | - | - | |
Cash flow from operating activities | |||
| Investing activities | |||
Investments in property, plant and equipment | 13 | - | - |
Investments in intangible assets | 12 | - | - |
Disposals of property, plant and equipment | 13 | ||
Cash flow from investing activities | - | - | |
Cash flow from operating and investing activities | |||
| Financing activities | |||
Proceeds from commercial papers | 21 | ||
Repayment of commercial papers | 21 | - | - |
Transaction costs paid | 21 | - | - |
Payment of lease liabilities | 21 | - | - |
Dividends paid | 19 | - | - |
Purchase of treasury shares | 19 | - | - |
Cash flow from financing activities | - | - | |
Cash flow for the year | - | ||
| Cash and cash equivalents at beginning of year | 18 | ||
Cash flow for the year | - | ||
Exchange difference | - | - | |
| Cash and cash equivalents at end of year | 18 | ||
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Notes to the consolidated financial statements
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Basis of accounting
The Group has consistently applied the following accounting policies to all
periods presented in these consolidated financial statements. Set out
below is an index of the significant accounting policies, the details of which
are available on the pages that follow:
I Net sales
II Cost of goods sold
III Selling expenses
IV General and administrative expenses
V Employee remuneration
VI Net financial items
VII Income tax
VIII Dividend distribution
IX Items affecting comparability
X Intangible assets
XI Property, plant and equipment
XII Deferred tax
XIII Financial assets and liabilities
XIV Impairment of non-current non-financial assets
XV Inventories
XVI Current income tax
XVII Equity
XVIII Provisions
XIX Employee benefits
XX Leases
The balance sheet, profit and loss account and cash flow statement
include references to the notes.
Principles for recognition of revenue and expenses
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Note
2
Business segments
See Note 1, section "Segment reporting" on pages 81–82 for further
explanation regarding identification of segments.
The Cloetta Group comprises two segments: “Branded packaged prod-
ucts” and “Pick & mix”. The Pick & mix net sales and adjusted operating
profit relate to Cloetta’s complete offering in pick & mix including
products, displays and accompanying store and logistic services. All
other activities within the Cloetta Group are reflected in the Branded
packaged products segment.
| Branded | |||
| 2023 | packaged | Pick | |
| SEKm | products | & mix | Total |
Net sales | 6,153 | 2,148 | 8,301 |
Operating profit, adjusted | 786 | 13 | 799 |
Items affecting comparability | -64 | ||
Operating profit | 735 | ||
Net financial items | -165 | ||
Profit before tax | 570 | ||
Income tax | -133 | ||
Profit for the period | 437 |
| Branded | |||
| 2022 | packaged | Pick | |
| SEKm | products | & mix | Total |
Net sales | 5,169 | 1,700 | 6,869 |
Operating profit, adjusted | 669 | 22 | 691 |
Items affecting comparability | -225 | ||
Operating profit | 466 | ||
Net financial items | -123 | ||
Profit before tax | 343 | ||
Income tax | -68 | ||
Profit for the period | 275 |
| Net sales | ||
SEKm | 2023 | 2022 |
Branded packaged products | 6,153 | 5,169 |
Pick & mix | 2,148 | 1,700 |
Total | 8,301 | 6,869 |
| The breakdown of net sales by category is as follows: | |||
| Branded | |||
| 2023 | packaged | Pick | |
| SEKm | products | & mix | Total |
Candy | 3,532 | 1,627 | 5,159 |
Chocolate | 1,112 | 481 | 1,593 |
Pastilles | 807 | - | 807 |
Chewing gum | 411 | - | 411 |
Nuts | 120 | 40 | 160 |
Other | 171 | - | 171 |
Total | 6,153 | 2,148 | 8,301 |
| Branded | |||
| 2022 | packaged | Pick | |
| SEKm | products | & mix | Total |
Candy | 2,918 | 1,312 | 4,230 |
Chocolate | 969 | 342 | 1,311 |
Pastilles | 694 | - | 694 |
Chewing gum | 354 | - | 354 |
Nuts | 118 | 46 | 164 |
Other | 116 | - | 116 |
Total | 5,169 | 1,700 | 6,869 |
| The breakdown of net sales by country is as follows: | ||
% | 2023 | 2022 |
Sweden | 30 | 30 |
Finland | 21 | 21 |
The Netherlands | 15 | 14 |
| Denmark | 10 | 9 |
| The UK | 5 | 6 |
| Norway | 6 | 7 |
| Germany | 6 | 6 |
| International Markets | 7 | 7 |
Total | 100 | 100 |
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Note
4
Amortisation of intangible assets,
depreciation of property, plant and
equipment and impairments of
non-current assets
See Notes 1 (II), (III), (IV), (X), (XI) and (XIV) for the accounting policy.
SEKm | 2023 | 2022 |
Software | 2 | 3 |
Other intangibles | 11 | 11 |
Land and buildings | 26 | 24 |
Machinery and equipment | 160 | 148 |
Right-of-use assets | 96 | 76 |
Total amortisation and depreciation | 295 | 262 |
Amortisation and depreciation have been allocated by function as follows: | ||
Cost of goods sold | 204 | 173 |
Selling expenses | 11 | 11 |
General and administrative expenses | 80 | 78 |
Total amortisation and depreciation | 295 | 262 |
| (Reversal of) Impairment | ||
Property, plant and equipment | -17 | 136 |
Total (reversal of) impairment | -17 | 136 |
| Depreciation charge right-of-use | ||
| assets by asset category: | ||
Land and buildings | 37 | 34 |
Transport | 35 | 29 |
Other equipment | 24 | 13 |
Total depreciation charge right-of-use asset | 96 | 76 |
SEKm | 2023 | 2022 |
| Raw materials and consumables used | 3,561 | 2,973 |
| including change in inventory of finished goods | ||
| and work in progress | ||
Personnel expenses (See Note 6) | 1,710 | 1,589 |
| Depreciation, amortisation and impairment | 278 | 398 |
| charges (See Note 4) | ||
Transportation expenses | 244 | 258 |
Lease expenses | 34 | 27 |
Advertising, promotion, selling and marketing expenses | 423 | 416 |
Energy expenses | 480 | 175 |
Maintenance expenses | 156 | 132 |
Other operating expenses | 680 | 435 |
Total operating expenses | 7,566 | 6,403 |
| Personnel expenses are specified as follows: | ||
SEKm | 2023 | 2022 |
| Salaries and remuneration | ||
| Group Management Team | ||
– Sweden | 42 | 35 |
– Other Of which, short-term variable compensation | 30 | 23 |
– Sweden | 15 | 12 |
– Other Pension costs Group Management Team | 9 | 7 |
– Defined contribution plans | 8 | 8 |
| Total salaries, remuneration and pension | 80 | 66 |
| costs Group Management Team | ||
| Salaries and remuneration, other employees | ||
– Sweden | 200 | 216 |
– Other Pension costs, other employees | 896 | 777 |
– Defined contribution plans | 87 | 87 |
– Defined benefit plans | 6 | 6 |
| Total salaries, remuneration and pension | 1,189 | 1,086 |
| costs, other employees | ||
| Personnel expenses, all employees | ||
Total salaries, remuneration and pension costs | 1,269 | 1,152 |
Social security expenses | 281 | 253 |
Other personnel costs | 160 | 184 |
Total personnel expenses | 1,710 | 1,589 |
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Note
7
Remuneration of the Board
| Costs incurred 2023 | Board | Committee | |
| SEK 000s | fees | fees | Total |
| Board Chairman | |||
Mikael Norman | 743 | 100 | 843 |
| Board members | |||
| Mikael Aru | 108 | 33 | 141 |
Patrick Bergander | 325 | 150 | 475 |
Malin Jennerholm | 325 | 67 | 392 |
| Lottie Knutson | 108 | - | 108 |
| Pauline Lindwall | 217 | - | 217 |
Alan McLean Raleigh | 325 | 100 | 425 |
Camilla Svenfelt | 325 | 100 | 425 |
Mikael Svenfelt | 325 | 150 | 475 |
Total | 2,801 | 700 | 3,501 |
| Costs incurred 2022 | Board | Committee | |
| SEK 000s | fees | fees | Total |
| Board Chairman | |||
Mikael Norman | 715 | 100 | 815 |
| Board members | |||
Mikael Aru | 322 | 100 | 422 |
Patrick Bergander | 322 | 150 | 472 |
| Malin Jennerholm | 217 | - | 217 |
Lottie Knutson | 322 | - | 322 |
Alan McLean Raleigh | 322 | 100 | 422 |
Camilla Svenfelt | 322 | 100 | 422 |
Mikael Svenfelt | 322 | 150 | 472 |
Total | 2,864 | 700 | 3,564 |
2
2
1
3
1) Elected as per 4 April 2023
2) Resigned on 4 April 2023
3) Elected as per 6 April 2022
Note
8
Items affecting comparability
See Note 1 (IX) for the accounting policy.
SEKm | 2023 | 2022 |
Acquisitions, integration and restructurings | -64 | -249 |
of which: (reversal) of impairment losses prop- erty, plant and equipment | 23 | -134 |
Other items affecting comparability | - | 24 |
Total | -64 | -225 |
| Corresponding line in the consolidated | ||
| profit and loss account: | ||
Cost of goods sold | -48 | -210 |
Selling expenses | 1 | -4 |
General and administrative expenses | -17 | -11 |
Total | -64 | -225 |
The items affecting comparability are mainly related to the greenfield
facility, consisting of recognised reversals of impairment losses of prop-
erty, plant and equipment of SEK 23m and other items affecting compara-
bility of SEK -87m. See pages 132–133 for alternative performance
measures.
| The average number of employees is as follows: | ||
# | 2023 | 2022 |
– Group Management Team | 10 | 10 |
– Other employees | 2,572 | 2,588 |
| Of whom, women | ||
– Group Management Team | 2 | 2 |
– Other employees | 1,378 | 1,362 |
| The average number of employees by country is as follows: | ||
# | 2023 | 2022 |
Sweden | 647 | 648 |
Slovakia | 739 | 756 |
The Netherlands | 512 | 518 |
Finland | 223 | 221 |
The UK | 122 | 120 |
Belgium | 116 | 117 |
Denmark | 112 | 104 |
Ireland | 65 | 62 |
Norway | 29 | 31 |
Germany | 9 | 11 |
Italy | 3 | 3 |
Other | 5 | 7 |
Total | 2,582 | 2,598 |
| Of whom, women: | ||
Sweden | 330 | 326 |
Slovakia | 452 | 461 |
The Netherlands | 180 | 171 |
Finland | 186 | 184 |
The UK | 93 | 88 |
Belgium | 24 | 22 |
Denmark | 68 | 62 |
Ireland | 24 | 23 |
Norway | 15 | 16 |
Germany | 6 | 7 |
Italy | 1 | 1 |
Other | 1 | 3 |
Total | 1,380 | 1,364 |
| The specification of the gender distribution is as follows: | ||
% | 2023 | 2022 |
| Percentage of women | ||
Board of Directors | 43 | 38 |
Group Management Team | 20 | 20 |
Other employees | 54 | 53 |
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SEKm | 2023 | 2022 |
| Exchange differences in cash and cash | -43 | -143 |
| equivalents in foreign currencies | ||
Other financial income, third parties | 91 | 21 |
Other financial income at amortised cost | 91 | 21 |
| Unrealised gains on single | - | 57 |
| currency interest rate swaps | ||
| Realised gains on single | 37 | 5 |
| currency interest rate swaps | ||
Other financial income at fair value | 37 | 62 |
Total other financial income | 128 | 83 |
Interest expenses, third-party borrowings | -178 | -48 |
Interest expenses, third-party pensions | -9 | -4 |
Amortisation of capitalised transaction costs | -5 | -3 |
Other financial expenses, third parties | -13 | -8 |
Other financial expenses at amortised cost | -205 | -63 |
| Unrealised losses on single currency | -45 | - |
| interest rate swaps | ||
Other financial expenses at fair value | -45 | - |
Total other financial expenses | -250 | -63 |
Net financial items | -165 | -123 |
Note
10
Income taxes
See Notes 1 (VII) and (XII) for the accounting policy.
SEKm | 2023 | 2022 |
Current income tax | -84 | -130 |
Deferred income tax | -49 | 62 |
Total | -133 | -68 |
| The year’s income tax expense corresponds | ||
to an effective tax rate of, % | 23.3 | 19.8 |
| The difference between the effective tax rate and the applicable tax | ||
| rate in Sweden is attributable to the following items: | ||
SEKm | 2023 | 2022 |
Profit before tax | 570 | 343 |
Tax calculated at applicable tax rate for the Parent Company | -117 | -71 |
International rate differences | 0 | 15 |
Expenses not deductible for tax purposes | -2 | -6 |
Adjustments recognised in the period for tax of prior periods | 8 | 7 |
| Tax losses for which no deferred income tax | -18 | -6 |
| asset was recognised in previous years | ||
Other | -4 | -7 |
Income tax | -133 | -68 |
Reported effective tax rate, % | 23.3 | 19.8 |
Tax rate of Parent Company, % | 20.6 | 20.6 |
The applicable tax rate for the Parent Company is the enacted Swedish
corporate income tax rate.
The reported effective tax rate is based on the relative proportion of the
group companies’ contributions to profit before tax and the applicable tax
rates and regulations in the countries concerned.
The OECD Pillar Two legislation was enacted in Sweden and has come
into effect on 1 January 2024. Pillar Two introduces a minimum effective
tax rate via a system where multinational groups with consolidated reve-
nue over EUR 750m in at least two out of the last four years are subject to a
minimum effective tax rate of 15%. Cloetta's net sales for 2023 exceeded
this threshold for the first time. As a result, the Pillar Two legislation is not
yet applicable for Cloetta. Cloetta is in the process of assessing its expo-
sure to the Pillar Two legislation in case the revenue requirements are met
for two years out of the last four years.
SEKm | 2023 | 2022 |
Fee for auditing services | 6 | 6 |
| Fee for other services | ||
– Tax advice | - | - |
– Audit-related advice | - | - |
– Other | 0 | 0 |
Total other services | 0 | 0 |
Total audit fees | 6 | 6 |
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| See Notes 1 (X) and (XIV) for the accounting policy. | ||||
| Other | ||||
SEKm | Trademarks | Goodwill | intangibles | Total |
| 1 January 2022 | ||||
Acquisition or production costs | 3,168 | 2,624 | 272 | 6,064 |
Accumulated amortisation and impairments | -58 | -233 | -191 | -482 |
Book value at 1 January 2022 | 3,110 | 2,391 | 81 | 5,582 |
| Movements in 2022 | ||||
Additions | - | - | 2 | 2 |
Amortisation | - | - | -14 | -14 |
Exchange differences | 133 | 179 | 1 | 313 |
Total | 133 | 179 | -11 | 301 |
| 31 December 2022 | ||||
Acquisition or production costs | 3,301 | 2,823 | 275 | 6,399 |
Accumulated amortisation and impairments | -58 | -253 | -205 | -516 |
Book value at 31 December 2022 | 3,243 | 2,570 | 70 | 5,883 |
| Movements in 2023 | ||||
Additions | - | - | 2 | 2 |
Amortisation | - | - | -13 | -13 |
Exchange differences | -5 | -5 | 0 | -10 |
Total | -5 | -5 | -11 | -21 |
| 31 December 2023 | ||||
Acquisition or production costs | 3,296 | 2,817 | 246 | 6,359 |
Accumulated amortisation and impairments | -58 | -252 | -187 | -497 |
Book value at 31 December 2023 | 3,238 | 2,565 | 59 | 5,862 |
Estimated useful life | Indefinite | Indefinite | 3 years – | |
| indefinite | ||||
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| For impairment testing, the following assumptions have been used | ||||
| Terminal | Pre-tax discount rate | |||
| growth rate | including inflation | |||
% | 2023 | 2022 | 2023 | 2022 |
Sweden | 2.1 | 2.2 | 10.8 | 11.0 |
| Denmark & | 2.1 | 2.2 | 10.7 | 10.8 |
| Norway | ||||
Finland | 2.1 | 2.2 | 10.9 | 10.9 |
The Netherlands | 2.1 | 2.2 | 11.0 | 11.5 |
| The Netherlands & | 2.1 | 2.2 | 11.4 | 11.7 |
| Germany | ||||
| International | 2.1 | 2.2 | 12.7 | 12.7 |
| Markets & the UK | ||||
Group | 2.1 | 2.2 | 11.0 | 11.0 |
| The following summary specifies the allocation of goodwill to the different groups of cash-generating units | ||||||
| Norway & | International | The Netherlands | ||||
SEKm | Sweden | Denmark | Finland | Markets & the UK | & Germany | Total |
1 January 2022 | 509 | 487 | 1,054 | 49 | 292 | 2,391 |
Exchange rate differences | 31 | 29 | 89 | 4 | 26 | 179 |
31 December 2022 | 540 | 516 | 1,143 | 53 | 318 | 2,570 |
Exchange rate differences | -1 | -1 | -2 | 0 | -1 | -5 |
31 December 2023 | 539 | 515 | 1,141 | 53 | 317 | 2,565 |
| The following summary specifies the allocation of trademarks to the different cash-generating units | |||||
SEKm | Sweden | Finland | The Netherlands | Other (corporate assets) | Total |
1 January 2022 | 1,545 | 531 | 975 | 59 | 3,110 |
Exchange rate differences | - | 45 | 86 | 2 | 133 |
31 December 2022 | 1,545 | 576 | 1,061 | 61 | 3,243 |
Exchange rate differences | - | -1 | 2 | -6 | -5 |
31 December 2023 | 1,545 | 575 | 1,063 | 55 | 3,238 |
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| Land and | Machinery and | Assets under | Right-of-use | ||
| SEKm | buildings | equipment | construction | assets | Total |
| 1 January 2022 | |||||
Acquisition or production costs | 897 | 3,942 | 104 | 286 | 5,229 |
Accumulated depreciation and impairments | -413 | -3,095 | - | -145 | -3,653 |
Book value at 1 January 2022 | 484 | 847 | 104 | 141 | 1,576 |
| Movements in 2022 | |||||
Additions | - | - | 212 | 82 | 294 |
Disposals | - | -1 | - | -1 | -2 |
Early terminations right-of-use assets | - | - | - | -1 | -1 |
Transfers | 17 | 134 | -151 | - | - |
Depreciation | -24 | -148 | - | -76 | -248 |
Impairments | -26 | -102 | -8 | - | -136 |
Exchange differences | 32 | 47 | 9 | 10 | 98 |
Total | -1 | -70 | 62 | 14 | 5 |
| 31 December 2022 | |||||
Acquisition or production costs | 978 | 4,281 | 174 | 354 | 5,787 |
Accumulated depreciation and impairments | -495 | -3,504 | -8 | -199 | -4,206 |
Book value at 31 December 2022 | 483 | 777 | 166 | 155 | 1,581 |
| Movements in 2023 | |||||
Additions | - | - | 280 | 97 | 377 |
Disposals | - | - | - | -1 | -1 |
Early terminations right-of-use assets | - | - | - | -1 | -1 |
Transfers | 29 | 172 | -201 | - | - |
Depreciation | -26 | -160 | - | -96 | -282 |
(Reversals of) impairments | 9 | 2 | 6 | - | 17 |
Exchange differences | -1 | 1 | -6 | 1 | -5 |
Total | 11 | 15 | 79 | 0 | 105 |
| 31 December 2023 | |||||
Acquisition or production costs | 1,004 | 4,324 | 248 | 340 | 5,916 |
Accumulated depreciation and impairments | -510 | -3,532 | -3 | -185 | -4,230 |
Book value at 31 December 2023 | 494 | 792 | 245 | 155 | 1,686 |
Estimated useful life | Buildings: 20–50 years | 3–55 years | N/A | 1–35 year | |
| Land: Indefinite |
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Note
14
Tax assets and liabilities
See Notes 1 (VII) and (XII) for the accounting policy.
| Movements of deferred tax assets and liabilities per category are specified as follows: | ||||||
| Tax losses | Property plant | Intangible | Provisions | Other assets | ||
| SEKm | carried forward | and equipment | assets | (incl. pensions) | and liabilities | Total |
| 1 January 2022 | 53 | -137 | -693 | 55 | -99 | -821 |
| Profit and loss account (charge)/ | 58 | 7 | -3 | -5 | -15 | 42 |
| credit for the year | ||||||
| Adjustments recognised in the period | 0 | 2 | 10 | 27 | 3 | 42 |
| for tax of prior periods | ||||||
Effect of rate changes | 1 | 0 | 0 | 0 | 0 | 1 |
Other (including exchange differences) | -20 | -9 | -33 | -31 | -12 | -105 |
31 December 2022 | 92 | -137 | -719 | 46 | -123 | -841 |
| Profit and loss account (charge)/ | -18 | 16 | -26 | -15 | 12 | -31 |
| credit for the year | ||||||
| Adjustments recognised in the period | 20 | 7 | -5 | -26 | -14 | -18 |
| for tax of prior periods | ||||||
Other (including exchange differences) | 2 | -1 | 2 | 9 | 1 | 13 |
31 December 2023 | 96 | -115 | -748 | 14 | -124 | -877 |
Right-of-use assets are broken down as follows:
| 31 Dec | 31 Dec | |
| SEKm | 2023 | 2022 |
Land and buildings | 85 | 104 |
Transport | 50 | 40 |
Other equipment | 20 | 11 |
Total | 155 | 155 |
The estimated useful lives of machinery
and equipment can be further specified as follows:
| Estimated useful life | |
Production lines | 5–35 years |
Packaging lines | 5–25 years |
Production equipment | 5–55 years |
IT hardware | 3–5 years |
Fixtures | 5 years |
Furniture | 5–10 years |
Production vehicles | 7–15 years |
Vehicles | 5 years |
Other | 5–10 years |
The breakdown of property, plant and equipment
and intangible assets by country is as follows:
| 31 Dec | 31 Dec | |
| SEKm | 2023 | 2022 |
Sweden | 2,485 | 2,482 |
Finland | 1,757 | 1,766 |
The Netherlands | 1,615 | 1,574 |
Slovakia | 720 | 650 |
Other countries | 971 | 992 |
Total | 7,548 | 7,464 |
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| Deferred tax assets and liabilities are broken down as follows: | ||
| 31 Dec | 31 Dec | |
| SEKm | 2023 | 2022 |
Deferred tax assets | 23 | 43 |
Deferred tax liabilities | -900 | -884 |
Total | -877 | -841 |
| Deferred tax assets are expected to be realised as follows: | ||
| 31 Dec | 31 Dec | |
| SEKm | 2023 | 2022 |
| Deferred tax asset to be realised | 22 | 37 |
| after more than 12 months | ||
| Deferred tax asset to be realised | 1 | 6 |
| within 12 months | ||
Total | 23 | 43 |
| The composition of deferred tax assets for deductible temporary | ||||
| differences and tax losses carried forward is as follows: | ||||
31 Dec 2023 | 31 Dec 2022 | |||
| Recog- | Not rec- | Recog- | Not rec- | |
| SEKm | nised | ognised | nised | ognised |
| Deductible | 76 | - | 83 | - |
| temporary | ||||
| differences | ||||
Tax losses carried | 96 | 72 | 92 | 33 |
| forward | ||||
Total | 172 | 72 | 175 | 33 |
In the countries where Cloetta has tax losses carried forward, these do
not expire.
| 31 Dec | 31 Dec | |
| SEKm | 2023 | 2022 |
| Deferred tax liability to be recovered | 829 | 867 |
| after more than 12 months | ||
| Deferred tax liability to be recovered | 71 | 17 |
| within 12 months | ||
Total | 900 | 884 |
| Current income tax | ||
| 31 Dec | 31 Dec | |
| SEKm | 2023 | 2022 |
Current income tax assets | 47 | 44 |
Current income tax liabilities | -51 | -77 |
Total | -4 | -33 |
Note
16
Inventories
See Note 1 (XV) for the accounting policy.
| Inventories for own use and resale comprise: | ||
| 31 Dec | 31 Dec | |
| SEKm | 2023 | 2022 |
Raw materials and consumables | 378 | 386 |
Work in progress | 90 | 63 |
Finished goods and goods for resale | 824 | 641 |
Total | 1,292 | 1,090 |
| Movements in the provision for obsolete inventory are as follows: | ||
SEKm | 2023 | 2022 |
At 1 January | 12 | 17 |
Provision for impairment of inventories | 20 | 10 |
| Inventories written off during the year | -4 | -7 |
| as obsolete | ||
Unused amounts reversed | -14 | -9 |
Exchange differences | 0 | 1 |
At 31 December | 14 | 12 |
Recognition of provisions for impairment of inventories and unused
amounts reversed are included in "Raw materials and consumables used
including change in inventory of finished goods and work in progress" in
the expenses by type in Note 5.
Note
15
Non-current financial assets
See Note 1 (XIII) for the accounting policy.
| 31 Dec | 31 Dec | |
| SEKm | 2023 | 2022 |
Deposits | 3 | 3 |
Total | 3 | 3 |
The fair values of non-current financial assets approximate their carrying
amounts.
None of the different classes of non-current financial assets contain
impaired assets. The maximum exposure to credit risk at the reporting
date is the fair value of each class of receivable mentioned above. The
Group does not hold any collateral as security.
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The individual trade receivables for which provisions were made relate to
uncollectible receivables that are not covered by credit insurance.
| The age analysis of the trade receivables including loss allowances is as follows: | ||||||
31 Dec 2023 | 31 Dec 2022 | |||||
| Gross carrying | Loss | Net carrying | Gross carrying | Loss | Net carrying | |
| SEKm | amount | allowance | amount | amount | allowance | amount |
Current (not past due) | 948 | - | 948 | 867 | - | 867 |
Up to 30 days past due | 25 | - | 25 | 41 | - | 41 |
30 to 60 days past due | 3 | -1 | 2 | 7 | -3 | 4 |
60 to 90 days past due | 0 | - | - | 0 | - | 0 |
Over 90 days past due | 27 | -23 | 4 | 9 | -2 | 7 |
Total | 1,003 | -24 | 979 | 924 | -5 | 919 |
The other receivables and prepaid expenses and accrued income do not
contain any provided amounts.
As of 31 December 2023, trade receivables of SEK 31m (52) were past
due but provided for. These relate to a number of customers for whom
there is no recent history of default.
Trade receivables in an amount of SEK 105m (78) are covered by credit
insurance.
The carrying amounts are assumed to approximate the fair values of
trade receivables and other receivables. The maximum exposure to credit
risk at the reporting date is the carrying amount of each class of receivable
mentioned above, adjusted for the part covered by credit insurance. The
| The carrying amounts of trade receivables are denominated in | ||
| the following currencies: | ||
| 31 Dec | 31 Dec | |
| SEKm | 2023 | 2022 |
Euro | 362 | 376 |
Swedish krona | 272 | 221 |
Danish krone | 245 | 216 |
Great Britain pound | 58 | 60 |
Norwegian krone | 29 | 33 |
US dollar | 5 | 4 |
Other currencies | 8 | 9 |
Total | 979 | 919 |
| The breakdown of prepaid expenses and accrued income | ||
| is as follows: | ||
| 31 Dec | 31 Dec | |
| SEKm | 2023 | 2022 |
Prepaid IT expenses | 12 | 11 |
Prepaid rent, insurance and lease charges | 8 | 8 |
Prepaid personnel-related expenses | 4 | 4 |
Prepaid marketing expenses | 1 | 2 |
Prepaid deposits | 0 | 3 |
Other prepaid expenses | 27 | 17 |
Other accrued income | 0 | 2 |
Total | 52 | 47 |
Note
17
Trade and other receivables
See Note 1 (XIII) for the accounting policy.
| 31 Dec | 31 Dec | |
| SEKm | 2023 | 2022 |
Trade receivables before loss allowances | 1,003 | 924 |
Loss allowances for trade receivables | -24 | -5 |
Trade receivables | 979 | 919 |
Other receivables | 58 | 64 |
Prepaid expenses and accrued income | 52 | 47 |
Total | 1,089 | 1,030 |
| Movements in the loss allowance for trade receivables are as follows: | ||
SEKm | 2023 | 2022 |
At 1 January | 5 | 2 |
| Provision for impairment of trade | 24 | 4 |
| receivables | ||
Trade receivables written off during the year as uncollectible | -3 | -1 |
Unused amounts reversed | 0 | 0 |
Exchange differences | -2 | 0 |
At 31 December | 24 | 5 |
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Note
18
Cash and cash equivalents
See Note 1 (XIII) for the accounting policy.
| The item cash and cash equivalents in the consolidated cash flow | ||
| statement and consolidated balance sheet consists of the following: | ||
| 31 Dec | 31 Dec | |
| SEKm | 2023 | 2022 |
Cash and cash equivalents | 658 | 583 |
Total | 658 | 583 |
All cash and cash equivalents are available on demand.
Cloetta AB (publ) has a Multicurrency Zero Balancing Cash Pool
(MZBCP) enabling the company and its subsidiaries to use the funds
available as deposited in the bank in one or more currencies for the pur-
pose of efficient liquidity management and daily payments in the ordinary
course of business. The MZBCP provides the possibility to make
withdrawals from accounts held by the bank in different currencies and in
different countries without the necessary funds being available in the
respective currency, provided that the corresponding funds are available
considering the balances on all accounts in the MZBCP, and any amounts
available for this purpose pursuant to any credit facility and/or intraday
revolving facility agreed upon separately. The MZBPC is based on, and
connects, accounts in local account structures in different countries in
which group companies participate as sub-account holders.
| The following table shows the carrying amounts of recognised offsetting of financial assets and liabilities relating to the MZBCP: | ||||||
| Related financial instruments | ||||||
| that are not offset | ||||||
| Gross amounts | Offsetting negative cash | Net amount | Cash balances | Other loans | ||
| 2023 | of financial | balances by positive cash | presented in the | outside | from credit | Net |
| SEKm | instruments | balances in cash pools | balance sheet | cash pools | institutions | amount |
Cash and cash equivalents | 4,805 | -4,196 | 609 | 49 | - | 658 |
Total assets | 4,805 | -4,196 | 609 | 49 | - | 658 |
Loans from credit institutions | 4,196 | -4,196 | - | - | 2,187 | 2,187 |
Total liabilities | 4,196 | -4,196 | - | - | 2,187 | 2,187 |
| Related financial instruments | ||||||
| that are not offset | ||||||
| Gross amounts | Offsetting negative cash | Net amount | Cash balances | Other loans | ||
| 2022 | of financial | balances by positive cash | presented in the | outside | from credit | Net |
| SEKm | instruments | balances in cash pools | balance sheet | cash pools | institutions | amount |
Cash and cash equivalents | 5,469 | -4,906 | 563 | 20 | - | 583 |
Total assets | 5,469 | -4,906 | 563 | 20 | - | 583 |
Loans from credit institutions | 4,906 | -4,906 | - | - | 2,190 | 2,190 |
Total liabilities | 4,906 | -4,906 | - | - | 2,190 | 2,190 |
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Note
19
Equity
See Notes 1 (XVII) and (XIX) for the accounting policy.
2023 | 2022 | |
Dividend per share, SEK | ||
Total dividend, SEKm | ||
| Dividend as a percentage of profit | 104 | 61 |
| for the previous year | ||
Payment date | April 2023 | April 2022 |
Group equity
Retained earnings
Retained earnings comprise the sum of profit for the year and retained
earnings from previous years.
Changes in equity
For disclosures about changes in equity in the Group, see the consolidated
statements of changes in equity on page 79.
Share-based payments
See Note 23 for further details about share-based payments.
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| 31 Dec 2023 | Remaining term | Remaining term | Remaining term | Remaining term | |
| SEKm | < 1 year | 1–2 years | 2–5 years | > 5 years | Total |
Loans from credit institutions | - | 800 | 1,387 | - | 2,187 |
Capitalised transaction costs | -5 | -5 | -3 | - | -13 |
Commercial papers | 149 | - | - | - | 149 |
Accrued interest | 2 | - | - | - | 2 |
Lease liabilities | 74 | 36 | 39 | 10 | 159 |
Total | 220 | 831 | 1,423 | 10 | 2,484 |
| 31 Dec 2022 | Remaining term | Remaining term | Remaining term | Remaining term | |
| SEKm | < 1 year | 1–2 years | 2–5 years | > 5 years | Total |
Loans from credit institutions | - | 800 | 1,390 | - | 2,190 |
Capitalised transaction costs | -5 | -4 | -4 | - | -13 |
Commercial papers | 149 | - | - | - | 149 |
Accrued interest | 2 | - | - | - | 2 |
Lease liabilities | 61 | 40 | 43 | 12 | 156 |
Total | 207 | 836 | 1,429 | 12 | 2,484 |
Note
20
Earnings per share
| The calculation of basic and diluted earnings per share is based on the following profit attributable to ordinary shareholders and | ||
| the weighted-average number of ordinary shares outstanding: | ||
2023 | 2022 | |
Profit for the year, attributable to ordinary shareholders (in SEKm) (basic and diluted) | 437 | 275 |
Number of issued ordinary shares at 1 January | 288,619,299 | 288,619,299 |
Effect of purchase of treasury shares | -3,224,382 | -1,812,948 |
Weighted average number of ordinary shares during the year before dilution | 285,394,917 | 286,806,351 |
Effect of share-based payments | 255,901 | 83,886 |
Weighted average number of ordinary shares during the year after dilution | 285,650,818 | 286,890,237 |
Basic earnings per share, SEK | 1.53 | 0.96 |
Diluted earnings per share, SEK | 1.53 | 0.96 |
Cloetta purchased 63,704 (1,622,932) treasury shares to fulfill its future
obligation to deliver shares to the participants of the long-term share-
based incentive plans.
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| Long-term | Short-term | ||
| SEKm | borrowings | borrowings | Total |
2,162 | 206 | 2,368 | |
| Balance at 1 January 2022 | |||
| Changes from financing cash flows | |||
Repayment of lease liabilities | -16 | -59 | -75 |
Transaction costs paid | -9 | - | -9 |
Proceeds from commercial papers | - | 597 | 597 |
Repayment of commercial papers | - | -598 | -598 |
Total changes from financing cash flows | -25 | -60 | -85 |
| Other changes | |||
Capitalisation transaction cost | -9 | - | -9 |
Additions to lease liabilities | 21 | 56 | 77 |
Early termination of lease liabilities | -3 | - | -3 |
Amortisation of capitalised transaction costs | - | 3 | 3 |
Interest expenses, third-party borrowings | 33 | 2 | 35 |
Interest paid | -33 | -2 | -35 |
Exchange differences on borrowings | 131 | 2 | 133 |
Total other changes | 140 | 61 | 201 |
Balance at 31 December 2022 | 2,277 | 207 | 2,484 |
| Changes from financing cash flows | |||
Repayment of lease liabilities | -27 | -61 | -88 |
Transaction costs paid | -4 | - | -4 |
Proceeds from commercial papers | - | 593 | 593 |
Repayment of commercial papers | - | -594 | -594 |
Total changes from financing cash flows | -31 | -62 | -93 |
| Other changes | |||
Capitalisation transaction cost | 4 | - | 4 |
Additions to lease liabilities | 17 | 74 | 91 |
Early termination of lease liabilities | -2 | - | -2 |
Amortisation of capitalised transaction costs | - | 5 | 5 |
Interest expenses, third-party borrowings | 99 | 6 | 105 |
Interest paid | -99 | -6 | -105 |
Exchange differences on borrowings | -1 | -4 | -5 |
Total other changes | 18 | 75 | 93 |
Balance at 31 December 2023 | 2,264 | 220 | 2,484 |
Fair value | Carrying amount | |||
| 31 Dec | 31 Dec | 31 Dec | 31 Dec | |
| SEKm | 2023 | 2022 | 2023 | 2022 |
| Loans from credit | 2,187 | 2,190 | 2,187 | 2,190 |
| institutions | ||||
Commercial papers | 149 | 149 | 149 | 149 |
Lease liabilities | 159 | 156 | 159 | 156 |
Total | 2,495 | 2,495 | 2,495 | 2,495 |
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| The Group credit facility at reporting date relates to: | ||||||
Outstanding amount | Interest percentage | Applicable margin | ||||
SEKm | 31 Dec 2023 | 31 Dec 2022 | 31 Dec 2023 | 31 Dec 2022 | 31 Dec 2023 | 31 Dec 2022 |
| Single currency term loan of | 1,387 | 1,390 | Variable EURIBOR | Variable EURIBOR + | 1.05% | 1.05% |
| nominal EUR 125m (125) | + fixed applicable | fixed applicable mar- | ||||
| margin, with zero- | gin, with zero-floor | |||||
| floor | ||||||
| Single currency term loan of nominal | 800 | 800 | Variable STIBOR | Variable STIBOR + | 0.95% | 0.95% |
| SEK 800m (800) | + fixed applicable | fixed applicable mar- | ||||
| margin, with zero- | gin, with zero-floor | |||||
| floor | ||||||
| Commercial papers of nominal | 149 | 149 | Fixed margin per | Fixed margin per | 4.85% | 3.08% |
| SEK 1,000m (1,000) | issued paper | issued paper | ||||
| Multicurrency credit revolving loan | - | - | Variable IBOR + | Variable IBOR + | 1.15% | 1.15% |
| of EUR 50m (50) | fixed applicable | fixed applicable mar- | ||||
| margin, with zero- | gin, with zero-floor | |||||
| floor | ||||||
Credit revolving loan of EUR 10m (10) | - | - | Variable EURIBOR | Variable EURIBOR | 0.70% | 0.70% |
| + fixed applicable | + fixed applicable | |||||
| margin, with a floor | margin, with a floor | |||||
| of 0,20% | of 0,20% | |||||
| Single currency term loan of | - | - | Variable EURIBOR | Variable EURIBOR + | 1.55% | 1.55% |
| EUR 100m (100) | + fixed applicable | fixed applicable mar- | ||||
| margin, with zero- | gin, with zero-floor | |||||
| floor | ||||||
| Multicurrency credit revolving loan of | - | - | Variable IBOR + | Variable IBOR + | 1.35% | 1.35% |
| EUR 60m (60) | fixed applicable | fixed applicable mar- | ||||
| margin, with zero- | gin, with zero-floor | |||||
| floor | ||||||
Total Group credit facility | 2,336 | 2,339 | ||||
Capitalised transaction costs | -13 | -13 | ||||
Lease liabilities | 159 | 156 | ||||
Accrued interest | 2 | 2 | ||||
Total borrowings | 2,484 | 2,484 | ||||
1) Applicable margin on credit facilities based on the net/debt ebitda covenant at reporting date. Margin on commercial papers based on the weighted average rate on the outstanding commercial papers at reporting date | ||||||
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31 Dec 2023 | 31 Dec 2022 | |||
SEKm | Assets | Liabilities | Assets | Liabilities |
| Non-current | ||||
| Single currency interest | 5 | 8 | 25 | - |
| rate swaps | ||||
Total non-current | 5 | 8 | 25 | - |
| Current | ||||
| Single currency interest | 18 | 1 | 34 | - |
| rate swaps | ||||
Total current | 18 | 1 | 34 | - |
Total | 23 | 9 | 59 | - |
| The following table shows the combined notional principal amounts of the outstanding single currency interest rate swaps | |||||||
Notional principal amounts | Fixed interest currency rates | Duration | |||||
31 Dec 2023 | 31 Dec 2022 | 31 Dec 2023 | 31 Dec 2022 | 31 Dec 2023 | 31 Dec 2022 | ||
STIBOR Interest rate swaps | SEKm | - | 950 | - | 0.110% | - | Q1 2023 - Q2 2023 |
STIBOR Interest rate swaps | SEKm | 800 | 800 | 3.038% | 3.038% | Q1 2024 - Q2 2024 | Q3 2023 - Q2 2024 |
STIBOR Interest rate swaps | SEKm | 100 | - | 3.875% | - | Q3 2024 - Q2 2025 | - |
EURIBOR Interest rate swaps | EURm | 25 | 25 | 0.083% | 0.083% | Q1 2024 - Q2 2024 | Q1 2023 - Q2 2024 |
EURIBOR Interest rate swaps | EURm | 10 | 10 | 0.083% | 0.083% | Q1 2024 - Q2 2024 | Q3 2023 - Q2 2024 |
EURIBOR Interest rate swaps | EURm | 50 | 50 | 1.916% | 1.916% | Q1 2024 - Q2 2025 | Q1 2023 - Q2 2025 |
EURIBOR Interest rate swaps | EURm | 10 | 10 | 1.916% | 1.916% | Q1 2024 - Q2 2025 | Q3 2023 - Q2 2025 |
EURIBOR Interest rate swaps | EURm | 35 | 35 | 1.916% | 1.916% | Q3 2024 - Q2 2025 | Q3 2024 - Q2 2025 |
EURIBOR Interest rate swaps | EURm | 70 | - | 3.081% | - | Q3 2025 - Q2 2026 | - |
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Note
23
Pensions and other long-term employee benefits
See Notes 1 (V) and (XIX) for the accounting policy.
Group companies use various post-employment schemes, including both
defined benefit and defined contribution pension plans.
A defined contribution plan is a pension plan under which the Group
pays fixed contributions to a separate entity. The Group has no legal or
constructive obligations to pay further contributions, even if the fund does
not hold sufficient assets to pay all employees the benefits relating to
employee service in the current and prior periods. Defined benefit plans
define an amount of pension benefit that an employee will receive upon
retirement, usually dependent on one or more factors such as age, years
of service and compensation. The defined benefit schemes in industry
sector pension funds, which are held by pension funds that are not able to
provide company-specific or reliable information, are accounted for as
though they were defined contribution schemes. In the event of a deficit in
these pension funds, the company has no obligation to provide supple-
mentary contributions, other than higher future contributions.
For defined contribution plans, the Group pays contributions to publicly
or privately administered pension insurance plans on a mandatory, con-
tractual or voluntary basis. The Group has no further payment obligations
once the contributions have been paid.
The Group has a number of defined benefit pension plans in Sweden,
the Netherlands, Belgium, Finland, Germany and Norway that relate to pen-
sion and other long-term benefit schemes. Related to the announced clo-
sure of the factory in Turnhout, Belgium and the related reduction of
employees, a curtailment has been recognised for the Belgian plan in 2022.
The total impact of SEK 3m has been recognised as cost of goods sold.
For the defined benefit pension plan in the Netherlands, the Group
accounts as though this were a defined contribution scheme since suffi-
cient information is not available to enable the Group to account for the
plan as a defined benefit plan. Cloetta complies with UFR 10 for reporting
plans with multiple employers. Sufficient information is not available, since
asset administration of the fund is not designed to allocate the total assets
of the fund to the participating companies. In the event of a deficit in this
pension fund, the Group has no obligation to provide further contributions
other than higher future contributions. Monthly premiums are average pre-
miums expressed as a percentage of the pension calculations basis and
should, as a minimum, cover the cost of the fund. The minimum pension
premium is determined in accordance with the actuarial and business note
of the fund. In the event of liquidation of the fund, an amount that is suffi-
cient to cover defined benefits will be secured. In the event of a deficit in
the fund at the moment of liquidation, the defined benefits will be propor-
tionally reduced taking into consideration Article 134 of the Dutch Pension
Act. Contributions to the plan for the next annual year are expected to
amount to SEK 49m (45). These are split into employer contributions of
SEK 33m (30) and employee contributions of SEK 16m (15). At year-end
2023, the coverage of the pension fund was 119.5 per cent (120.6).
At 31 December 2023, the main defined benefit plans in the Group were:
Sweden – ITP2 plan:
The ITP2 plan covers employees born before 1979. Benefits provided in
the old defined benefit plan include a final pay-based retirement pension.
This plan is an unfunded defined benefit plan. The ITP plan benefit formula
provides pension benefits as a percentage of salary. Benefits are reduced
proportionally if the expected years of service within the plan, are less than
30 years, irrespective of employer. ITP plan benefits vested with former
employers are indexed according to the consumer price index.
Finland – Leaf/Merijal plan:
This plan is an insured voluntary final salary pension plan. It was estab-
lished on 31 December 2005 when the liabilities and assets of Merijal
Pension Foundation and Leaf Pension Foundation were transferred to
Pohjola Life Insurance Company.
Norway
The Norwegian subsidiary has one plan, which is insured in a life insurance
company. This funded plan, together with the national pension scheme,
provides an old-age pension of a maximum of 66 per cent of final salary.
The plan includes a widow(er)’s pension equal to 60 per cent of the old-age
pension and children’s pension equal to 50 per cent of the old-age pension.
Members who become disabled will receive a disability pension linked to
the old-age pension they would have received with their present salary.
| The total pensions and other long-term employee benefits | ||
| are determined as follows: | ||
| 31 Dec | 31 Dec | |
| SEKm | 2023 | 2022 |
Obligation for pension benefits | -382 | -345 |
Total | -382 | -345 |
| The net liability recognised in the balance sheet is determined | ||
| as follows: | ||
| 31 Dec | 31 Dec | |
| SEKm | 2023 | 2022 |
Present value of funded obligations | 62 | 59 |
Fair value of plan assets | -67 | -65 |
Deficit/(Surplus) of funded plans | -5 | -6 |
Present value of unfunded obligations | 377 | 339 |
| Impact of minimum funding | 10 | 12 |
| requirements/asset ceiling | ||
Net liability in the balance sheet | 382 | 345 |
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| Movements in the combined net defined benefit obligations and other long-term employee benefits over the year are as follows: | ||||
| Present value | Fair value of | Asset ceiling | ||
| SEKm | of obligation | plan assets | impact | Total |
1 January 2022 | 564 | -62 | 2 | 504 |
Current Service cost | 6 | - | - | 6 |
Interest expense/(income) | 5 | -1 | - | 4 |
Total amount recognised in profit or loss | 11 | -1 | - | 10 |
| Remeasurements: | ||||
– Return on plan assets, excluding amounts included in interest expense/(income) | - | 0 | - | 0 |
– Losses from change in financial assumptions | -180 | 0 | - | -180 |
– Losses from change in demographic assumptions | -4 | - | - | -4 |
– Experience (gains)/losses | 21 | 0 | - | 21 |
– Change in asset ceiling, excluding amounts included in interest expense/(income) | - | - | 9 | 9 |
Total remeasurements recognised in other comprehensive income | -163 | 0 | 9 | -154 |
Exchange differences | 6 | -3 | 1 | 4 |
| Contributions: | ||||
– Employers | 0 | -16 | - | -16 |
– Plan participants | 0 | 0 | - | - |
| Payments from plans: | ||||
–Benefit payments | -17 | 17 | - | - |
Curtailments | -3 | - | - | -3 |
31 December 2022 | 398 | -65 | 12 | 345 |
Current Service cost | 4 | - | - | 4 |
Interest expense/(income) | 11 | -2 | 0 | 9 |
Total amount recognised in profit or loss | 15 | -2 | - | 13 |
| Remeasurements: | ||||
– Return on plan assets, excluding amounts included in interest expense/(income) | - | 0 | - | 0 |
– Losses from change in demographic assumptions | 24 | - | - | 24 |
– Experience (gains)/losses | 19 | - | -2 | 17 |
Total remeasurements recognised in other comprehensive income | 43 | 0 | -2 | 41 |
Exchange differences | - | 1 | 0 | 1 |
| Contributions: | ||||
– Employers | - | -18 | - | -18 |
| Payments from plans: | ||||
–Benefit payments | -17 | 17 | - | - |
31 December 2023 | 439 | -67 | 10 | 382 |
The Group expects to pay SEK 19m (17) in contributions to its defined benefit plans in 2024.
| The defined benefit obligation and plan assets are composed by country as follows: | ||||||||
| Present value | Fair value of | Impact of | Defined benefit | |||||
| of obligation | plan assets | asset ceiling | obligation | |||||
| 31 Dec | 31 Dec | 31 Dec | 31 Dec | 31 Dec | 31 Dec | 31 Dec | 31 Dec | |
| SEKm | 2023 | 2022 | 2023 | 2022 | 2023 | 2022 | 2023 | 2022 |
Sweden | 375 | 335 | -15 | -16 | 6 | 12 | 366 | 331 |
Norway | 10 | 9 | -14 | -14 | 4 | - | - | -5 |
Finland | 25 | 24 | -21 | -20 | - | - | 4 | 4 |
Other countries | 29 | 30 | -17 | -15 | - | - | 12 | 15 |
Total | 439 | 398 | -67 | -65 | 10 | 12 | 382 | 345 |
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| The significant actuarial assumptions are as follows: | ||
| 31 Dec | 31 Dec | |
| Weighted average percentage | 2023 | 2022 |
Discount rate | 3.28 | 3.96 |
Expected rate of future salary increases | 2.14 | 2.94 |
| Expected rate of future increase | 1.64 | 1.92 |
| for benefits in payment | ||
Expected long-term inflation rate | 1.68 | 2.00 |
| These assumptions translate into an average life expectancy in years | ||||
| for a pensioner retiring at the age of 65: | ||||
2023 | 2022 | |||
Years | Sweden | Others | Sweden | Others |
Retiring at the end of the reporting period: | ||||
– Male | 22 | 21 | 22 | 21 |
– Female | 24 | 24 | 25 | 24 |
Retiring 20 years after the end of the reporting period: | ||||
– Male | 43 | 35 | 43 | 35 |
– Female | 45 | 40 | 45 | 40 |
| The sensitivity of the combined net defined benefit obligations and other long-term employee benefits to changes in the weighted principal | |||||
| assumptions is as follows: | |||||
| Impact on defined benefit obligation | |||||
2023 | 2022 | ||||
SEKm | Change in assumptions | Increase | Decrease | Increase | Decrease |
Discount rate | 1%-point | -18 | 23 | -19 | 25 |
Salary growth rate | 1%-point | 4 | -3 | 4 | -3 |
Pension growth rate | 1%-point | 16 | -17 | 11 | -12 |
| Increase by | Decrease by | Increase by | Decrease by | ||
| % | 1 year | 1 year | 1 year | 1 year | |
Life expectancy | 3.01 | -3.02 | 3.81 | -3.77 | |
| The expected maturity analysis for undiscounted combined net defined | ||
| benefit obligations and other long-term employee benefits is as follows: | ||
| 31 Dec | 31 Dec | |
| SEKm | 2023 | 2022 |
Less than 3 years | - | - |
Between 3–7 years | - | - |
Between 7–15 years | 216 | 63 |
Over 15 years | 223 | 335 |
Total | 439 | 398 |
See page 45 for further details on the main characteristics of the share-
based long-term incentive plans.
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| Movements in provisions, excluding pension benefits | |||
| and other long-term employee benefits, are specified as follows: | |||
SEKm | Re organisation | Other | Total |
1 January 2022 | 4 | 1 | 5 |
Additions | 110 | 0 | 110 |
Utilisations | -6 | -1 | -7 |
Unused amounts reversed | - | -1 | -1 |
Undiscounting | 0 | - | 0 |
Exchange differences | 5 | 1 | 6 |
31 December 2022 | 113 | 0 | 113 |
| Analysis of total provisions | |||
Non-current | 107 | ||
Current | 6 | ||
Total | 113 | ||
SEKm | Re organisation | Other | Total |
1 January 2023 | 113 | 0 | 113 |
Additions | 63 | 6 | 69 |
Utilisations | -6 | - | -6 |
Unused amounts reversed | 1 | - | 1 |
Undiscounting | -1 | - | -1 |
Exchange differences | -2 | 0 | -2 |
31 December 2023 | 168 | 6 | 174 |
| Analysis of total provisions | |||
Non-current | 160 | ||
Current | 14 | ||
Total | 174 |
long-term employee benefits.
| Trade and other payables are specified as follows: | ||
| 31 Dec | 31 Dec | |
| SEKm | 2023 | 2022 |
Trade payables | 717 | 581 |
Other taxes and social security expenses | 152 | 167 |
Pension liabilities | 27 | 17 |
Other liabilities | - | 4 |
Accruals and deferred income | 689 | 650 |
Total | 1,585 | 1,419 |
| Accruals and deferred income are specified as follows: | ||
| 31 Dec | 31 Dec | |
| SEKm | 2023 | 2022 |
Accrued personnel-related expenses | 274 | 249 |
Accrued customer bonuses and discounts | 255 | 253 |
| Other accrued expenses | 160 | 148 |
| and deferred income | ||
Total | 689 | 650 |
| Movements in the number of shares for the share-based long-term | ||
| incentive plans are as follows: | ||
Number of shares in thousands | 2023 | 2022 |
At 1 January | 2,075 | 1,177 |
Granted for new plans | 1,298 | 1,241 |
Released | -202 | -343 |
At 31 December | 3,171 | 2,075 |
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Note
26
Financial risks and financial risk management
Credit terms for customers are determined individually in the different
markets. Concentrations of credit risk with respect to trade receivables
are limited, due to the size and diversity of the Group’s customer base.
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Diversity exists amongst other things in the size of customers, country of
origin, size of outstanding receivables and types of customers. A large part
of the trade debtors for International Markets, Ireland, the UK, Germany
and the Netherlands and smaller trade debtors in Finland is insured via
credit risk insurances. Trade receivables in an amount of SEK 105m (78)
are covered by credit insurance.
In addition, receivable balances are monitored on an ongoing basis with
the result that the Group’s exposure to bad debts is not significant. The
Group’s historical experience of collecting receivables is that credit risk is
considered to be low across all markets. However, in 2023, trade receiva-
bles of SEK 24m were written off in relation to the bankruptcy of one of
Cloetta's largest retail customers in the UK.
| The Group uses several banks (range of most used banks varies between AA- and A+ (long-term) | ||||||
| and A-1+ and A-1 (short-term)) and has a revolving facility available | ||||||
Capital risk management
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| The following table presents the carrying amounts and fair values of the Group’s | ||||||||
| financial assets and financial liabilities, including their levels in the fair value hierarchy: | ||||||||
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Note
29
Leases
See Note 1 (XX) for the accounting policy.
SEKm | 2023 | 2022 | Recognised in: |
| Recognised expenses for leases under IFRS 16 amount to: | |||
Interest expense | -4 | -2 | net financial items, in the profit and loss account |
| Expense relating to short-term leases, where | -4 | -4 | cost of goods sold, selling expenses and general and adminis- |
| no right-of-use asset has been recognised | trative expenses, in the profit and loss account | ||
| Expense relating to leases of low-value assets that are not | -1 | -1 | cost of goods sold, selling expenses and general and adminis- |
| short-term leases | trative expenses, in the profit and loss account | ||
| Expense relating to variable lease payments | -29 | -21 | cost of goods sold, selling expenses and general and adminis- |
| not included in lease liabilities | trative expenses, in the profit and loss account | ||
Total cash outflow for leases | -91 | -76 | cash flow from operating activities and financing activities, in |
| the cash flow statement |
See Note 13 for further details on right-of-use assets and Note 21 for
further details on lease liabilities.
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Note
31
Changes in accounting policies
New and amended standards and interpretations adopted by the Group
No new standards have been issued that are effective for annual periods
beginning on or after 1 January 2023.
A number of amendments to standards and interpretations are effective
for annual periods beginning on or after 1 January 2023. None of these have
a material impact on the consolidated financial statements of the Group.
New standards and amendments to standards not yet adopted
A number of amendments to standards and interpretations are effective
for annual periods beginning after 1 January 2023, which have not been
applied in preparing these consolidated financial statements. None of
these are expected to have a material impact on the consolidated financial
statements of the Group.
There are no other IFRSs or IFRIC interpretations that are not yet
effective that are expected to have a material impact on the Group.
Note
32
Events after the balance sheet date
The Board proposes a dividend for 2023’s result of SEK 1.00 (1.00) per
share.
Henri de Sauvage-Nolting has informed the Board of Directors of
Cloetta AB that he wishes to resign from his position as President and
CEO of the company. He will remain in his role until 1 September 2024.
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114
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Cloetta Annual and Sustainability Report 2023
Parent Company profit and loss account
SEKm Note 2023 2022
Net sales P2 113 97
Gross profit 113 97
General and administrative expenses P3, P4 -143 -123
Operating loss -30 -26
Exchange differences on borrowings and cash P5 -3 2
Other financial income P5 200 35
Other financial expenses P5 -168 -107
Net financial items 29 -70
Loss before tax -1 -96
Income tax P6 -2 20
Loss for the year -3 -76
Loss for the year corresponds to comprehensive income for the year.
Primary activities
Cloetta AB’s primary activities include head office functions such as group-wide management and administration.
Parent Company
financial statements
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115
Parent Company balance sheet
SEKm Note 31 Dec 2023 31 Dec 2022
ASSETS
Non-current financial assets
Deferred tax asset P7 29 26
Shareholdings in group companies P8 4,884 4,884
Derivative financial instruments P12 - 2
Receivables from group companies P15 497 474
Total non-current financial assets 5,410 5,386
Current assets
Derivative financial instruments P12 4 16
Receivables from group companies P15 159 2
Current income tax assets P7 6 13
Other receivables 2 2
Cash and bank P9 0 0
Total current assets 171 33
Total assets 5,581 5,419
EQUITY AND LIABILITIES
Equity
Share capital 1,443 1,443
Share premium 2,712 2,712
Treasury shares -79 -78
Retained earnings including profit/loss for the year -1,864 -1,597
Equity attributable to owners of the Parent Company
P10
2,212 2,480
Non-current liabilities
Borrowings P11 799 799
Payables to group companies P15 150 142
Derivative financial instruments P12 0 -
Deferred tax liability P7 1 3
Provisions 1 2
Total non-current liabilities 951 946
Current liabilities
Borrowings P11 149 149
Payables to group companies P15 2,233 1,814
Trade payables 1 3
Other current liabilities 11 8
Derivative financial instruments P12 1 -
Accrued expenses and deferred income P13 23 19
Total current liabilities 2,418 1,993
Total equity and liabilities 5,581 5,419
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116
Parent Company statement of changes in equity
SEKm
Share
capital
Share
premium
reserve
Treasury
shares
Retained
earnings Total equity
Balance at 1 January 2022 1,443 2,712 -44 -1,247 2,864
Comprehensive income
Profit for the year - - - -76 -76
Total comprehensive income for 2022 - - - -76 -76
Transactions with owners
Purchase of treasury shares - - -34 - -34
Share-based payments - - - 13 13
Dividend - - - -287 -287
Total transactions with owners - - -34 -274 -308
Balance at 31 December 2022 1,443 2,712 -78 -1,597 2,480
Comprehensive income
Loss for the year - - - -3 -3
Total comprehensive income for 2023 - - - -3 -3
Transactions with owners
Purchase of treasury shares - - -1 - -1
Share-based payments - - - 21 21
Dividend
1
- - - -285 -285
Total transactions with owners - - -1 -264 -265
Balance at 31 December 2023 1,443 2,712 -79 -1,864 2,212
1) The dividend paid in 2023 comprised a dividend of SEK 1.00 (1.00) per share.
Loss for the year corresponds to comprehensive income for the year.
Total equity is attributable to the owners of the Parent Company.
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117
Parent Company cash flow statement
SEKm Note 2023 2022
Operating loss -30 -26
Interest paid -101 -34
Income tax paid -2 -25
Cash flow from operating activities before changes in working capital -133 -85
Cash flow from changes in working capital
Change in operating receivables -10 87
Change in operating liabilities 434 319
Cash flow from operating activities 291 321
Cash flow from operating and investing activities 291 321
Financing activities
Repayment of interest-bearing borrowings -594 -598
Proceeds from borrowings 593 597
Dividends to shareholders -285 -287
Transaction costs paid -1 -1
Purchase of treasury shares -1 -34
Cash flow from financing activities -288 -323
Cash flow for the year 3 -2
Cash and cash equivalents at beginning of year
P9
0 0
Cash flow for the year 3 -2
Exchange difference -3 2
Cash and cash equivalents at end of year
P9
0 0
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118
Note
P1
Accounting and valuation policies
of the Parent Company
The annual financial statements of the Parent Company are presented in
accordance with the Swedish Annual Accounts Act (1995:1554) and the
Swedish Financial Reporting Board’s recommendation RFR 2, Account-
ing for Legal Entities. The statements issued by the Board with respect to
listed companies are also applied. RFR 2 states that in the report for the
legal entity, the Parent Company shall apply all EU-endorsed IFRSs and
statements as far as possible, within the framework of the Annual
Accounts Act and with respect to the connection between accounting
and taxation. This recommendation defines the exceptions and additional
disclosures compared to IFRS. These financial statements include the
financial statements of the Parent Company covering the period from
1 January to 31 December 2023. Unless otherwise stated below, the
accounting standards for the Parent Company have been consistently
applied in the period.
Changed accounting standards
Neither revised IFRSs, nor revised RFR 2 effective from 1 January 2023
have entailed any practical change in the accounting standards for the
Parent Company.
Differences between the accounting policies of the Group
and the Parent Company
The differences between the accounting principles applied by the Group
and the Parent Company are described below.
Classification and presentation
The profit and loss account and balance sheet of the Parent Company are
presented in accordance with the Swedish Annual Accounts Act. The
differences compared to IAS 1, Presentation of Financial Statements,
relate mainly to financial income and expenses, equity and the presentation
of provisions as a separate item in the balance sheet.
Borrowing costs
Borrowing costs are expensed when incurred and recognised in the other
financial expenses in the profit and loss account.
Group contributions
Group contributions received are recognised in other financial income in
the profit and loss account. Group contributions paid to group companies
are reported by the Parent Company as other financial expenses in the
profit and loss account.
Shareholdings in group companies
Shareholdings in group companies are accounted for at acquisition costs.
The transaction costs are included in the carrying amount of sharehold-
ings in group companies.
Dividends
Anticipated dividends from group companies are recognised in cases
where the Parent Company has full control over the size of the dividend
and has decided on the size of the dividend before the Parent Company
publishes its financial reports.
Dividends received from group companies are recognised in the profit
and loss account.
Employee benefits
Remeasurements arising from defined benefit plans also include the
return on plan assets excluding interest and the effect of the asset ceiling,
if any, excluding interest. Remeasurements are recognised in the profit
and loss account when incurred. Salary increases are not taken into
account in the calculation of the defined benefit obligation, and the applied
discount rate is established by the Swedish Financial Supervisory
Authority. All other expenses related to defined benefit plans are recog-
nised in the general and administrative expenses in the profit and loss
account when incurred.
Financial guarantees
For reporting of financial guarantee contracts on behalf of group compa-
nies, the Parent Company applies a voluntary exemption that is permitted
by the Swedish Financial Reporting Board. The voluntary exemption
relates to financial guarantees issued on behalf of group companies. The
Parent Company recognises financial guarantee contracts as provisions
in the balance sheet when it is probable that an outflow of resources will be
required to settle the obligation. The costs are recognised in the general
and administrative expenses in the profit and loss account.
Note
P2
Breakdown of income
The net sales of SEK 113m (97) relate to intra-group services and intra-
group royalty income.
The breakdown of net sales by market is as follows:
SEKm 2023 2022
Sweden 45 38
The Netherlands 21 21
Finland 11 9
Other 36 29
Total 113 97
Notes to the Parent Company financial statements
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119
Note
P3
Personnel expenses
and number of employees
SEKm 2023 2022
Salaries and remuneration
Group Management Team
– Sweden 34 28
Of which, short-term variable compensation
– Sweden 12 10
Total salaries and remuneration 34 28
Pension costs
Group Management Team
– Defined contribution plans 4 4
Total pension costs 4 4
Social security expenses, all employees 6 9
Total pension costs and
social security expenses
10 13
Total personnel expenses 44 41
See pages 66–67 for details on remuneration of the Group Management
Team.
The company expenses the pension obligation related to the defined
benefit pension plans, which are secured through credit insurance with,
and administered by, Försäkringsbolaget PRI Pensionsgaranti, Mutual in
the administrative expenses in the profit and loss account.
The average number of employees is 4 (4), of which 0 (0) are women.
All employees are employed in Sweden.
The specification of gender distribution in the Board of Directors
and Group Management Team is as follows:
% 2023 2022
Percentage of women
Board of Directors 43 38
Group Management Team 20 20
Note
P4
Audit fees
SEKm 2023 2022
Fee for auditing services 3 3
Fee for other services
– Tax advice - -
– Audit-related advice - -
– Other - -
Total other services - -
Total audit fees 3 3
For both the financial years 2022 and 2023 PwC was elected as auditor of
the Group.
Auditing services relate to:
• the audit of the statutory financial statements of the Parent Company,
• the audit of the Parent Company’s administration by the Board of
Directors and the President and CEO,
• the procedures for the auditor’s statement regarding the guide-
lines for remuneration to senior executives, pursuant to Chapter 8,
Section 54 of the Swedish Companies Act (2005:551), and
• the procedures for the auditor’s opinion on the statutory
sustainability report.
Note
P5
Net financial items
SEKm 2023 2022
Exchange differences on borrowings
and cash
-3 2
Group contributions 150 -
Interest income, group companies 32 13
Unrealised gains on single currency interest
rate swaps
- 17
Realised gains on single currency interest
rate swaps
18 5
Other financial income 200 35
Group contributions - -55
Interest expenses, third-party borrowings -43 -16
Interest expenses, group companies -108 -36
Interest expenses on third-party pensions 0 0
Unrealised losses on single currency interest
rate swaps
-16 -
Other interest expenses -1 0
Other financial expenses -168 -107
Net financial items 29 -70
Note
P6
Income taxes
SEKm 2023 2022
Current income tax -8 3
Deferred income tax 6 17
Total -2 20
The year’s income tax expense corresponds
to an effective tax rate of, %
-147.8 21.1
SEKm 2023 2022
The difference between the effective
tax rate and the statutory tax rate in Sweden
is attributable to the following items:
Taxable profit from ordinary activities -1 -96
Tax calculated at applicable tax rate
for the Parent Company
0 20
Expenses not deductible for tax purposes 0 0
Adjustments recognised in the period for
tax for prior periods
-1 1
Other -1 -1
Income tax -2 20
Reported effective tax rate, % -147.8 21.1
Tax rate in Sweden, % 20.6 20.6
Note
P7
Deferred and current income tax
Deferred tax assets and liabilities relate to the tax effect of the difference
between the tax base of the defined asset or liability and its carrying
amount as recognised in the financial statements. Deferred tax assets for
the period were SEK 29m (26) and are considered to be realised after more
than 12 months. The recognised deferred tax assets comprise deductible
temporary differences of SEK 23m (20) and unutilised tax losses carried
forward of SEK 6m (6). There are no unrecognised deferred taxes.
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% of capital | Carrying amount in SEKm | |||||
Corp. ID no. | Domicile | 2023 | 2022 | 2023 | 2022 | |
Cloetta Holland B.V. | 34221053 | Amsterdam, the Netherlands | 100 | 100 | 4,087 | 4,087 |
Cloetta België N.V. | 0404183756 | Turnhout, Belgium | 100 | 100 | - | - |
Cloetta Suomi Oy | 1933121-3 | Turku, Finland | 100 | 100 | - | - |
Cloetta Danmark ApS | 28106866 | Brøndby, Denmark | 100 | 100 | - | - |
Candy Express ApS | 42377732 | Brøndby, Denmark | 100 | 100 | - | - |
Cloetta Norge AS | 987943033 | Høvik, Norway | 100 | 100 | - | - |
Cloetta Deutschland GmbH | HRB 9561 | Bocholt, Germany | 100 | 100 | - | - |
Cloetta Finance Holland B.V. | 20078943 | Amsterdam, the Netherlands | 100 | 100 | - | - |
Cloetta Slovakia s.r.o. | 35 962 488 | Bratislava, Slovakia | 100 | 100 | - | - |
Cloetta Nutisal AB | 556706-9264 | Helsingborg, Sweden | 100 | 100 | - | - |
| Cloetta Ireland Holding Ltd. | 544426 | Dublin, Ireland | - | 100 | - | - |
Cloetta Ireland Ltd. | 285910 | Dublin, Ireland | 100 | 100 | - | - |
Cloetta Middle East DMCC | DMCC156985 | Dubai, United Arab Emirates | 100 | 100 | - | - |
Cloetta Sverige AB | 556674-9155 | Malmö, Sweden | 100 | 100 | 795 | 795 |
Candyking Sverige AB | 556319-6780 | Malmö, Sweden | 100 | 100 | - | - |
Pickalot AB | 556730-1857 | Malmö, Sweden | 100 | 100 | - | - |
Cloetta UK Ltd. | 01726257 | Hampshire, United Kingdom | 100 | 100 | - | - |
Cloetta Development AB | 556377-3182 | Linköping, Sweden | 100 | 100 | 2 | 2 |
Total | 4,884 | 4,884 | ||||
DMCC
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Note
P9
Cash and cash equivalents
A Multicurrency Zero Balancing Cash Pool (MZBCP) is in place, which is
held by Cloetta Holland B.V. As a result, only the cash at bank accounts
outside the MZBCP is presented for Cloetta AB (publ).
See Note 18 for further details.
Note
P10
Equity
Share capital
See Note 19 for a description of the share capital of the Parent Company.
Non-restricted equity
Retained earnings
Retained earnings comprise the sum of profit for the year and retained
earnings from previous years. Retained earnings including the share
premium reserve represent the amount of non-restricted equity available
for distribution to the shareholders.
Treasury shares
Cloetta has purchased 1,622,932 shares at an average share price, includ-
ing incremental transaction costs, of SEK 20.6560 during the period
31 October 2022 till 23 November 2022. Cloetta has purchased 63,704
shares at an average share price, including incremental transaction costs,
of SEK 17.8289 on 30 October 2023. These shares are held as treasury
shares. The treasury shares are held with the purpose of issuing shares to
the participants of LTI'21, LTI’22 and LTI'23 at vesting date.
Dividend
The Annual General Meeting (AGM) approved the following dividend on
6 April 2022 and 4 April 2023:
2023 2022
Dividend per share, SEK 1.00 1.00
Total dividend, SEKm 285 287
Dividend as a percentage of profit of
the Cloetta Group for the previous year
104 61
Payment date April 2023 April 2022
1) The dividend as percentage of profit for the previous year, adjusted for the impact of
recognised impairments and provisions and other items affecting comparability related
to the investment in the greenfield facility amounted to 63 per cent.
After the reporting date, the following dividend was proposed by
the Board of Directors. The dividend has not been recognised as
liability in the balance sheet
2023 2022
Dividend per share, SEK 1.00 1.00
Total dividend, SEKm 285 285
The Board of Directors proposes that the total earnings in the Parent
Company at the disposal of the AGM of SEK 848m (1,115) are to be distrib-
uted as follows: SEK 285m (285) to be distributed to the shareholders and
SEK 563m (830) to be carried forward to new account.
Note
P11
Borrowings
The Parent Company’s borrowings consist of loans from credit institu-
tions for a net amount of SEK 799m (799) and commercial papers of
SEK 149m (149).
The following table shows the reconciliation of movements of
liabilities to cash flows arising from financing activities
SEKm
Long-term
borrowings
Short-term
borrowings Total
Balance at 1 January 2022
799 150 949
Changes from
financing cash flows
Proceeds from
commercial papers
- 597 597
Repayment of
commercial papers
- -598 -598
Transaction costs paid -1 - -1
Total changes from
financing cash flows
-1 -1 -2
Other changes
Reclassification between
long-term and short-term
borrowings
1 -1 -
Amortisation of capitalised
transaction costs
- 1 1
Interest expenses,
third-party borrowings
14 2 16
Interest paid -14 -2 -16
Total other changes 1 0 1
Balance at
31 December 2022
799 149 948
Changes from
financing cash flows
Proceeds from
commercial papers
- 593 593
Repayment of
commercial papers
- -594 -594
Total changes from
financing cash flows
- -1 -1
Other changes
Amortisation of capitalised
transaction costs
- 1 1
Interest expenses,
third-party borrowings
36 6 42
Interest paid -36 -6 -42
Total other changes 0 1 1
Balance at 31 December 2023 799 149 948
See Note 21 for the disclosure of the borrowings.
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Note
P12
Derivative financial instruments
The derivative financial instruments comprise single currency interest rate
swap assets amounting to SEK 4m (18) of which SEK 0m (2) is non- current
in nature and single currency interest rate swap liabilities amounting to
SEK 1m (0) of which SEK 0m (0) is non- current in nature.
Note
P13
Accrued expenses
and deferred income
Accrued expenses and deferred income amount to SEK 23m (19), of
which SEK 17m (14) is related to accrued personnel-related expenses and
SEK 6m (5) to other accrued expenses and deferred income.
Note
P14
Pledged assets and
contingent liabilities
SEKm
31 Dec
2023
31 Dec
2022
Contingent liabilities
Guarantees on behalf of group companies 235 561
Guarantee for loans from credit institutions for
group companies
1,387 1,390
Total 1,622 1,951
The company issued a parent company guarantee pursuant to Article
403, Book 2 of the Dutch Civil Code in respect of Cloetta Holland B.V. and
Cloetta Finance Holland B.V. This means that Cloetta AB declares and
accepts, under reservation of legal repeal of the declaration, joint and
several liability for the debts resulting from legal acts of Cloetta Holland
B.V. and Cloetta Finance Holland B.V. As the probability of a settlement is
remote, an estimate of the financial effect is not practical to calculate.
The company issued a support letter to Cloetta Ireland Ltd. The term and
revolving facilities agreement is unsecured in nature.
Note
P15
Related-party transactions
The Parent Company’s holdings of shares and participations in subsidiaries
are specified in Note P8.
Receivables from and liabilities to subsidiaries
are broken down as follows:
SEKm
31 Dec
2023
31 Dec
2022
Non-current interest-bearing receivables 497 474
Current interest-free receivables 159 2
Non-current interest-bearing payables -150 -142
Current interest-bearing payables -2,233 -1,814
Total -1,727 -1,480
For the Parent Company, SEK 113m (97), equal to 100 per cent (100) of the
year’s net sales, and SEK 69m (68), equal to 49 per cent (55) of the year’s
purchases, relate to group companies in the Cloetta Group. The prices of
goods and services sold to and purchased from related parties are set on
market-based terms.
At 31 December 2023, the Parent Company’s receivables from group
companies amounted to SEK 656m (476) and liabilities to subsidiaries
amounted to SEK 2,383m (1,956). Transactions with related parties are
priced on market-based terms. Total costs excluding social security charges
related to the share-based long-term incentive plan amounted to SEK 7m
(4), of which SEK 7m (4) is related to the Group Management Team.
The Parent Company has no past experience of credit losses on
receivables from group companies and future credit losses are expected
to be immaterial.
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Earnings in the Parent Company at the disposal
of the Annual General Meeting 2023
Share premium reserve SEK 2,711,620,366
Retained earnings SEK -1,860,766,166
Profit for the year SEK -3,107,068
Total SEK 847,747,132
The Board of Directors proposes that dividends be paid in a total
amount of SEK 285,342,034 equal to SEK 1.00 per share. The Board
of Directors proposes that the earnings be disposed of as follows:
The earnings are to be disposed as follows: 2023
To be distributed to the shareholders SEK 285,342,034
To be carried forward to new account SEK 562,405,098
Total SEK 847,747,132
The number of shares at 31 December 2023 was 288,619,299, of
which 3,277,265 were held in treasury.
Proposed appropriation of earnings
The Board of Directors and the President and CEO give their
assurance that the consolidated financial statements and annual
report have been prepared in accordance with Regulation (EC) No.
1606/2002 of the European Parliament and of the Council of 19 July
2002, on the Application of International Accounting Standards and
Generally Accepted Accounting Standards, and give a true and fair
view of the financial position and results of operations of the Group
and the Parent Company. The administration report for the Group
and the Parent Company gives a true and fair view of the business
activities, financial position and results of operations of the Group
and the Parent Company, and describes the significant risks and
uncertainties to which the Parent Company and the Group compa-
nies are exposed. The statutory Sustainability Report, comprising
those areas in the Cloetta AB (publ) annual report with content
specified on the inside of the front cover, has been approved for
publication by the Board of Directors.
Stockholm, 7 March 2024
Mikael Norman
Chairman
Pauline Lindwall
Member of the Board
Patrick Bergander
Member of the Board
Malin Jennerholm
Member of the Board
Alan McLean Raleigh
Member of the Board
Mikael Svenfelt
Member of the Board
Camilla Svenfelt
Member of the Board
Lena Grönedal
Employee Board member
Henri de Sauvage-Nolting
President and CEO
Our audit report was issued 7 March 2024
Öhrlings PricewaterhouseCoopers AB
Sofia Götmar-Blomstedt
Authorised Public Accountant
Partner in charge
Erik Bergh
Authorised Public Accountant
The profit and loss accounts and balance sheets of the Group and
the Parent Company are subject to approval by the AGM on 9 April
2024. The information in this report is subject to the disclosure
requirements of Cloetta AB (publ) under the provisions in the
Swedish Securities Market Act. The information was submitted
for publication on 11 March 2024, at 08:00 CET.
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Auditor’s report
Unofficial translation
To the general meeting of the shareholders of Cloetta AB (publ),
corporate identity number 556308-8144
Report on the annual accounts and consolidated accounts
Opinions
We have audited the annual accounts and consolidated accounts
of Cloetta AB (publ) for the year 2023 except for the corporate
governance statement on pages 60–73. The annual accounts and
consolidated accounts of the company are included on pages 47–123
in this document.
In our opinion, the annual accounts have been prepared in
accordance with the Annual Accounts Act and present fairly, in all
material respects, the financial position of parent company and the
group as of 31 December 2023 and its financial performance and
cash flow for the year then ended in accordance with the Annual
Accounts Act. The consolidated accounts have been prepared in
accordance with the Annual Accounts Act and present fairly, in
all material respects, the financial position of the group as of 31
December 2023 and their financial performance and cash flow for
the year then ended in accordance with International Financial
Reporting Standards (IFRS), as adopted by the EU, and the Annual
Accounts Act. Our opinions do not cover the corporate governance
statement on pages 60–73. The statutory administration report is
consistent with the other parts of the annual accounts and consoli-
dated accounts.
We therefore recommend that the general meeting of sharehold-
ers adopts the income statement and balance sheet for the parent
company and the group.
Our opinions in this report on the annual accounts and consol-
idated accounts are consistent with the content of the additional
report that has been submitted to the parent company's audit
committee in accordance with the Audit Regulation (537/2014)
Article 11.
Basis for Opinions
We conducted our audit in accordance with International Stand-
ards on Auditing (ISA) and generally accepted auditing standards
in Sweden. Our responsibilities under those standards are further
described in the Auditor’s Responsibilities section. We are inde-
pendent of the parent company and the group in accordance with
professional ethics for accountants in Sweden and have otherwise
fulfilled our ethical responsibilities in accordance with these
requirements. This includes that, based on the best of our knowledge
and belief, no prohibited services referred to in the Audit Regulation
(537/2014) Article 5.1 have been provided to the audited company
or, where applicable, its parent company or its controlled companies
within the EU.
We believe that the audit evidence we have obtained is sufficient
and appropriate to provide a basis for our opinions.
Our audit approach
Audit scope
We designed our audit by determining materiality and assessing
the risks of material misstatement in the consolidated financial
statements. In particular, we considered where management made
subjective judgements; for example, in respect of significant account-
ing estimates that involved making assumptions and considering
future events that are inherently uncertain. As in all of our audits, we
also addressed the risk of management override of internal controls,
including among other matters consideration of whether there was
evidence of bias that represented a risk of material misstatement due
to fraud.
We tailored the scope of our audit in order to perform sufficient
work to enable us to provide an opinion on the consolidated financial
statements as a whole, taking into account the structure of the
Group, the accounting processes and controls, and the industry in
which the group operates.
Materiality
The scope of our audit was influenced by our application of material-
ity. An audit is designed to obtain reasonable assurance whether the
financial statements are free from material misstatement. Misstate-
ments may arise due to fraud or error. They 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
consolidated financial statements.
Based on our professional judgement, we determined certain
quantitative thresholds for materiality, including the overall group
materiality for the consolidated financial statements as a whole.
These, together with qualitative considerations, helped us to deter-
mine the scope of our audit and the nature, timing and extent of our
audit procedures and to evaluate the effect of misstatements, both
individually and in aggregate on the financial statements as a whole.
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Key audit matters
Key audit matters of the audit are those matters that, in our pro-
fessional judgment, were of most significance in our audit of the
annual accounts and consolidated accounts of the current period.
These matters were addressed in the context of our audit of, and in
forming our opinion thereon, the annual accounts and consolidated
accounts as a whole, but we do not provide a separate opinion on
these matters.
Other Information than the annual accounts
and consolidated accounts
This document also contains other information than the annual
accounts and consolidated accounts and is found on pages 1–46 and
128–152. Other information also consists of the renumeration report
2023 which we obtained before the date of this auditor’s report. The
Board of Directors and the Managing Director are responsible for
this other information.
Our opinion on the annual accounts and consolidated accounts
does not cover this other information and we do not express any form
of assurance conclusion regarding this other information.
In connection with our audit of the annual accounts and con-
solidated accounts, our responsibility is to read the information
identified above and consider whether the information is materially
inconsistent with the annual accounts and consolidated accounts. In
this procedure we also take into account our knowledge otherwise
obtained in the audit and assess whether the information otherwise
appears to be materially misstated.
If we, based on the work performed concerning this information,
conclude that there is a material misstatement of this other informa-
tion, we are required to report that fact. We have nothing to report in
this regard.
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 annual accounts and consolidated accounts
and that they give a fair presentation in accordance with the Annual
Accounts Act and, concerning the consolidated accounts, in accord-
ance with IFRS as adopted by the EU. 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 annual
accounts and consolidated accounts that are free from material
misstatement, whether due to fraud or error.
In preparing the annual accounts and consolidated accounts, The
Board of Directors and the Managing Director are responsible for
the assessment of the company's and the group's ability to continue
as a going concern. They disclose, as applicable, matters related to
going concern and using the going concern basis of accounting. The
going concern basis of accounting is however not applied if the Board
of Directors and the Managing Director intend to liquidate the com-
pany, to cease operations, or has no realistic alternative but to do so.
The Audit Committee shall, without prejudice to the Board of
Directors’ responsibilities and tasks in general, among other things
oversee the company’s financial reporting process.
Auditor’s responsibility
Our objectives are to obtain reasonable assurance about whether the
annual accounts and consolidated accounts as a whole are free from
material misstatement, whether due to fraud or error, and to issue an
auditor’s report that includes our opinions. Reasonable assurance is a
high level of assurance but is not a guarantee that an audit conducted
in accordance with ISAs and generally accepted auditing standards
in Sweden will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered
material if, individually or in the aggregate, they could reasonably be
expected to influence the economic decisions of users taken on the
basis of these annual accounts and consolidated accounts.
A further description of our responsibility for the audit of the
annual accounts and consolidated accounts is available on
Revisorsinspektionen’s website: www.revisorsinspektionen.se/
revisornsansvar. This description is part of the auditor´s report.
Key audit matters How our audit addressed the Key audit matters
Impairment test for intangible assets
Goodwill and other intangible assets with an indefinite useful life repre-
sent a significant part of the Balance Sheet of Cloetta and amount to
SEK 5,803m (5,813) as of 31 December 2023. The group annually per-
forms an impairment assessment of the assets based on a calculation of
the discounted cash flow for the cash generating unit in which goodwill
and other intangible assets are reported, as required by IFRS. Impair-
ment tests, by their nature, are based on a high level of judgments and
assumptions regarding future cash flows.
Information is provided in Note 1 and 12 as to how the group’s manage-
ment has undertaken its assessments and provides information on
important assumptions and sensitivity analyses. As described in Note
12, key variables in the test are growth rate and discount factor (cost of
capital). It is also presented that no impairment requirement has been
identified in 2023 based on the assumptions undertaken.
In our audit, we have evaluated the calculation model applied by man-
agement and tested the mathematical accuracy. This implies that we
have reconciled and critically tested essential variables against budget
and long-term plan for the group and in some cases towards external
data. Furthermore, we have performed a retrospective review of the prior
period estimate by comparing it to actual current period results.
We have tested the sensitivity in the group’s analysis for key assumptions
in order to assess the risk for impairment. We have also assessed the dis-
closures included in the financial statements.
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Report on other legal and regulatory requirements
The auditor’s examination of the administration
of the company and the proposed appropriations
of the company’s profit or loss
Opinions
In addition to our audit of the annual accounts and consolidated
accounts, we have also audited the administration of the Board of
Directors’ and the Managing Director of Cloetta AB (publ) for the
year 2023 and the proposed appropriations of the company’s profit
or loss.
We recommend to the general meeting of shareholders that the
profit be appropriated in accordance with the proposal in the stat-
utory administration report and that the members of the Board of
Director's and the Managing Director be discharged from liability
for the financial year.
Basis for Opinions
We conducted the audit in accordance with generally accepted audit-
ing standards in Sweden. Our responsibilities under those standards
are further described in the Auditor’s Responsibilities section. We
are independent of the parent company and the group in accordance
with professional ethics for accountants in Sweden and have other-
wise fulfilled our ethical responsibilities in accordance with these
requirements.
We believe that the audit evidence we have obtained is sufficient
and appropriate to provide a basis for our opinions.
Responsibilities of the Board of Directors
and the Managing Director
The Board of Directors is responsible for the proposal for appropri-
ations of the company’s profit or loss. At the proposal of a dividend,
this includes an assessment of whether the dividend is justifiable
considering the requirements which the company's and the group's
type of operations, size and risks place on the size of the parent com-
pany's and the group’ equity, consolidation requirements, liquidity
and position in general.
The Board of Directors is responsible for the company’s
organization and the administration of the company’s affairs.
This includes among other things continuous assessment of the
company's and the group's financial situation and ensuring that
the company's organization is designed so that the accounting,
management of assets and the company’s financial affairs otherwise
are controlled in a reassuring manner. The Managing Director
shall manage the ongoing administration according to the Board
of Directors’ guidelines and instructions and among other matters
take measures that are necessary to fulfill the company’s account-
ing in accordance with law and handle the management of assets in
a reassuring manner.
Auditor’s responsibility
Our objective concerning the audit of the administration, and
thereby our opinion about discharge from liability, is to obtain audit
evidence to assess with a reasonable degree of assurance whether
any member of the Board of Directors or the Managing Director in
any material respect:
• has undertaken any action or been guilty of any omission which
can give rise to liability to the company, or
• in any other way has acted in contravention of the Companies Act,
the Annual Accounts Act or the Articles of Association.
Our objective concerning the audit of the proposed appropriations of
the company’s profit or loss, and thereby our opinion about this, is to
assess with reasonable degree of assurance whether the proposal is
in accordance with the Companies Act.
Reasonable assurance is a high level of assurance but is not a
guarantee that an audit conducted in accordance with generally
accepted auditing standards in Sweden will always detect actions or
omissions that can give rise to liability to the company, or that the
proposed appropriations of the company’s profit or loss are not in
accordance with the Companies Act.
A further description of our responsibility for the audit of the
administration is available on Revisorsinspektionen’s website:
www.revisorsinspektionen.se/revisornsansvar. This description is
part of the auditor’s report.
The auditor’s examination of the ESEF report
Opinion
In addition to our audit of the annual accounts and consolidated
accounts, we have also examined that the Board of Directors and
the Managing Director have prepared the annual accounts and
consolidated accounts in a format that enables uniform electronic
reporting (the ESEF report) pursuant to Chapter 16, Section 4(a) of
the Swedish Securities Market Act (2007:528) for Cloetta AB (publ)
for the financial year 2023.
Our examination and our opinion relate only to the statutory
requirements.
In our opinion, the ESEF report has been prepared in a format
that, in all material respects, enables uniform electronic reporting.
Basis for Opinions
We have performed the examination in accordance with FAR’s
recommendation RevR 18 Examination of the ESEF report. Our
responsibility under this recommendation is described in more
detail in the Auditors’ responsibility section. We are independent
of Cloetta AB (publ) in accordance with professional ethics for
accountants in Sweden and have otherwise fulfilled our ethical
responsibilities in accordance with these requirements.
We believe that the evidence we have obtained is sufficient and
appropriate to provide a basis for our opinion.
Responsibilities of the Board of Directors
and the Managing Director
The Board of Directors and the Managing Director are respon-
sible for the preparation of ESEF report in accordance with the
Chapter 16, Section 4(a) of the Swedish Securities Market Act
(2007:528), and for such internal control that the Board of Direc-
tors and the Managing Director determine is necessary to prepare
the ESEF report without material misstatements, whether due to
fraud or error.
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Auditor’s responsibility
Our responsibility is to form an opinion with reasonable assurance
whether the ESEF report is in all material respects prepared in a
format that meets the requirements of Chapter 16, Section 4(a) of the
Swedish Securities Market Act (2007:528), based on the procedures
performed.
RevR 18 requires us to plan and execute procedures to achieve
reasonable assurance that the ESEF report is prepared in a format
that meets these requirements.
Reasonable assurance is a high level of assurance, but it is not
a guarantee that an engagement carried out according to RevR 18
and generally accepted auditing standards in Sweden 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 ESEF report.
The firm applies International Standard on Quality Management
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 standards and
applicable legal and regulatory requirements.
The examination involves obtaining evidence, through various
procedures, that the ESEF report has been prepared in a format
that enables uniform electronic reporting of the annual accounts
and consolidated accounts. The procedures selected depend on the
auditor’s judgment, including the assessment of the risks of material
misstatement in the report, whether due to fraud or error. In carrying
out this risk assessment, and in order to design audit procedures that
are appropriate in the circumstances, the auditor considers those
elements of internal control that are relevant to the preparation of the
ESEF report by the Board of Directors and the Managing Director,
but not for the purpose of expressing an opinion on the effectiveness
of those internal controls. The examination also includes an evalua-
tion of the appropriateness and reasonableness of assumptions made
by the Board of Directors and the Managing Director.
The procedures mainly include a validation that the ESEF report
has been prepared in a valid XHMTL format and a reconciliation of
the ESEF report with the audited annual accounts and consolidated
accounts.
Furthermore, the procedures also include an assessment of
whether the consolidated statement of financial performance,
financial position, changes in equity, cash flow and disclosures in
the ESEF report have been marked with iXBRL in accordance with
what follows from the ESEF regulation.
The auditor’s examination of the corporate governance
statement
The Board of Directors is responsible for that the corporate govern-
ance statement on pages 60–73 has been prepared in accordance
with the Annual Accounts Act.
Our examination of the corporate governance statement is
conducted in accordance with FAR’s auditing standard RevR 16 The
auditor’s examination of the corporate governance statement. This
means that our examination of the corporate governance statement
is different and substantially less in scope than an audit conducted in
accordance with International Standards on Auditing and generally
accepted auditing standards in Sweden. We believe that the exami-
nation has provided us with sufficient basis for our opinions.
A corporate governance statement has been prepared. Disclo-
sures in accordance with chapter 6 section 6 the second paragraph
points 2–6 of the Annual Accounts Act and chapter 7 section 31 the
second paragraph the same law are consistent with the other parts of
the annual accounts and consolidated accounts and are in accord-
ance with the Annual Accounts Act.
Öhrlings PricewaterhouseCoopers AB, 113 97 Stockholm, was
appointed auditor of Cloetta AB (publ) by the general meeting of
the shareholders on the 4 April 2023 and has been the company’s
auditor since the 4 April 2019.
Stockholm, 7 March 2024
Öhrlings PricewaterhouseCoopers AB
Sofia Götmar-Blomstedt
Authorised Public Accountant
Partner in charge
Erik Bergh
Authorised Public Accountant
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Ten-year overview
SEKm 2023 2022 2021 2020 2019 2018 2017 2016 2015 2014
Profit and loss account in summary
Net sales 8,301 6,869 6,046 5,695 6,493 6,218 5,784 5,107 5,674 5,313
Cost of goods sold -5,751 -4,738 -3,898 -3,718 -4,112 -3,934 -3,678 -3,084 -3,463 -3,325
Gross profit 2,550 2,131 2,148 1,977 2,381 2,284 2,106 2,023 2,211 1,988
Other income - - - - - 4 6 - 0 5
Selling expenses -1,073 -1,009 -938 -951 -1,011 -1,025 -972 -806 -949 -892
General and administrative expenses -742 -656 -645 -584 -643 -603 -613 -582 -591 -524
Operating profit 735 466 565 442 727 660 527 635 671 577
Exchange differences cash and cash
equivalents in foreign currencies
-43 -143 33 -10 -19 -16 -17 -8 -1 -11
Other financial income 128 83 9 3 2 5 7 17 6 4
Other financial expenses -250 -63 -49 -52 -62 -87 -74 -175 -183 -232
Net financial items -165 -123 -7 -59 -79 -98 -84 -166 -178 -239
Profit before tax 570 343 558 383 648 562 443 469 493 338
Income tax expense -133 -68 -86 -118 -150 -79 -206 -122 -107 -96
Profit for the period
for continuing operations
437 275 472 265 498 483 237 347 386 242
Result after tax from
discontinued operations
- - - - - - -334 -538 - -
Net profit/loss for the period 437 275 472 265 498 483 -97 -191 386 242
Profit for the period attributable to:
Owners of the Parent Company
Continuing operations 437 275 472 265 498 483 237 347 386 242
Discontinued operation - - - - - - -334 -538 - -
Total 437 275 472 265 498 483 -97 -191 386 242
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SEKm
31 Dec
2023
31 Dec
2022
31 Dec
2021
31 Dec
2020
31 Dec
2019
31 Dec
2018
31 Dec
2017
31 Dec
2016
31 Dec
2015
31 Dec
2014
Balance sheet in summary
Intangible assets 5,862 5,883 5,582 5,530 5,684 5,626 5,490 5,354 5,948 5,882
Property, plant and equipment 1,686 1,581 1,576 1,560 1,559 1,354 1,338 1,700 1,698 1,667
Deferred tax asset 23 43 42 21 9 16 20 54 64 84
Derivative financial instruments 5 25 2 - - - - - - -
Other financial assets 3 3 5 3 7 11 11 13 27 105
Total non-current assets 7,579 7,535 7,207 7,114 7,259 7,007 6,859 7,121 7,737 7,738
Inventories 1,292 1,090 843 952 888 765 745 780 786 853
Trade and other receivables 1,089 1,030 787 736 928 838 881 988 975 1,121
Current income tax assets 47 44 19 30 6 6 8 36 3 3
Derivative financial instruments 18 34 1 - - 1 0 4 1 2
Cash and cash equivalents 658 583 692 396 579 551 759 298 246 229
Total current assets 3,104 2,781 2,342 2,114 2,401 2,161 2,393 2,106 2,011 2,208
Assets held for sale - - - - - - - 9 11 16
TOTAL ASSETS
10,683 10,316 9,549 9,228 9,660 9,168 9,252 9,236 9,759 9,962
Equity 5,098 4,994 4,515 4,153 4,197 3,968 3,818 4,199 4,344 4,048
Long-term borrowings 2,264 2,277 2,162 111 939 2,076 1,715 2,666 2,612 2,993
Deferred tax liability 900 884 863 836 803 754 703 586 621 483
Derivative financial instruments 8 - - 0 3 3 2 12 44 56
Other non-current liabilities - - - - - - 138 - 43 147
Provisions for pensions and
other long-term employee benefits
382 345 505 512 499 419 374 396 378 505
Provisions 160 107 - 5 5 9 5 22 10 16
Total non-current liabilities 3,714 3,613 3,530 1,464 2,249 3,261 2,937 3,682 3,708 4,200
Short-term borrowings 220 207 206 2,368 1,870 500 999 2 344 423
Derivative financial instruments 1 - 0 54 68 61 71 54 35 16
Trade and other payables 1,585 1,419 1,267 1,144 1,227 1,342 1,394 1,196 1,216 1,152
Provisions 14 6 5 24 5 23 3 64 57 65
Current income tax liabilities 51 77 26 21 44 13 30 39 55 58
Total current liabilities 1,871 1,709 1,504 3,611 3,214 1,939 2,497 1,355 1,707 1,714
Total equity and liabilities 10,683 10,316 9,549 9,228 9,660 9,168 9,252 9,236 9,759 9,962
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1) Return on capital employed for 2016 was calculated pro-forma for continuing operations.
2) Average number of employees is presented for continuing operations in 2017. Employee numbers in 2019 have been updated following the implementation of a new company-wide HR
system. Comparative figures have not been restated.
3) Until 2020, Cloetta entered into forward contracts to repurchase own shares to fulfill its future obligation to deliver the shares to the participants of its long-term share-based incentive plan.
The last contract was settled in 2021. As of 2021, Cloetta purchased treasury shares to fulfill its future obligation to deliver shares to the participants of the long-term share-based incentive
plan, if vesting conditions are met.
4) In March 2020, the Board of Directors decided to withdraw its proposal for a dividend for the 2019 financial year of SEK 1.00 per share, as a result of the increased uncertainty due to the
Covid-19 pandemic. In September 2020, the Board of Directors proposed a dividend of SEK 0.50 per share for the 2019 financial year, considering Cloetta’s strong financial position and
cash generative business model. The EGM on 3 November 2020 approved this dividend proposal.
Key ratios
SEKm 2023 2022 2021 2020 2019 2018 2017 2016 2015 2014
Profit
Net sales 8,301 6,869 6,046 5,695 6,493 6,218 5,784 5,107 5,674 5,313
Net sales, change % 20.8 13.6 6.2 -12.3 4.4 7.5 13.3 n/a 6.8 8.6
Organic net sales, change, % 15.7 10.0 8.4 -11.2 2.3 -2.8 -1.2 n/a 1.5 1.0
Gross margin, % 30.7 31.0 35.5 34.7 36.7 36.7 36.4 39.6 39.0 37.4
Depreciation -284 -251 -250 -270 -290 -218 -218 -206 -227 -198
Amortisation -11 -11 -10 -10 -11 -12 -11 -5 -4 -3
Impairment loss other non-current assets 17 -136 -1 -13 -2 - -9 -2 - -
Operating profit (EBIT), adjusted 799 691 571 495 743 677 604 695 690 632
Operating profit margin
(EBIT margin), adjusted %
9.6 10.1 9.4 8.7 11.4 10.9 10.4 13.6 12.2 11.9
Operating profit (EBIT) 735 466 565 442 727 660 527 635 671 577
Operating profit margin
(EBIT margin), %
8.9 6.8 9.3 7.8 11.2 10.6 9.1 12.4 11.8 10.9
EBITDA, adjusted 1,100 955 832 777 1,046 907 833 906 921 833
EBITDA 1,013 864 826 735 1,030 890 765 848 902 778
Profit margin, % 6.9 5.0 9.2 6.7 10.0 9.0 7.7 9.2 8.7 6.4
Segments
Branded packaged products
Net sales 6,153 5,169 4,686 4,527 n/a n/a n/a n/a n/a n/a
Operating profit, adjusted 786 669 577 649 n/a n/a n/a n/a n/a n/a
Operating profit margin, adjusted % 12.8 12.9 12.3 14.3 n/a n/a n/a n/a n/a n/a
Pick & mix
Net sales 2,148 1,700 1,360 1,168 n/a n/a n/a n/a n/a n/a
Operating profit, adjusted 13 22 -6 -154 n/a n/a n/a n/a n/a n/a
Operating profit margin, adjusted % 0.6 1.3 -0.4 -13.2 n/a n/a n/a n/a n/a n/a
Financial position
Working capital 796 701 363 540 589 402 232 572 628 819
Capital expenditure 379 296 230 357 235 184 157 170 161 186
Net debt 1,825 1,855 1,679 2,139 2,302 2,091 2,035 2,443 2,818 3,308
Capital employed 7,973 7,823 7,388 7,198 7,576 7,027 6,979 7,329 7,756 8,041
Return on capital employed, %
1
10.9 7.2 7.9 6.0 10.0 9.5 8.2 11.1 8.6 7.5
Equity/assets ratio, % 47.7 48.4 47.3 45.0 43.4 43.3 41.3 45.5 44.5 40.6
Net debt/equity ratio, % 35.8 37.1 37.2 51.5 54.8 52.7 53.3 58.2 64.9 81.7
Return on equity, % 8.6 5.5 10.5 6.4 11.9 12.2 6.2 -4.5 8.9 6.0
Equity per share, SEK 17.9 17.5 15.7 14.4 14.5 13.7 13.2 14.5 15.1 14.0
Net debt/EBITDA, x 1.7 1.9 2.0 2.8 2.2 2.3 2.4 2.4 3.0 4.0
Cash flow
Cash flow from operating activities 778 519 858 641 724 628 712 889 927 500
Cash flow from investing activities -280 -213 -191 -274 -330 -184 -22 -322 -367 -369
Cash flow after investments 498 306 667 367 394 444 690 567 560 131
Free cash flow 496 305 664 366 538 444 555 719 766 318
Free cash flow yield, % 9.5 5.1 8.8
5.2 5.9 6.3 6.5 8.7 9.5 4.9
Cash flow from operating
activities per share, SEK
2.7 1.8 3.0 2.2 2.5 2.2 2.5 3.1 3.2 1.7
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2023 2022 2021 2020 2019 2018 2017 2016 2015 2014
Employees
Average number of employees
2
2,582 2,598 2,599 2,653 2,629 2,458 2,467 2,115 2,583 2,533
Share data
Earnings per share, SEK
Basic
3
1.53 0.96 1.64 0.92 1.74 1.69 -0.34 -0.67 1.35 0.84
Diluted
3
1.53 0.96 1.64 0.92 1.74 1.68 -0.34 -0.67 1.35 0.84
Earnings per share from
continuing operations, SEK
Basic
3
1.53 0.96 1.64 0.92 1.74 1.69 0.83 1.21 1.35 0.84
Diluted
3
1.53 0.96 1.64 0.92 1.74 1.68 0.83 1.21 1.35 0.84
Earnings per share from
discontinued operation, SEK
Basic
3
- - - - - - -1.17 -1.88 - -
Diluted
3
- - - - - - -1.17 -1.88 - -
Ordinary dividend per share,
proposed, SEK
4
1.00 1.00 1.00 0.75 0.50 1.00 0.75 0.75 0.50 -
Special dividend per share, SEK - - - - - - 0.75 - - -
Number of shares outstanding
at end of period
3
285,342,034 285,405,738 287,028,670 288,619,299 288,619,299 288,619,299 288,619,299 288,619,299 288,619,299 288,619,299
Average number of shares (basic)
3
285,394,917 286,806,351 287,480,924 286,590,993 286,578,395 286,492,413 286,320,464 286,193,024 286,290,840 286,987,990
Average number of shares (diluted)
3
285,650,818 286,890,237 287,518,726 286,805,203 286,724,049 286,650,070 286,492,178 286,447,465 286,561,607 287,092,780
Share-price at year-end, SEK 18.32 20.86 26.20 24.52 31.70 24.30 29.70 28.70 28.00 22.60
Exchange Rates
EUR, average 11.4821 10.6346 10.1527 10.4880 10.5815 10.2543 9.6362 9.4700 9.3445 9.1051
EUR, end of period 11.0960 11.1218 10.2503 10.0343 10.4468 10.2274 9.8210 9.5804 9.1679 9.3829
NOK, average 1.0046 1.0532 0.9991 0.9757 1.0748 1.0672 1.0324 1.0200 1.0432 1.0882
NOK, end of period 0.9871 1.0578 1.0262 0.9584 1.0591 1.0294 0.9997 1.0548 0.9563 1.0439
GBP, average 13.2099 12.4689 11.8203 11.7868 12.0732 11.5917 10.9909 11.5480 12.8736 11.3118
GBP, end of period 12.7680 12.5397 12.1987 11.1613 12.2788 11.3992 11.0684 11.1673 12.4835 12.0340
DKK, average 1.5410 1.4295 1.3652 1.4070 1.4173 1.3760 1.2956 1.2721 1.2529 1.2215
DKK, end of period 1.4888 1.4956 1.3784 1.3485 1.3982 1.3698 1.3192 1.2888 1.2287 1.2604
1) Return on capital employed for 2016 was calculated pro-forma for continuing operations.
2) Average number of employees is presented for continuing operations in 2017. Employee numbers in 2019 have been updated following the implementation of a new company-wide HR
system. Comparative figures have not been restated.
3) Until 2020, Cloetta entered into forward contracts to repurchase own shares to fulfill its future obligation to deliver the shares to the participants of its long-term share-based incentive plan.
The last contract was settled in 2021. As of 2021, Cloetta purchased treasury shares to fulfill its future obligation to deliver shares to the participants of the long-term share-based incentive
plan, if vesting conditions are met.
4) In March 2020, the Board of Directors decided to withdraw its proposal for a dividend for the 2019 financial year of SEK 1.00 per share, as a result of the increased uncertainty due to the
Covid-19 pandemic. In September 2020, the Board of Directors proposed a dividend of SEK 0.50 per share for the 2019 financial year, considering Cloetta’s strong financial position and
cash generative business model. The EGM on 3 November 2020 approved this dividend proposal.
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Reconciliation of alternative performance measures
SEKm 2023 2022 2021 2020 2019 2018 2017 2016 2015 2014
Items affecting comparability
Acquisitions, integration and
restructurings
-64 -249 -6 -53 -13 -38 -62 -43 -47 -85
of which: impairment loss
other non-current assets
23 -134 - -11 - - -9 -2 - -
Remeasurements of contingent
considerations
- - - - - 21 5 -17 33 27
Remeasurements of assets held for sale - - - - - - - - -5 -
Other items affecting comparability - 24 - - -3 0 -20 - - 3
Items affecting comparability -64 -225 -6 -53 -16 -17 -77 -60 -19 -55
Corresponding line in the condensed
consolidated profit and loss account:
Net sales - - - - - 0 - - -4 -
Cost of goods sold -48 -210 1 -19 2 3 -39 -15 -22 -51
Other income - - - - - 4 4 - - 3
Selling expenses 1 -4 - -12 -6 -1 -6 - -12 -7
General and administrative expenses -17 -11 -7 -22 -12 -23 -36 -45 19 -
Total -64 -225 -6 -53 -16 -17 -77 -60 -19 -55
Operating profit, adjusted
1
Operating profit 735 466 565 442 727 660 527 635 671 577
Minus: Items affecting comparability -64 -225 -6 -53 -16 -17 -77 -60 -19 -55
Operating profit, adjusted 799 691 571 495 743 677 604 695 690 632
Net sales 8,301 6,869 6,046 5,695 6,493 6,218 5,784 5,107 5,674 5,313
Operating profit margin, adjusted, % 9.6 10.1 9.4 8.7 11.4 10.9 10.4 13.6 12.2 11.9
EBITDA, adjusted
1
Operating profit 735 466 565 442 727 660 527 635 671 577
Minus: Depreciation -284 -251 -250 -270 -290 -218 -218 -206 -227 -198
Minus: Amortisation -11 -11 -10 -10 -11 -12 -11 -5 -4 -3
Minus: Impairment loss other
non-current assets
17 -136 -1 -13 -2 - -9 -2 - -
EBITDA 1,013 864 826 735 1,030 890 765 848 902 778
Minus: Items affecting comparability
(excl. impairment loss goodwill and
trademarks and other non-current assets)
-87 -91 -6 -42 -16 -17 -68 -58 -19 -55
EBITDA, adjusted 1,100 955 832 777 1,046 907 833 906 921 833
1) The key figure has been affected by IFRS 16 ‘Leases’ as of 1 January 2019. Comparative figures are not restated.
2) Return on capital employed for 2017 has been calculated pro-forma for continuing operations.
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SEKm 2023 2022 2021 2020 2019 2018 2017 2016 2015 2014
Capital employed
1,2
Total assets 10,683 10,316 9,549 9,228 9,660 9,168 9,252 9,236 9,759 9,962
Minus: Deferred tax liability 900 884 863 836 803 754 703 586 621 483
Minus: Other non-current liabilities - - - - - - 138 - 43 147
Minus: Non-current provisions 160 107 - 5 5 9 5 22 10 16
Minus: Current provisions 14 6 5 24 5 23 3 64 57 65
Minus: Trade and other payables 1,585 1,419 1,267 1,144 1,227 1,342 1,394 1,196 1,216 1,152
Minus: Current income tax liabilities 51 77 26 21 44 13 30 39 55 58
Plus: Interest-bearing other current liabilities - - - - - - - - -1 -
Capital employed 7,973 7,823 7,388 7,198 7,576 7,027 6,979 7,329 7,756 8,041
Capital employed comparative period
previous year
7,823 7,388 7,198 7,576 7,027 6,979 5,966 7,756 8,041 7,438
Average capital employed 7,898 7,606 7,293 7,387 7,302 7,003 6,473 7,543 7,899 7,740
Return on capital employed
1,2
Operating profit 735 466 565 442 727 660 527 635 671 577
Financial income 128 83 9 3 2 5 7 17 6 4
Operating profit plus financial income 863 549 574 445 729 665 534 652 677 581
Average capital employed 7,898 7,606 7,293 7,387 7,302 7,003 6,473 5,879 7,899 7,740
Return on capital employed, % 10.9 7.2 7.9 6.0 10.0 9.5 8.2 11.1 8.6 7.5
Free cash flow yield
1
Cash flow from operating activities 778 519 858 641 724 628 712 889 927 500
Cash flows from investments in property,
plant and equipment and intangible
assets
-282 -214 -194 -275 -186 -184 -157 -170 -161 -182
Free cash flow 496 305 664 366 538 444 555 719 766 318
Number of shares outstanding
285,342,034 285,405,738 287,028,670 288,619,299 288,619,299 288,619,299 288,619,299 288,619,299 288,619,299 288,619,299
Free cash flow per share , SEK 1.74 1.07 2.31 1.27 1.86 1.54 1.92 2.49 2.65 1.10
Market price per share, SEK 18.32 20.86 26.20 24.52 31.70 24.30 29.70 28.70 28.00 22.60
Free cash flow yield, % 9.5 5.1 8.8 5.2 5.9 6.3 6.5 8.7 9.5 4.9
Changes in net sales
Net sales 8,301 6,869 6,046 5,695 6,493 6,218 5,784 5,107 5,674 5,313
Net sales comparative period previous year 6,869 6,046 5,695 6,493 6,218 5,784 5,107 n/a 5,313 4,893
Net sales, change 1,432 823 351 -798 275 434 677 n/a 361 420
Minus: Structural changes - - - - - 375 708 n/a 208 213
Minus: Changes in exchange rates 356 217 -125 -70 129 217 30 n/a 77 158
Organic growth 1,076 606 476 -728 146 -158 -61 n/a 76 49
Structural changes, % - - - - - 6.5 13.9 n/a 3.9 4.4
Organic growth, % 15.7 10.0 8.4 -11.2 2.3 -2.8 -1.2 n/a 1.4 1.0
1) The key figure has been affected by IFRS 16 ‘Leases’ as of 1 January 2019. Comparative figures are not restated.
2) Return on capital employed for 2017 has been calculated pro-forma for continuing operations.
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Materiality and impact
Cloetta’s overall sustainability mission is to contribute to A Sweeter Future
by taking responsibility for our impacts, both positive and negative, on
people, society and the environment. We combine this responsibility with
a focus on creating value for our stakeholders which is fundamental to
Cloetta’s continued success and growth.
Materiality analysis
Cloetta reports the results of its sustaina-
bility work in accordance with the Global
Reporting Initiative (GRI). One fundamen-
tal principle is to base our work on the most
material issues. Material issues are topics
that reflect Cloetta’s significant economic,
environmental and social impacts. The
materiality of a topic for Cloetta and thereby
the decision to include it in our goals is
determined by the degree of impact caused
by our activities throughout the value chain
and how much the issue impacts our busi-
ness strategy. Our responsibility extends
beyond our own operations and includes
our ability to influence others in the value
chain. By taking a value chain perspective,
Cloetta can identify opportunities and risks,
dedicate resources and report how we create
value (see page 54–58).
We maintain an up-to-date understand-
ing of our material topics through engage-
ment and dialogue with key stakeholders,
as well as by monitoring our business and
industry peers and the relevant global
trends and drivers that shape our business.
These topics are scored in terms of impact
on the environment, society and the econ-
omy, as well as the potential to impact our
business (both positively and negatively).
The topics scoring both high in impact on
our business and impact on the environ-
ment, economy and society are deemed as
Materiality & Governance
Cloetta has for many years evaluated its impact on people and the environment by conducting materiality assessments.
This matrix summarises the results of our materiality analysis. No new topics were included or excluded this year.
Proactively defend
• Food safety
• Happy and healthy employees
• Consumer health
• Occupational health and safety
• Traceability of resources (country of origin)
Manage & Maintain
• Equality and diversity in the workplace
• Ethics and anti-corruption
• Responsible marketing
• Waste management
• Competence development and retaining employees
• Community involvement
Value creators
• Climate action – total emissions impact from
value chain
• Transport and logistics
• Less and Better Packaging
• Consumer and product transparency
Potential Differentiators
• Living conditions in the supply chain
• Human and labour rights in supply chain
• Biodiversity impact from key raw materials
• Energy use
• Food waste
Impact on Cloetta’s business
Important
High
Cloetta’s ability to impact the economy, society, environment
Materiality analysis
Very important
Very high
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Value Creators and therefore high priority.
These are reflected in our sustainability
initiatives or existing programmes that
require monthly tracking.
Our material topics are annually
reviewed and validated by our internal
experts representing all major departments
and the Group Management Team. A
thorough assessment of the topics, and a
more involved stakeholder dialogue takes
place every three years, in parallel with
adjusting the long-term sustainability
strategy. The outcome of the materiality
assessment is communicated and anchored
with the Board of Directors.
The Sustainability manager oversees
dialogue on sustainability related issues
with a wide range of internal and external
groups. Feedback from this dialogue is
reported to Group Management Team
Stakeholders’ key sustainability issues
Stakeholder Key issues – sustainability Communication and cooperation
Customers and
consumers
• Food safety and consumer health
• Climate action
• Human & labour rights in the supply chain
• Less and Better Packaging
• Transport & logistics
•
With consumers via annual surveys, websites and social media
• With customers through in-person (or online) customer and
sales meetings three times per year, and via customer surveys
and collaborative initiatives for e.g. eco-efficient transportation
Employees,
Board &
Management
• Competence development
• Health and safety, employee well-being
• Equality & diversity in the workplace
• Ethics and anti-corruption
• Climate action
• Long-term sustainable value growth
•
Daily meetings to discuss occupational health and safety in
the factories
• Annual performance reviews with all employees
• Systematic skills development
• Up-to-date information provided monthly, e.g. via managers,
union representatives and Cloetta’s intranet
• Employee survey “Cloetta Engagement survey” every other year
Shareholders
and investors
• Long-term sustainable value growth
• Transparency & risk management
• Ethics and anti-corruption
• Climate action
• Human & labour rights in the supply chain
• Analyst and investor meetings
• Interim reports
• Annual general meeting
• Annual and Sustainability Report
• Cloetta’s website
Suppliers • Food safety
• Climate action
• Human & labour rights in the supply chain
• Biodiversity impact from key raw materials
• Ethics and anti-corruption
• Less and Better Packaging
• Transport & logistics
• Annual evaluation of suppliers’ performance
• Audits
• Development projects
• Collaborative projects for sustainability
Communities
and the public
• Transparency
• Community involvement
• Climate action
• Human & labour rights in the supply chain
•
Continuous contact with the local communities/municipalities
close to Cloetta’s factories with regard to the local environment
• Annual audits by certification bodies for ISO, BRC, RSPO and
Rainforest Alliance
• Continuous contact with key opinion leaders
Regulatory
authorities
• Legal and regulatory compliance • Continuous contact with public authorities in areas related to
workplace health and safety, environmental and product
Stakeholders
E
m
p
l
o
y
e
e
s
S
h
a
r
e
h
o
l
d
e
r
s
C
u
s
t
o
m
e
r
s
S
u
p
p
l
i
e
r
s
C
o
n
s
u
m
e
r
s
S
o
c
i
e
t
y
Banks/
financial
players
Stockholm
stock exchange
Media
Non-profit
organisations
Schools/
universities
Governments
Consumer
organisations
Union
organisations
Industry
organisations
135Cloetta Annual and Sustainability Report 2023
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introduction
and influences our decision making to
strengthen our strategy and response.
In 2023, we initiated a double materi-
ality assessment, the essential first step
to comply with the EU’s new Corporate
Sustainability Reporting Directive (CSRD).
“Double materiality” is a concept in which
companies must consider how their actions
impact both people and the planet, but
also how sustainability issues can affect
their financial wellbeing. By conducting a
double materiality assessment, we aim to
ensure that our sustainability efforts are
well aligned with both our internal business
priorities and the expectations of our exter-
nal stakeholders. The insights gained from
this process will guide Cloetta’s strategies,
policies, and actions as part of our sustaina-
bility agenda.
Two Code of Conducts
Cloetta’s business activities and sustaina-
bility work are based on the Cloetta Code
of Conduct. The Code of Conduct contains
guidelines based on the UN’s Global Com-
pact with commitments regarding human
rights, business ethics and anti-corruption,
the company’s assets, data security and
environmental responsibility.
We are a Signatory of the UN Global
Compact, we support the OECD Guidelines
for Multinational Enterprises, and we apply
the UN Guiding Principles on Business &
Human Rights in our work to identify and
remediate any negative impact on people
that is a direct or indirect result of our
operations. These principles are the foun-
dation for the Supplier Code of Conduct.
It specifies our requirements as well as
our ambitions when it comes to upholding
human and labor rights, conducting ethical
business and improving suppliers’ perfor-
mance in health and safety and environ-
mental management. Cloetta’s suppliers are
approved and monitored against criteria for
product safety, quality, health and safety,
and sustainability.
Anti-corruption policy
Cloetta uses a number of policies that are
based on our Code of Conduct, one of which
is the anti-corruption and anti-bribery
policy. The policy applies to all parties that
represent Cloetta (including temporary
staff, sub-contractors’ staff and sales agents)
and covers all business activities and relation-
ships of the company in all markets. The
anti-corruption policy describes Cloetta’s
control principles and provides information
about deviation reporting and penalties for
non-compliance. The risk of corruption is
not deemed to be significant but is moni-
tored primarily due to Cloetta’s extensive
supply chain and rapid societal changes in
Cloetta’s markets.
Organisation
The Board of Directors and President and
CEO are ultimately responsible for Cloetta’s
sustainability-related efforts and results.
They are ultimately responsible for the
compliance with laws and regulations, of
which there are no significant instances
of non-compliance. Cloetta’s Group
Management Team has been deeply involved
in developing the sustainability agenda
and for each of the different sustainability
initiatives there is one executive sponsor
from Cloetta’s Group Management Team.
The CMO is the director for Innovation
and Sustainability, who together with the
Global Marketing Director for Candy and
Sustainability and the Sustainability man-
ager report on progress at monthly Group
Management Team meetings, where sus-
tainability is a standing item on the agenda.
The Sustainability manager is the
spokesperson for environmental and social
issues and responsible for identifying prior-
itised areas. The Sustainability Reporting
manager is the spokesperson for reporting
and governance issues. Both of them acting
as as the stakeholders link to the manage-
ment team and supporting the implementa-
tion of Cloetta´s sustainability agenda.
In addition, the company’s different
business function leaders are responsible
for the implementation of the sustainability
agenda within their part of the organisation.
Environmental and occupational health and
safety managers are in place at all Cloetta’s
factories, and report to the group Director of
Health, Safety & Environment (HSE).
With support of the Sustainability
manager, the Group Management Team is
responsible for evaluating the effectiveness
and relevance of the management approach
to sustainability.
Sustainability updates are provided to
the Board of Directors, sustainability train-
ings and regular progress meetings are pro-
vided for the Group Management team and
the whole company. The Audit Committee,
established by the Board of Directors,
Strategic components
Policy and prioritised areas
• Overall strategy
• Cloetta Code of Conduct
• Supplier Code of Conduct
• Sustainability agenda
Goals and KPIs
• Overall financial targets
• Goals and KPIs for each part of Cloetta’s
sustainability agenda
Data
• See entire Annual and Sustainability Report
Management systems,
programmes and
certifications
• Perfect Factory for efficient manufacturing
• IFRS for financial reporting
• Cloetta’s leadership platform
• BRC for food safety
• ISO 14001 for the environment
• Rainforest Alliance
• RSPO for palm oil
External statutes
or initiatives
• UN Global Compact
• Relevant ILO conventions
• EWC (European Works Council)
Words from
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Targets &
strategy
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markets
Share &
shareholders
Financial
performance
Risks & Corporate
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Financial
reports
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Other
136 Cloetta Annual and Sustainability Report 2023
<< Content &
introduction
primarily oversees Cloetta’s processes and
internal control of sustainability reporting
(see page 68-69).
Whistleblower service
Cloetta’s whistleblower service provides the
opportunity to report suspected deviations
from our Code of Conduct anonymously.
All reports are treated confidentially.
Personal data concerning breaches of law
are handled only by key persons or individ-
uals in management positions. In 2023, we
had five cases, which were not deemed to be
whistleblowing matters and were investi-
gated and responded to locally.
Sustainability Policies & Procedures
• Monthly progress tracking at Management
Team meeting
• Use of third-party certification schemes
• Cloetta’s Code of Conduct
• Cloetta’s Supplier Code of Conduct
• Quarterly updates at Board meetings
• Discovery platforms for innovation
• BRC (British Retail Consortium Global
Standard for Food Safety)
• GMP (Good Manufacturing Practices)
• Internal control policy & management
systems
• Health and Safety policy
• Environmental policy
• Approval and Monitoring of Suppliers
• Anti-bribery and Anti-corruption policy
• Whistleblower policy
• Palm oil policy
Our policies commit Cloetta to conduct our
business responsibly in many ways, such as
conducting due diligence, applying the
precautionary principle, respecting human
rights, and including at-risk or vulnerable
groups in our organisation and/or supply
chain. We communicate our policies exter-
nally on Cloetta.com, as well as directly
with associated stakeholders, for example,
suppliers are requested to sign our Supplier
Code of Conduct. In addition to the company -
-wide online training for the Group Code
of Conduct, we also share a sustainability
newsletter, sustainability-related trainings,
and news shared on our intranet.
Due Diligence
Cloetta strives to conduct business in a way
that does not lead to any harm to people or
the environment. We support international
standards on business and human rights
such as the OECD Guidelines for Multina-
tional Enterprises, the International Bill of
Human Rights, and the core conventions of
the International Labor Organization (ILO).
In addition, we perform human rights due
diligence in compliance with the Norwegian
Transparency Act (Åpenhetsloven).
Cloetta takes a risk-based approach
to due diligence and actions are adjusted
accordingly across the value chain. This
includes policy development and integration,
strengthening of grievance mechanisms,
training and capacity building, strategy
development, collaborations in industry
initiatives, and other ways to manage risk
and contribute to positive impact for people
and the environment.
Cloetta’s sustainability report
Cloetta’s sustainability report is issued
by the Board of Directors and is prepared
in accordance with the GRI Standards.
The sustainability report covers the entire
business operations of the company, unless
otherwise stated. The approach for con-
solidating information is the same for all
disclosures and across all material topics.
The content has been established based on
Cloetta’s materiality analysis, described on
pages 134–136.
The sustainability report constitutes
Cloetta’s Communication on Progress to the
UN Global Compact.
The sustainability report has been
limited assured by PwC; see Auditor’s report
on page 146. The latest sustainability report
was issued on 13 March 2023. Questions
about Cloetta’s sustainability report can be
directed to: sustainability@cloetta.com.
Data gathering
Cloetta has approved science-based targets
to reduce its greenhouse gas emissions by
46 percent by 2030. These targets were
committed to in 2020, with 2019 as the base
year following SBTi’s guidelines. Environ-
mental data is collected internally as well as
from relevant suppliers. Climate data is gen-
erally associated with some uncertainty due
to different measurement methods and data
quality. To ensure highest possible quality
Cloetta uses well established methods and
frameworks, such as the global Greenhouse
Gas Protocol (GHG protocol) for calculating
the com pany’s greenhouse gas emissions.
The GHG Protocol divides greenhouse gas
emissions into scopes 1, 2 and 3. Climate
data is reported monthly and consolidated
at a Group level. In the event of acquisitions
or divestments, or if applied calculation or
disclosure principles change significantly,
the base year shall be reviewed for possible
restatement.
Emission factors from DEFRA, IEA,
EcoInvent, IMO, IPCC, AIB and WBCSD/
WRI. For all scopes, we use a location-based
method for calculations of greenhouse gas
emissions. Applied emission factors are
provided by our software tool supplier for
sustainability data and based on latest avail-
able information. These are based on LCA
analyses calculated using a cradle-to-gate
approach and/or third-party international
databases. Reported numbers are based on
activity- and consumption data from the last
available annual account. The total amount
of greenhouse gases is reported in metric
tons of carbon dioxide equivalents (CO
2
e).
Additionally, in accordance with the GHG
protocol, we use an operational control
approach for consolidating carbon account-
ing for own emissions (scope 1 and 2).
For Cloetta, the different GHG categories
refer to the following:
Scope 1 emissions cover direct emissions
from assets owned or controlled by Cloetta.
This category includes on-site energy, such
as natural gas, refrigerants, emissions from
combustion in owned or controlled boilers
and emissions from fuel consumption of
company cars.
Scope 2 emissions cover indirect green-
house gas emissions from purchased or
procured energy, such as electricity, steam,
heating or cooling, produced off-site and
consumed by Cloetta.
Scope 3 covers indirect emissions that
occur in Cloetta’ value chain and is divided
into upstream or downstream emissions.
Upstream emissions include the indirect
greenhouse gas emissions within Cloetta’
value chain that are linked to purchased or
procured goods and services. Downstream
emissions include the indirect greenhouse
gas emissions within Cloetta’ value chain
that are linked to warehousing, distribution
transports, marketing and sales, end treat-
ment of sold products.
Employee-related data comes from
Cloetta’s HR system. Work-related incidents
and accidents are reported and followed
up by each factory within the Group. To
measure work related injuries with absen-
teeism we use our own indicator, LTIR. This
indicator is defined as number of injuries
causing at least 24 hours of absenteeism per
million hours worked per year. Information
is aggregated at a Group level.
137Cloetta Annual and Sustainability Report 2023
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EU Taxonomy Reporting
Background
Regulation (EU) 2020/852 (the Taxon-
omy Regulation) is designed to support the
transformation of the EU economy to meet
its European Green Deal objectives, includ-
ing the 2050 climate-neutrality target. The
Taxonomy Regulation establishes six envi-
ronmental objectives which are described
in the delegated acts adopted under the reg-
ulation. In the following section, we as a
non-financial parent company present the
share of our group turnover, capital expend-
iture (Capex) and operating expenditure
(Opex) for the reporting period 2023, which
are associated with Taxonomy-eligible and
aligned economic activities related to the six
environmental objectives.
Our economic activities as a confectionary
company – Taxonomy-non-eligible.
We have examined all Taxonomy-eligible
economic activities listed in the delegated
acts under the Taxonomy Regulation, based
on our activities as a confectionery company.
As a confectionery company, we define the
manufacturing of chocolate and sugar con-
fectionery as the core of our business activ-
ities. We concluded that our core economic
activities are not covered by the delegated
acts under the Taxonomy Regulation and
consequently are Taxonomy-noneligible.
Referring to Annex XII in the delegated act
on nuclear energy and natural gas, Cloetta
does not engage in any nuclear energy or
fossil gas-related activities.
Our KPIs
The KPIs include turnover, Capex and
Opex. For the reporting period 2023, the
KPIs must be disclosed in relation to Tax-
onomy-aligned economic activities and
consequently Taxonomy-eligible activities
related to specific environmental objectives
such as climate change, water and marine
resources, circular economy, pollution and
biodiversity. Capex and Opex include those
that are related to the purchase of output
from Taxonomy-aligned economic activities
and certain individual measures enabling
the target activities to become low-carbon,
or to lead to greenhouse gas (GHG) emission
reductions.
Analysis of Taxonomy
eligibility and alignment
A Taxonomy-eligible economic activity is
an activity that is described in the delegated
acts adopted under the Taxonomy Regu-
lation irrespective of whether that activity
meets any or all the technical screening
criteria laid down in those delegated acts.
Regarding Capex and Opex related to
purchases and measures that we consider as
individually Taxonomy eligible, we refer to
the explanations below in the section “Capex
KPI and Opex KPI” in the description of our
accounting policies. Since our economic
activities as a confectionery company are
not covered by any of the delegated acts
under the Taxonomy Regulation, the share
of Taxonomy-eligible or aligned economic
activities in our total turnover is 0 per cent
and, consequently, the related Capex and
Opex are also 0 per cent. However, we
disclose Capex and Opex relating to the
purchase of output from Taxonomy-eligible
economic activities and individual measures
to improve energy efficiency listed in the
delegated acts. We have not been able to
verify alignment with our suppliers.
To be Taxonomy-aligned, an eligible
activity must comply with the technical
screening criteria, i.e., whether a substan-
tial contribution is being made to climate
protection, contribute to at least one of six
listed environmental objectives, and do no
significant harm (DNSH criteria) to any of
the other objectives, while respecting basic
human rights and labor standards, anti-
bribery/anti-corruption, taxation and fair
competition.
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138 Cloetta Annual and Sustainability Report 2023
<< Content &
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Taxonomy reporting table 2023 – Turnover
Financial year 2023 Year
Substantial
contribution criteria
DNSH criteria (“Does Not
Significantly Harm”) (h)
Economic activities (1)
Code (a) (2)
Turnover (3)
Proportion of turnover, 2023 (4)
Climate change mitigation (5)
Climate change adaptation (6)
Water (7)
Pollution (8)
Circular economy (9)
Biodiversity (10)
Climate change mitigation (11)
Climate change adaptation (12)
Water (13)
Pollution (14)
Circular economy (15)
Biodiversity (16)
Minimum safeguards (17)
Taxonomy
aligned
(A.1.)
or eligible
(A.2.) pro-
portion of
turnover,
2022 (18)
Category
(enabling
activity)
(19)
Category
(tran-
sitional
activity)
(20)
Text
Cur-
rency %
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL Y/N Y/N Y/N Y/N Y/N Y/N Y/N % E T
A. Taxonomy-eligible activities
A1. Environmentally sustainable
activities (Taxonomy-aligned)
Turnover of environ mentally
sustainable activities
(Taxonomy- aligned) (A.1.)
- 0%
- - - - - -
- - - - - - - 0%
Of wich enabeling - 0% - - - - - - - - - - - - - 0% -
Of wich transitional - 0% - - - - - - - 0% -
A2. Taxonomy-eligible but
not environmentally sustainable
activities (not Taxonomy-
aligned activities)
EL;
N/EL
EL;
N/EL
EL;
N/EL
EL;
N/EL
EL;
N/EL
EL;
N/EL
Turnover of Taxonomy- eligible
but not environmentally
sustainable activities (not
Taxonomy-aligned) (A.2)
- 0%
- - - - - -
0%
A. Turnover of
Taxonomy- eligible
activities (A.1+A.2)
- 0% - - - - - - 0%
B. Taxonomy-non-eligible
activities (B)
Turnover of Taxonomy-
non- eligible activities (B)
8,301 100%
Total (A+B)
8,301 100%
139Cloetta Annual and Sustainability Report 2023
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Taxonomy reporting table 2023 – Capex
Financial year 2023 Year
Substantial
contribution criteria
DNSH criteria (“Does Not
Significantly Harm”) (h)
Economic activities (1)
Code (a) (2)
Capex (3)
Proportion of Capex, 2023 (4)
Climate change mitigation (5)
Climate change adaptation (6)
Water (7)
Pollution (8)
Circular economy (9)
Biodiversity (10)
Climate change mitigation (11)
Climate change adaptation (12)
Water (13)
Pollution (14)
Circular economy (15)
Biodiversity (16)
Minimum safeguards (17)
Taxonomy
aligned
(A.1.)
or eligible
(A.2.) pro-
portion
of Capex,
2022 (18)
Category
(enabling
activity)
(19)
Category
(tran-
sitional
activity)
(20)
Text
Cur-
rency %
Y; N; N/
EL
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL Y/N Y/N Y/N Y/N Y/N Y/N Y/N % E T
A. Taxonomy-eligible activities
A1. Environmentally sustainable
activities (Taxonomy-aligned)
Capex of environmentally
sustainable activities
( Taxonomy-aligned) (A.1.)
0% - - - - - - - - - - - - - 0%
Of wich enabeling 0% - - - - - - - - - - - - - 0% -
Of wich transitional 0% - - - - - - - 0% -
A2. Taxonomy-eligible but
not environmentally sustainable
activities (not Taxonomy-
aligned activities)
EL;
N/EL
EL;
N/EL
EL;
N/EL
EL;
N/EL
EL;
N/EL
EL;
N/EL
Transport by motorbikes,
passenger cars and light
commercial vehicles
CCM 6.5 30 7.9%
EL N/EL N/EL N/EL N/EL N/EL
7.9%
Renovation of existing buildings CCM 7.2 5 1.3%
EL N/EL N/EL N/EL N/EL N/EL
0.5%
Installation, maintenance and repair
of energy efficiency equipment
CCM 7.3 41 10.8%
EL N/EL N/EL N/EL N/EL N/EL
7.7%
Installation, maintenance and
repair of instruments and devices
for measuring, regulation and
controlling energy performance
of buildings
CCM 7.5 2 0.5%
EL N/EL N/EL N/EL N/EL N/EL
0.2%
Acquisition and ownership
of buildings
CCM 7.7 25 6.6%
EL N/EL N/EL N/EL N/EL N/EL
13.9%
Capex of Taxonomy- eligible
but not environmentally
sustainable activities
(not Taxonomy-aligned) (A.2)
103 27.2% 27.2% - - - - - 30.2%
A. Capex of Taxonomy-eligible
activities (A.1+A.2)
103 27.2% 27.2% - - - - - 30.2%
B. Taxonomy-non-eligible
activities (B)
Capex of Taxonomy-
non- eligible activities (B)
276 72.8%
Total (A+B)
379 100%
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Taxonomy reporting table 2023 – Opex
Financial year 2023 Year
Substantial
contribution criteria
DNSH criteria (“Does Not
Significantly Harm”) (h)
Economic activities (1)
Code (a) (2)
Opex (3)
Proportion of Opex, 2023 (4)
Climate change mitigation (5)
Climate change adaptation (6)
Water (7)
Pollution (8)
Circular economy (9)
Biodiversity (10)
Climate change mitigation (11)
Climate change adaptation (12)
Water (13)
Pollution (14)
Circular economy (15)
Biodiversity (16)
Minimum safeguards (17)
Taxonomy
aligned
(A.1.)
or eligible
(A.2.) pro-
portion of
Opex, 2022
(18)
Category
(enabling
activity)
(19)
Category
(tran-
sitional
activity)
(20)
Text
Cur-
rency %
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL Y/N Y/N Y/N Y/N Y/N Y/N Y/N % E T
A. Taxonomy-eligible activities
A1. Environmentally sustainable
activities (Taxonomy-aligned)
Opex of environmentally
sustainable activities
( Taxonomy-aligned) (A.1.)
0% - - - - - - - - - - - - - 0%
Of wich enabeling 0% - - - - - - - - - - - - - 0% -
Of wich transitional 0% - - - - - - - 0% -
A2. Taxonomy-eligible but
not environmentally sustainable
activities (not Taxonomy-
aligned activities)
EL;
N/EL
EL;
N/EL
EL;
N/EL
EL;
N/EL
EL;
N/EL
EL;
N/EL
Renovation of existing buildings CCM 7.2 3 0.8%
EL N/EL N/EL N/EL N/EL N/EL
2.1%
Installation, maintenance and repair
of energy efficiency equipment
CCM 7.3 8 2.1%
EL N/EL N/EL N/EL N/EL N/EL
5.5%
Opex of Taxonomy- eligible
but not environmentally
sustainable activities
(not Taxonomy-aligned) (A.2)
11 2.9% 2.9% - - - - - 7.9%
A. Opex of Taxonomy-eligible
activities (A.1+A.2)
11 2.9% 2.9% - - - - - 7.9%
B. Taxonomy-non-eligible
activities (B)
Opex of Taxonomy-
non- eligible activities (B)
245 97.1%
Total (A+B)
256 100%
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Accounting principles
We determine the Taxonomy-eligible or
aligned KPIs in accordance with the legal
requirements and describe our accounting
policy in this regard as follows:
Turnover KPI
The proportion of turnover shall be calcu-
lated as the part of the net turnover derived
from products or services, including intan-
gibles, associated with Taxonomy- eligible
or aligned economic activities (numerator),
divided by the net turnover (denominator).
The turnover shall cover the revenue recog-
nised pursuant to International Account-
ing Standard (IAS) 1, paragraph 82(a), as
adopted by Commission Regulation (EC)
No 1126/2008 (1). The accounting policy
regarding Net sales which corresponds to net
turnover is disclosed on page 83. Details of
the net sales is provided in Note 3 on page 89.
Capex KPI
The Capex KPI is defined as Taxonomy-el-
igible or aligned Capex (numerator) divided
by our total Capex (denominator). Total
Capex consists of additions to tangible and
intangible fixed assets during the finan-
cial year, before depreciation, amortisation
and any re-measurements, including those
resulting from revaluations and impair-
ments, as well as excluding changes in fair
value. It includes additions to fixed assets
(IAS 16), intangible assets (IAS 38) and
right-of-use assets (IFRS 16). Additions
resulting from business combinations are
also included. Goodwill is not included in
Capex, because it is not defined as an intan-
gible asset in accordance with IAS 38. Total
capex can be reconciled against the year's
additions in Note 12 Intangible assets on
page 93, Note 13 Property, plant and equip-
ment on page 95 and Key ratios on page 130
where Capex is disclosed separately. The
amount in here consists of the two additions
of Note 12 and 13.
Opex KPI
The KPI is defined as Taxonomy- eligible
or aligned Opex (numerator) divided by our
total Opex (denominator). The denominator
of the KPI shall cover direct non-capitalised
costs that relate to research and develop-
ment, building renovation measures, short
term lease, maintenance and repair, and any
other direct expenditures relating to the
day-to-day servicing of assets of property
plant and equipment (PP&E). In general,
this includes staff costs, costs for services,
and material costs for daily servicing as well
as for regular and unplanned maintenance
and repair measures. This does not include
expenditures relating to the day-to-day
operation of PP&E such as: raw materials,
cost of employees operating the machinery,
and electricity or fluids that are necessary
to operate PP&E. The related cost items can
be found in various line items in our income
statement.
Explanations on the numerator of the Capex KPI and the Opex KPI
Since Cloetta AB has no eligible or aligned
turnover generating economic activities,
we do not record Capex and Opex related
to assets or processes that are associated
with Taxonomy-aligned economic activi-
ties in the numerator of the Capex KPI and
the Opex KPI. Furthermore, there are no
Capex plans to upgrade a Taxonomy-el-
igible economic activity to become Tax-
onomy-aligned (“category a and b”). Only
“category c” Capex and Opex can therefore
qualify as Taxonomy-eligible and conse-
quently aligned, i.e., related to the purchase
of output from Taxonomy-aligned economic
activities and individual measures enabling
the target activities to become low-carbon or
to lead to GHG reduction. These individual
measures correspond to economic activities
listed in the Climate Delegated act supple-
menting the Taxonomy Regulation and must
be implemented and operational within 18
months. The following activities were iden-
tified as taxonomy-eligible:
Corresponding economic activity
(Annex I to Climate Delegated Act)
6.5 Transport by motorbikes, passenger cars
and light commercial vehicles
7.2 Renovation of existing buildings
7.3 Installation, maintenance and repair
of energy efficiency equipment
7.5 Installation, maintenance and repair
of instruments and devices for measuring,
regulation and controlling energy performance
of buildings
7.7 Acquisition and ownership of buildings
These activities include investments in our
factories to become more energy efficient,
renovations and maintenance, car leasing
and extended and new leasing agreements
for buildings. For the allocation of Capex
and Opex we have identified the relevant
purchases and measures, and we have iden-
tified the primary related economic activity
in the Climate Delegated Act. In this way, we
ensure that no Capex or Opex is considered
more than once.
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GRI Content Index
Statement of use Cloetta has reported in accordance with the GRI Standards for the period 1 January 2023 to 31 December 2023
GRI 1 used GRI 1: Foundation 2021
Applicable GRI Sector Standard(s) Not currently available
Omission
GRI Standard/
Other source Disclosure Location
Requirement(s)
Omitted Reason Explanation
GENERAL DISCLOSURES
GRI 2: General
Disclosures 2021
2-1
Organisational details 2–5, 60, 120
2-2
Entities included in the organisa-
tion’s sustainability reporting
81–82, 120,
137
2-3
Reporting period, frequency and
contact point
81, 137
Calendar
year
2-4
Restatements of information 113, 137
2-5
External assurance 65, 68–69,
137
2-6
Activities, value chain and other
business relationships
34, 36–40,
136
2-7
Employees 27, 91 b-iii Information
unavailable
Non-guaranteed
employees are excluded
2-8
Workers who are not employees 27, 137
2-9
Governance structure and
composition
60–65,
70–73, 91
2-10
Nomination and selection of the
highest governance body
61–63, 70–73
2-11
Chair of the highest governance
body
62–63, 65
2-12
Role of the highest govern-
ance body in overseeing the
management of impacts
54, 62–65,
135–136
2-13
Delegation of responsibility for
managing impacts
54, 64–65,
136
2-14
Role of the highest governance
body in sustainability reporting
64, 136
2-15
Conflicts of interest 63, 70–71
2-16
Communication of critical
concerns
136
2-17
Collective knowledge of the
highest governance body
70–73, 136
2-18
Evaluation of the performance of
the highest governance body
63–64
2-19
Remuneration policies 66–67 b Information
unavailable
Under development for
the next reporting year
2-20
Process to determine remuneration 64, 66–67
2-21
Annual total compensation ratio 66–67, 90–91 a-c Information
unavailable
Under development for
the next reporting year
2-22
Statement on sustainable
development strategy
6–7, 59
2-23
Policy commitments 22–23, 31, 63,
136–137
2-24
Embedding policy commitments 63–64, 136
2-25
Processes to remediate negative
impacts
136–137 e Information
unavailable
The effectiveness is
not surveyed among
stakeholders
2-26
Mechanisms for seeking advice
and raising concerns
68–69,
137
2-27
Compliance with laws and
regulations
136
2-28
Membership associations 22, 28, 136
2-29
Approach to stakeholder
engagement
134–136
2-30
Collective bargaining agreements 27
143Cloetta Annual and Sustainability Report 2023
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Omission
GRI Standard/
Other source Disclosure Location
Requirement(s)
Omitted Reason Explanation
MATERIAL TOPICS
GRI 3: Material
Topics 2021
3-1
Process to determine
material topics
54, 134–136
3-2
List of material topics 134
Economic performance
GRI 3: Material
Topics 2021
3-3
Management of material topics 22–23, 35,
54–57,
134–136
GRI 201:
Economic Perfor-
mance 2016
201-1
Direct economic value generated
and distributed
35
Anti-corruption
GRI 3: Material
Topics 2021
3-3
Management of material topics 22–23, 68–69,
54–57,
134–136
GRI 205:
Anti-corruption
2016
205-3
Confirmed incidents of corruption
and actions taken
137
Energy
GRI 3: Material
Topics 2021
3-3
Management of material topics 22–23, 28,
54–57,
134–136
GRI 302:
Energy 2016
302-1
Energy consumption within the
organisation
29, 137
302-3
Energy intensity 29
302-4
Reduction of energy consumption 29
Biodiversity
GRI 3: Material
Topics 2021
3-3
Management of material topics 22–23, 31,
54–57,
134–136
GRI 304:
Biodiversity
2016
304-2
Significant impacts of activities,
products and services on
biodiversity
31 a ii-vi, b i-iv Information
unavailable
Description of areas
restored or protected, but
omitting the specifics of
size,
species, etc.
Emissions
GRI 3: Material
Topics 2021
3-3
Management of material topics 22–23,
29–30, 54–57,
134–136
GRI 305:
Emissions 2016
305-1
Direct (Scope 1) GHG emissions 9, 29, 137
305-2
Energy indirect (Scope 2) GHG
emissions
9, 29, 137
305-3
Other indirect (Scope 3) GHG
emissions
9, 29, 137
305-5
Reduction of GHG emissions 9, 29
Waste
GRI 3: Material
Topics 2021
3-3
Management of material topics 22–23, 31,
54–57,
134–136
GRI 306:
Waste 2020
306-1
Waste generation and significant
waste-related impacts
31
306-2
Management of significant
waste-related impacts
31
306-3
Waste generated 31
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Omission
GRI Standard/
Other source Disclosure Location
Requirement(s)
Omitted Reason Explanation
Supplier environmental assessment
GRI 3: Material
Topics 2021
3-3
Management of material topics 22–23, 31,
54–57,
134–136
GRI 308:
Supplier
Environmental
Assessment
2016
308-1
New suppliers that were
screened using environmental
criteria
31
Occupational health and safety
GRI 3: Material
Topics 2021
3-3
Management of material topics 9, 22–23,
26–27, 54–57,
134–136
GRI 403:
Occupational
Health and
Safety 2018
403-1
Occupational health and safety
management system
26–27, 32
403-2
Hazard identification, risk assess-
ment, and incident investigation
27
403-3
Occupational health services 27
403-4
Worker participation, consul-
tation, and communication on
occupational health and safety
27
403-5
Worker training on occupational
health and safety
27
403-6
Promotion of worker health 27
403-7
Prevention and mitigation of
occupational health and safety
impacts directly linked by
business relationships
27
Own Indicator
(LTIR)
Occupational injuries, lost days
and absenteeism
9, 27
Child labor
GRI 3: Material
Topics 2021
3-3
Management of material topics 22–23, 31,
54–57,
134–137
GRI 408:
Child Labor 2016
408-1
Operations and suppliers at
significant risk for incidents of
child labor
31
Supplier social assessment
GRI 3: Material
Topics 2021
3-3
Management of material topics 22–23, 26, 31,
54–57,
134–136
GRI 414: Supplier
Social Assess-
ment 2016
414-1
New suppliers that were
screened using social criteria
31
Customer health and safety
GRI 3: Material
Topics 2021
3-3
3-3 Management of material
topics
22–23, 24,
54–57,
134–136
GRI 416:
Customer Health
and Safety 2016
416-1
Assessment of the health and
safety impacts of product and
service categories
16, 24, 32 a Information
unavailable
Percentage of product
and service categories
that have been evaluated
is excluded
Marketing and labeling
GRI 3: Material
Topics 2021
3-3
Management of material topics 22–23, 27,
54–57,
134–136
GRI 417:
Marketing and
Labeling 2016
417-1
Requirements for product and
service information and labeling
16–17, 27, 32
145Cloetta Annual and Sustainability Report 2023
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Auditor’s Limited Assurance Report on
Cloetta AB (publ)’s Sustainability Report and
statement on the Statutory Sustainability Report
Unofficial translation
To the annual general meeting of Cloetta AB (publ),
corporate identity number 556308-8144
Introduction
We have been engaged by the Board and Group Management of
Cloetta AB (publ) (“Cloetta”) to undertake a limited assurance of
Cloetta’s Sustainability Report for the year 2023. The company has
defined the scope of its sustainability report on page 1 in the annual
and sustainability report. The statutory sustainability report is
defined on page 53.
Responsibilities of the Board and Group Management
The Board of Directors and Group Management are responsible for
the preparation of the Sustainability Report, including the statu-
tory sustainability report, in accordance with the applicable criteria
and the Annual Accounts Act. The criteria are described on page
143–145 of the Sustainability Report, and consists of the parts of
the GRI Sustainability Reporting Standards which are applicable
to the Sustainability Report, as well as the accounting and calcula-
tion principles that Cloetta has developed. This responsibility also
includes the internal control which is deemed necessary to establish
a sustainability report that does not contain material misstatement,
whether due to fraud or error.
Responsibilities of the auditor
Our responsibility is to express a conclusion on the Sustainability
Report based on the limited assurance procedures we have per-
formed and to provide a statement on the statutory sustainability
report. Our assignment is limited to the historical information that
is presented and thus does not include future-oriented information.
We conducted our limited assurance engagement in accord-
ance with ISAE 3000 (revised) Assurance Engagements Other than
Audits or Reviews of Historical Financial Information. A limited assur-
ance engagement consists of making inquiries, primarily of persons
responsible for the preparation of the Sustainability Report and
applying analytical and other limited assurance procedures. We have
conducted our examination regarding the statutory sustainability
report in accordance with FAR’s recommendation RevR 12, the Audi-
tor’s Opinion on the Statutory Sustainability Report. A limited assur-
ance engagement and an examination according to RevR 12 have a dif-
ferent focus and a considerably smaller scope compared to the focus
and scope of an audit in accordance with International Standards on
Auditing and generally accepted auditing standards in Sweden.
The audit firm applies ISQM 1 (International Standard on Qual-
ity Management) and accordingly maintains a comprehensive sys-
tem of quality control including documented policies and procedures
regarding compliance with ethical requirements, professional stand-
ards and applicable legal and regulatory requirements. We are inde-
pendent in relation to Cloetta according to generally accepted audit-
ing standards in Sweden and have fulfilled our professional ethics
responsibility according to these requirements.
The procedures performed in a limited assurance engagement
and an examination according to RevR 12 do not allow us to obtain
such assurance that we become aware of all significant matters that
could have been identified if an audit was performed. The conclu-
sion based on a limited assurance engagement and an examination in
accordance with RevR 12, therefore, does not provide the same level
of assurance as a conclusion based on an audit has.
Our procedures are based on the criteria defined by the Board of
Directors and the Group Management as described above. We con-
sider these criteria as suitable for the preparation of the Sustainabil-
ity Report. We believe that the evidence we have obtained is suffi-
cient and appropriate to provide a basis for our conclusion below.
Conclusion
Based on the limited assurance procedures we have performed,
nothing has come to our attention that causes us to believe that the
Sustainability Report is not prepared, in all material respects, in
accordance with the criteria defined by the Board of Directors and
Group Management.
A Statutory Sustainability Report has been prepared.
Stockholm 7 March 2024
Öhrlings PricewaterhouseCoopers AB
Sofia Götmar-Blomstedt
Authorised Public Accountant
Partner in charge
Erik Bergh
Authorised Public Accountant
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Branded pack-
aged products
Products that are mainly sold under brands and are
packaged.
Brand extension
Totally new products developed under an
established brand.
BRC Global
Standards for
Food Safety
A leading safety and quality certification programme.
Many European and global retailers will only consider
business with suppliers that have been certified
according to the BRC Global Standard.
Contract
manufacturing
Manufacturing of external brands, i.e. insourcing
production of products from external parties.
FVTPL
Fair Value Through Profit and Loss.
GMP
Good Manufacturing Practices (GMPs) in the food
industry are guidelines and principles implemented
to ensure food safety and quality.
GRI Global
Reporting
Initiative
A network-based organisation whose founders
include the UN. GRI has pioneered the development
of a standard for the structure and content of
sustainability reporting.
ICC
International Chamber of Commerce.
IFS
A GFSI-approved standard for safety and quality in
production processes and food products.
ILO
International Labour Organization, United Nations
agency dealing with labour issues.
ISO 9001 and
ISO 14001
International Organization for Standardization.
ISO 9001 addresses quality management and ISO
140001 addresses environmental management.
Line extension
New packaging, sizes and flavours for an
established brand.
Own brands
(EMV)
Brands that retail trade customers sell under their
own brands.
Pick & mix
Cloetta’s range of candy and natural snacks that are
picked by the consumers themselves.
Pick & mix
concept
Cloetta’s complete concept in pick & mix including
products, displays and accompanying store and
logistic services.
Polyols
Sugar alcohols that resemble sugar and are used
as sweeteners.
Rainforest
Alliance
Certified standards for farming of cocoa with a number
of social and environmental criteria, merged with UTZ.
RSPO
Roundtable for sustainable palm oil, certification
and standard for the palm oil we purchase,
100% segregated.
Science-based
target
A specific goal set by a company to reduce its
greenhouse gas emissions in alignment with the
latest climate science.
Science Based
Targets initiative
(SBTi)
A collaborative effort that supports companies to
set ambitious and scientifically aligned targets for
reducing greenhouse gas emissions.
SMETA
An audit procedure developed by Sedex to assess
working conditions and environmental performance
within both the business and the supply chain
The Perfect
Factory
The Perfect Factory is Cloetta’s development
programme aimed at improving engagement, reliabil-
ity and resource-efficiency within manufacturing.
Glossary
147Cloetta Annual and Sustainability Report 2023
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Definition/calculation Purpose
Margins
Gross margin
Net sales less cost of goods sold as a percentage of net sales. Gross margin measures production profitability.
Operating profit
margin (EBIT margin)
Operating profit expressed as a percentage of net sales. Operating profit margin is used for measuring the operational
profitability.
Operating profit
margin, adjusted
Operating profit, adjusted for items affecting comparability, as a
percentage of net sales.
Operating profit margin, adjusted excludes the impact of
items affecting comparability, enabling a comparison of
operational profitability.
Profit margin
Profit/loss before tax expressed as a percentage of net sales. This metric enables the profitability to be compared across
locations where corporate taxes differ.
Return
Free cash flow
Sum of the cash flow from operating activities and cash flow from
investments in property, plant and equipment and intangible assets.
The free cash flow is the cash flow available to all investors
consisting of shareholders and lenders.
Free cash flow yield
Free cash flow over the last 12 months divided by the number of
shares at the end of the period and subsequently divided by the
market price per share at the end of the period.
This metric is an indicator of the return on investment of
investors in the company.
Return on capital
employed
Operating profit plus financial income as a percentage of average
capital employed. The average capital employed is calculated
by taking the capital employed per period end and the capital
employed by period end of the comparative period in the previous
year divided by two.
Return on capital employed is used to analyse profitability,
based on the amount of capital used. The leverage of the
company is the reason that this metric is used next to return
on equity, because it includes equity, but takes into account
borrowings and other liabilities as well.
Return on equity
Profit from continuing operations for the period as a percentage of
total equity.
Return on equity is used to measure profit generation, given the
resources attributable to the owners of the Parent Company.
Capital structure
Capital employed
Total assets less interest-free liabilities (including deferred tax). Capital employed measures the amount of capital used and
serves as input for the return on capital employed.
Equity/assets ratio
Equity at the end of the period as a percentage of total assets.
The equity/assets ratio represents the amount of assets on which
shareholders have a residual claim.
This ratio is an indicator of the company’s leverage used to
finance the company.
Gross debt
Gross current and non-current borrowings, credit overdraft
facilities, lease liabilities, derivative financial instruments and
interest payable.
Gross debt represents the total debt obligation of the
company irrespective of its maturity.
Net debt
Gross debt less cash and cash equivalents. The net debt is used as an indication of the ability to pay off
all debts if these became due simultaneously on the day of
calculation, using only available cash and cash equivalents.
Net debt/EBITDA
Net debt at the end of the period divided by the adjusted EBITDA
for the last 12 months, taking into consideration the annualisation
of EBITDA for acquired or divested companies.
The net debt/EBITDA ratio approximates the company’s
ability to decrease its debt. It represents the number of years
it would take to pay back debt if net debt and EBITDA were
held constant, ignoring the impact from cash flows from
interest, tax and capital expenditure.
Net debt/
equity ratio
Net debt at the end of the period divided by equity at the end of
the period.
The net debt/equity ratio measures the extent to which the
company is funded by debt. Because cash and overdraft facil-
ities can be used to pay off debt at short notice, the leverage
takes into account net debt instead of gross debt.
Working capital
Total inventories and trade and other receivables adjusted for
trade and other payables.
Working capital is used to measure the company’s ability,
besides cash and cash equivalents, to meet current
operational obligations.
Definitions
All amounts in the tables are presented in SEK millions unless otherwise stated. All amounts in brackets ()
represent comparative figures for the same period of the prior year, unless otherwise stated.
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Definition/calculation Purpose
Data per share
Cash flow from
operating activities
per share
Cash flow from operating activities in the period divided by the
average number of shares.
The cash flow from operating activities per share measures
the amount of cash the company generates per share from the
revenues it brings irrespective of the capital investments and
cash flows related to the financing structure of the company.
Earnings per share
Profit for the period divided by the average number of shares
adjusted for the effect of the purchase of treasury shares.
The earnings per share measures the amount of net profit
that is available for payment to shareholders per share.
Equity per share
Equity at the end of the period divided by number of shares at the
end of the period.
Equity per share measures the net-asset value backing up
each share of the company’s equity and determines if a com-
pany is increasing shareholder value over time.
Other definitions
Amortisation
Amortisation of intangible assets except for amortisation on soft-
ware which is included in “Depreciation”.
Amortisation deviates from depreciation where amorti-
sation has the purpose to spread capitalised expenses over
the useful lifetime of these expenses.
Depreciation
Depreciation of property, plant and equipment and amortisation
of software.
Depreciation deviates from amortisation where depreci-
ation has the purpose to spread the cost of a non- current
asset over the useful lifetime of these assets.
EBITDA
Operating profit before depreciation and amortisation. EBITDA is used to measure the cash flow generated from
operating activities, eliminating the impact of financing and
accounting decisions.
EBITDA, adjusted
Operating profit, adjusted for items affecting comparability, before
depreciation and amortisation.
Adjusted EBITDA increases the comparability of EBITDA.
Effective tax rate
Income tax as a percentage of profit before tax. This metric enables the income tax to be compared across
locations where corporate taxes differ.
Items affecting
comparability
Items affecting comparability are those significant items which are
separately disclosed by virtue of their size or incidence, in order to
enable a full understanding of the Group’s financial performance.
These include items such as restructurings, impact from acquisi-
tions or divestments.
Items affecting comparability increases the comparability of
the Group’s financial performance.
Net financial items
The total of exchange differences on cash and cash equivalents
in foreign currencies, other financial income and other financial
expenses.
The net financial items reflects the company’s total costs of
external financing.
Net sales, change
Net sales as a percentage of net sales in the comparative period of
the previous year.
Net sales, change reflects the company’s realised top-line
growth over time.
Operating profit
(EBIT)
Operating profit consists of comprehensive income before net
financial items and income tax.
This metric enables the profitability to be compared across
locations where corporate taxes differ, irrespective of the
financing structure of the company.
Operating profit
(EBIT), adjusted
Operating profit, adjusted for items affecting compa rability. Adjusted EBIT increases the comparability of EBIT.
Organic growth
Net sales, change excluding acquisition-driven growth and
changes in exchanges rates.
Organic growth excludes the impact of changes in group
structure and exchange rates, enabling a comparison of net
sales growth over time.
Structural changes
Net sales, change resulting from changes in group structure. Structural changes measure the contribution of changes in
group structure to the net sales growth.
149Cloetta Annual and Sustainability Report 2023
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Cloetta’s history filled
with legendary brands
The Cloetta brothers. In 1862 the three Swiss Cloetta
brothers, Bernard, Christoffer and Nutin Cloetta, founded the
company “Brødrene Cloëtta” for manufacturing chocolate and
confectionery in Copenhagen, Denmark. The brothers later
moved their manufacturing to Sweden and the company was
owned by the Cloetta family until 1917, when the Svenfelt family
took over the majority share -holding in Cloetta via the newly
formed Svenska Choklad fabriks AB. The Svenfelt family has
major ownership interests in Cloetta to this day.
1800s 1920 1950–1960
1900–1910 1930–1940
Cloetta’s oldest brands
date from the 1800s
Venco is launched in 1878 when
Gerrit van Voornveld started
manufacturing liquorice and
peppermint pastilles in a steam
factory in Amsterdam. Liquorice,
peppermint and jujubes have
long been known for their cough
suppressing effects.
1900–1913,
exploiting
industrialisation
Electrification
and railway con-
struction accel-
erate the pace of
industrialisation,
a critical enabler
for businesses like
the Swedish com-
panies Ahlgrens and Cloetta, which are active in indus-
trial production of confectionery. Läkerol is launched in
1909 and Guldnougat in 1913. Läkerol is also launched
in Denmark in 1910 and Norway in 1912.
The roaring twenties
The confectionery industry
grows after the war. The slo-
gan “Choose right – choose
Cloetta” is created in 1921.
In the Netherlands, Lonka
opens its first factory 1920
and the pastille brand King is
launched in 1922. In 1928 Sisu
is launched in Finland, Red
Band in the Netherlands and
Tarragona in Sweden.
The 1930–40s,
launch of strong brands
Malaco (Malmö Lakrits
Compani) is founded in 1934
during the period between the
two world wars. Sportlunch
(then called Mellanmål) is
launched in 1937. Kexchoklad is
introduced in 1938 and Center
in 1941. Plopp is launched after
WWII in 1949.
1950–60s, an interest in the USA and cars
The chewing gum Jenkki (Yankee) is launched
in Finland in 1951. Ahlgrens bilar – the world’s
best-selling car, is launched in 1953 with
Italian Bugatti as its inspiration. The double
countline Tupla is launched in Finland in
1960. In Sweden, Polly is launched in 1965
and Bridge-blandning in 1966. Chewits are
launched in the United Kingdom in 1965.
The first marshmallow Santas are also sold
in the 1960s.
Words from
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Targets &
strategy
Market &
consumer Sustainability
Main
markets
Share &
shareholders
Financial
performance
Risks & Corporate
Governance
Financial
reports
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150 Cloetta Annual and Sustainability Report 2023
<< Content &
introduction
Strong brands with long traditions
1990s 2010s
1970–1980 2000s 2020s
1970-80s – fresh and healthy
and a response to the grow-
ing pick & mix
In 1975, the world’s first
chewing gum with xylitol is
launched by Jenkki in Finland.
The following year, in 1976,
the Mynthon pastille is also
introduced in Finland.
Sportlife is launched in the
Netherlands in 1981.
In Sweden, the mixed
candy bag Gott & Blandat is
launched in response to the growing
popularity of pick & mix.
1990s – consolidation
of the industry
CSM, a Dutch sugar and food prod-
ucts company, acquires Red Band in
1986. Leaf acquires Ahlgrens (with
Läkerol and Ahlgrens bilar) in 1993,
CSM acquires Malaco in 1997, Cloetta
acquires Candelia (with Polly and
Bridgeblandning) in 1998 and CSM
acquires Leaf in 1999. Cloetta’s share
is listed on the Stockholm Stock
Exchange in 1994.
2010s – Cloetta grows
Cloetta and Leaf are merged in 2012. In 2014,
Cloetta acquires Nutisal, a leading Swedish
company that roasts and sells dry roasted nuts.
In the same year Cloetta acquires The Jelly
Bean Factory with the main market in the UK.
In 2015, Cloetta acquires Lonka, a Dutch
company that produces and sells fudge, soft
nougat and chocolate. In 2017, Cloetta acquires
Candy king and becomes market leader in pick
& mix. The Italian operations are divested.
2020s – strong
sustainability focus
Cloetta launches a new sustain-
ability agenda covering topics
all across the value chain where
Cloetta has the ability to make
an impact. This includes giving
the consumers greater choice by
introducing more vegan options,
less sugar/no-sugar, lactose-free
and new package sizes, as well as
enriching the social impacts in our
supply chain through our partner-
ships, and committing to the
Science Based Targets initiative.
®
®
®
®
®
1878 1909 1913 1920 1922 1928 1934 1937 1938 1941 1949 1951 1953 1960 1965 1976 1981 1984 1998 2007
2000s – new groups formed
During the period from 2000 to 2009,
Cloetta is part of the Cloetta Fazer
group. After the de-merger in 2009,
the independent Cloetta is relisted
on NASDAQ OM Stockholm. In 2000
CSM acquires Continental Sweets and
thereby strengthens its position primarily
in France and Belgium, but also in the
Netherlands and the UK. In 2001 CSM
acquires Socalbe in Italy (with Dietorelle
and Dietor). In 2005 CVC and Nordic
Capital acquire CSM’s confectionery
division and change its name to Leaf.
151Cloetta Annual and Sustainability Report 2023
Words from
the president
Targets &
strategy
Market &
consumer Sustainability
Main
markets
Share &
shareholders
Financial
performance
Risks & Corporate
Governance
Financial
reports
Materiality &
Other
Content & >>
introduction
Shareholder
information
Shareholder contact
Laura Lindholm
Director, Communications & IR
+46 766 96 59 40
ir@cloetta.com
Annual General Meeting
The Annual General Meeting of Cloetta AB (publ)
will be held on Tuesday 9 April 2024. All information
related to the Annual General Meeting is available on
www.cloetta.com/en/governance/general-meetings/.
To order the Annual and Sustainability Report
The Annual and Sustainability Report is available
in Swedish and English. The printed Annual and
Sustainability Report can be ordered via the website.
It can also be downloaded from www.cloetta.com.
152 Cloetta Annual and Sustainability Report 2023
Words from
the president
Targets &
strategy
Market &
consumer Sustainability
Main
markets
Share &
shareholders
Financial
performance
Risks & Corporate
Governance
Financial
reports
Materiality &
Other
<< Content &
introduction
Production: Cloetta in collaboration with Vero Kommunikation.
Photos: Fredrik Bjelkerud (Studio Bjelkerud/GlueHarbourStudios),
Hans Alm (Alm&Lindberg AB), Joakim Folke, Neumeister,
Cloetta Suomi Oy, Anneli Tollefsen, Adam Klingeteg, Wangari Studio,
Nei Ramos, Conspiracy Studio, Hasan & Partners, iStock.
Printing: Åtta.45.
Cloetta AB (publ) • Corp. ID no. 556308-8144 • Landsvägen 50A,
Box 2052, 174 02 Sundbyberg, Sweden • Tel +46 (0)8-52 72 88 00 • www.cloetta.com