Building trust
through performance
Annual report 2024
Here for you.
2 > Ontex annual report 2024
Contents
Strategic
report
Auditor
reports
Corporate
governance
statement
Information
about
this report
Consolidated
nancial
statements
Sustainability
statements
03 I 2024 highlights
04 I Letter from Chairman & CEO
06 I Ontex at a glance
10 I How we create value
26 I General information
27 I Board & executive management
38 I Share capital, shareholders and investor engagement
41 I Relevant information in the event of
a takeover bid
44 I Conicts of interest
45 I Compliance with the 2020 Corporate
Governance Code
45 I Events after the reporting period
46 I Risk management and internal control network
57 I Remuneration report
71 I Statement of the Board of Directors
72 I General information
74 I Consolidated nancial statements
82 I Notes to the consolidated nancial statements
149 I Summary statutory nancial statements
152 I Creating value through sustainability
153 I General information
177 I Environmental information
199 I Social information
234 I Governance information
03
240
24
250
69
151
Strategic report
Corporate governance,
risk & remuneration
Financial statements Sustainability statements Auditor reports Information about this report
I Highlights I Letter from Chairman & CEO I Ontex at a glance I How we create value I
2024 highlights
Competitive
innovation
August: We announce
the European commercial
launch of our Dreamshield
360° technology for baby
pants.
> Read more on page 16
Performance
driven organization
April / June: We complete the
divestment of our activities in
Algeria and Pakistan.
September: We reach a binding
agreement for the divestment of
our Brazilian business.
October: We launch the ‘Win as
a Team’ program.
> Read more on page 11 and 12
Sustainability
We receive an ‘A’ rating
from CDP (Carbon
Disclosure Project) for
transparency on
climate action in 2024.
September: We receive
a gold EcoVadis medal
for transparency in
sustainable initiatives
across our supply chain
and operations in 2024,
which places us in the
top 5% of all companies
assessed worldwide.
> Read more
on page 18
December:
Credit rating agency Standard & Poors
gives Ontex an upward rating revision
to B+ with positive outlook, following
Moody’s upward rating earlier in the year.
> Read more on page 22
Cost-efficient operations
June: We announce the transformation
of our Belgian operations, reaching
social agreements for the closing of
the Eeklo site in September and for the
transformation of the Buggenhout site
into a Center of Excellence in October.
> Read more on page 20
Customer-centricity
November: Ontex was present
at Hygienix in Nashville (US),
giving us the opportunity to
connect with suppliers,
industry peers and partners.
> Read more on page 13
I Highlights I Letter from Chairman & CEO I Ontex at a glance I How we create value I
3 > Ontex annual report 2024
Strategic report
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Financial statements Sustainability statements Auditor reports Information about this report
Dear stakeholders
As we reect on our achievements, we
recognize that this past year has oered
us many opportunities to engage with you.
From shareholders, customers and suppliers,
to employees, social and other partners,
sustainability advocates, and happy users of our
products, you’ve all been essential in creating
meaningful value.
Looking back on 2024 – the second year of our
transformation journey – we trust that you will
come to the same conclusion: Our company
is more competitive and protable, carries
less debt and generates stronger cashow,
while heavily investing in future growth and
innovation.
These successes are the result of the passion
of our people and their strong focus on
operational eciency, business expansion, and
sustainable innovation, in close partnership with
many of you.
Best-in-class operations
In 2024, our transformation plans and focus on
operational eciency continued to deliver solid
results. We further optimized our manufacturing
footprint and initiated the transformation of our
Belgian activities into a center of excellence for
adult care.
The successful implementation of cost
transformation initiatives has resulted in a
more agile supply chain, delivering €70 million
of net structural savings, a 4.6% improvement
in operating costs, higher overall equipment
eciency (OEE), and reduced production
scrap. This remarkable collective achievement,
supported by our entire organization, has
signicantly strengthened our competitive
positioning.
Business expansion
in Europe and North
America
We achieved 6% growth in volumes and product
mix, driven by select categories. In Europe, we
realized double-digit volume growth in adult
care and baby pants, while in North America,
we realized double-digit volume growth in
baby care, building on our focus on customer
centricity.
Additionally, the divestments of our Algerian
and Pakistani business, and the agreement
to sell the Brazilian business, allow us to
further concentrate on our core activities and
In short
Ontex is increasingly well-
positioned to compete in
the European and North
American markets, giving
us condence in the
company’s future.
Gustavo Calvo Paz,
CEO
We remain committed
to upholding the highest
corporate governance standards,
an important catalyst for the
realization of Ontex’s strategic
plans.
Hans Van Bylen,
Chairman of the Board
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markets. With the agreement to sell the Turkish
activities early 2025, we are approaching the
conclusion of our strategic refocus on retailer
and healthcare brands in Europe and North
America.
Competitive and
sustainable innovation
At Ontex, we believe that innovation should
be accessible to everyone. This philosophy
drives us to make innovation available as fast as
possible, and to make products smarter, safer,
more aordable and more sustainable than
ever before.
In 2024, we launched 13 innovations that
cater to diverse market needs, including our
Dreamshield 360° technology in baby care.
Behind the science, everybody at Ontex takes
pride in being a driving force behind our eorts
to constantly improve the experience for our
customers and consumers, today and in the
future.
Innovation and sustainability have become
inseparable. That’s why we introduced a more
ambitious sustainability strategy with enhanced
environmental targets related to responsible
sourcing, reducing carbon emissions and fossil-
based plastics. Additionally, we’ve intensied
eorts to ensure our supply chain fully aligns
with these sustainability goals, creating a
more responsible and transparent production
process.
We are proud of the progress we are making
and delighted to see this rewarded with a CPD
‘A’ score for leadership in Climate Action. This
motivates us to strengthen our commitment
to drive innovation in sustainable practices,
in strong partnership with our customers,
suppliers and partners.
Strong nancial
performance
2024 marked a noticeable improvement in
nancial performance, including stronger
margins, reduced debt, and strong Free Cash
Flow. This is especially notable considering the
substantial investment eorts made throughout
the year.
Our EBITDA margin has recovered to 12%, and
we’ve achieved strong sales growth, with an
average like-for-like increase of 7% since 2022.
Additionally, we’ve reduced our leverage ratio to
below 2.5, the lowest since 2015. This reduction
in debt gives us greater nancial exibility to
invest in growth opportunities.
Our nancial results reect the eectiveness of
Ontex’s transformation strategy. Together with
a strong Free Cash Flow of close to €50 million,
our organization has a solid nancial foundation
for future growth.
Governance as a catalyst
for execution
We remain committed to upholding the highest
corporate governance standards, as we believe
this is an important catalyst for the realization of
Ontex’s strategic plans. We continue to focus on
ve corporate governance themes: leadership,
governance, remuneration, sustainability and
investor engagement.
6%
CM
volume growth
12%
CM
adj. EBITDA margin (+2.3pp)
€48M
free cash ow
‘A’ score
for CDP Climate Action
As part of this, the Board continuously improves
its own governance and eectiveness. This year,
an in-depth independent assessment conrmed
an improvement in the Board’s functioning and
eectiveness.
Building trust for 2025
and beyond
Ontex is increasingly well-positioned to
compete in the European and North American
markets, giving us condence in the company’s
future. With this solid foundation, Ontex is well
on its path to lead in a competitive landscape
while remaining resilient in the face of external
challenges.
Looking ahead to 2025, Ontex will continue
to focus on three main priorities. First,
we’ll increase our competitiveness through
continued cost transformation and sustainable
innovation. Second, we aim to further scale our
business in North America, while optimizing our
operational excellence. And third, we want to
consolidate and expand our business in Europe
in select categories.
And last, but not least, we have the people
and the partnerships to bring this vision to life.
Every Ontex team member, every partner, every
customer, has contributed to making 2024
more valuable. We’re grateful for the trust from
everyone we collaborate with to make everyday
life easier, across generations.
Here for you.
CM: data related to Core Markets
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5 > Ontex annual report 2024
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Ontex at a glance
Sustainability
performance
Competitive
innovation
Customer
centricity
Performance
driven
organization
Cost-ecient
operations
Incorporating sustainability
into every product, investing
in our people, and upholding
high ethical standards with full
transparency throughout the
value chain.
Partnering for faster
and relevant innovation,
creating cost-eective,
qualitative and sustainable
products, and driving
innovation with a unied
product platform.
Simplifying processes,
promoting a value- &
results-driven culture, and
embracing a diverse and
inclusive workforce.
Building strong relationships,
ensuring excellent service, and
simplifying portfolios for business
success.
Harmonizing and upgrading
assets, optimizing networks,
and striving for excellence in
manufacturing and industrial
processes.
Purpose
Making everyday
life easier, across
generations
Vision
Be the #1 trusted
partner for retailer
and healthcare
brands
S trategy
Leadership in
Europe & North
America in baby,
feminine, and adult
care
5 strategic pillars
Dening our path
Since 1979, we’ve been working together with our stakeholders to make
high quality products accessible to all. Our purpose, vision, and strategy
guide where Ontex is going, and how everyone can contribute, to create
value for our stakeholders.
Read more about how our strategic priorities
create value for our stakeholders on page10
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6 > Ontex annual report 2024
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Feminine care
12%
CM
Adult care
43%
CM
€ X.XXbn
revenue
In baby care, we are all about oering the
best value, no matter what families need.
We listen to parents, keep an eye on trends,
and explore new materials to improve our
product designs. This approach helps us
create diapers and pants that keep babies
and toddlers happy and comfortable, and
their parents reassured.
We know that discretion, protection, and
dignity matter most when it comes to
incontinence solutions. That’s why our
products – pads, adult diapers and pants
– are designed to meet these needs,
oering options for every level of care.
We provide solutions to consumers and
healthcare partners, enabling caregivers
to provide the best possible care.
Our feminine care products – pads,
liners and tampons – are designed with
protection, comfort and innovation in
mind. We want to support girls and
women by oering solutions that suit
a variety of needs, preferences, and
lifestyles, so they can feel condent
every day.
Our categories
Baby care
43%
CM
Our innovations are for everyone, and
bring comfort, condence, and dignity
to people across generations.
By working with retailers,
healthcare institutions, suppliers
and other stakeholders, we
make high-quality baby care,
feminine care and adult care
products accessible to all.
Read more about our innovations on page 16
Read more about our markets on page 13
Ontex at a glance
CM: data related to Core Markets
I Highlights I Letter from Chairman & CEO I Ontex at a glance I How we create value I
7 > Ontex annual report 2024
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Türkiye**
Europe
Türkiye**
Europe
Our presence
Brazil
*
Türkiye
**
Emerging Markets
* Brazil – Discontinued operations. Binding agreement with Softys
reached; closing of the transaction is expected in Q2 2025.
** Türkiye – Discontinued operations. Binding agreement with Dilek
Grup reached; closing of the transation is expected in Q3 2025.
North
America
Our agile manufacturing
network helps us deliver reliable
quality to customers across
Europe and North America.
Our R&D centers foster fast
and smart innovation, in close
collaboration with our engineering
and operations teams, placing
consumers, customers and
partners at the core of value
creation.
Core
Markets
Emerging
Markets
Read more about our operations on page 20
Our regional sales and marketing
oces keep us close to customers,
combining local knowledge with
our market expertise.
Ontex at a glance
Production
facilities
Countries
with S&M
oces
R&D
centers
11
10
5
2
2
1
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Our people and culture
Our culture is not something we take for granted. It’s backed by a set of values that we’re fully behind
as an organization, and that inspire our people in everything we do. By expressing and living these
values, we want to stimulate a lively and purposeful workplace where everyone feels appreciated and
can take pride in the contribution they make, individually and as a team.
~7000
employees
60+
nationalities
20%
women in leadership
23%
turnover rate
Our ve values are
expressed in the
acronym P.R.I.D.E.:
Leah Wolfe,
Key Account Manager
North America
Read Leah’s story
on page 15.
Tiziana Piccolo,
Regional Sales Manager
Nursing Homes, Italy
Read Tiziana’s story
on page 14.
Christina Lambertz,
R&D Baby Team
Read Christina’s story
on page 17.
Tayeb Lahcene,
Line Leader Dourges (FR)
Read Tayeb’s story
on page 21.
Michał Jędrecki,
Finance Manager Poland
Read Michał’s story
on page 12.
Kathryn Blewett,
Adult Care Platform
Project team
Read Kathryn’s story
on page 19.
Our P.R.I.D.E. champions
Our annually elected P.R.I.D.E. champions exemplify the core
Ontex values. These team and individual champions – all
nominated by their peers – are a symbol of the spirit and
dedication that dene Ontex. For the occasion of this report, our
champions engage in a dialogue with members of the Executive
Management Committee on how living the P.R.I.D.E. values has
an impact on value creation for our stakeholders.
Ontex at a glance
Passion
We bring positive energy to work every
day, commit to advancing Ontex and our
purpose, and celebrate our achievements.
Reliability
We take ownership and keep our promises.
We are accountable for the results we
deliver.
Integrity
We stand up for what’s right and we respect
others. We speak up and do the right thing,
even when it’s hard. Trust is at the heart of
everything we do.
Drive for results
We plan and play to win. We take risks, focus
on what matters most, and act with speed
and pragmatism.
Everyone
We succeed as one Team Ontex. We act with
unity and inclusion, embrace diversity and
truly care for each other.
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How we create value
Our capital Our input Our value-creation drivers Our output Our impact
1
EMPLOYEES
~7,000
EMPLOYEES
20%
WOMEN IN LEADERSHIP
3.20
ACCIDENTS
PER MILLION HOURS
WORKED
23%
TURNOVER RATE
MARKETS &
SOCIETY
€1.86bn
CM
RECEIVED FROM
CUSTOMERS IN 110+
COUNTRIES
€1.30bn
CM
RAW MATERIALS &
SERVICES PAID TO
SUPPLIERS
€10M
TAXES PAID
INNOVATION
&IP
6
R&D CENTERS
€18M
CM
OPERATIONAL &
CAPITAL EXPENDITURE
MORE THAN
800
ACTIVE PATENTS AND
APPLICATIONS
13
NEW PATENT
FAMILIES
RESOURCES &
ENVIRONMENT
94%
RENEWABLE
ELECTRICITY
50%
RENEWABLE
MATERIALS
+5.2%
SCOPE I & II CARBON
EMISSION REDUCTION
+1.7%
SCOPE 3 CARBON
EMISSION REDUCTION
OPERATIONS
13
FACTORIES
€102M
CM
CAPEX
4.6%
CM
OPERATING EFFICIENCY
GAINS
18.6bn
HYGIENE ITEMS
PRODUCED
FINANCIAL
CAPITAL
€612M
NET FINANCIAL DEBT
€675M
MARKET CAPITALIZATION
€223M
CM
ADJUSTED
EBITDA
€48M
FREE CASH FLOW
1 Ontex has identied six UN Sustainable Development Goals on which it can have the most impact, through its operations or across the value chain, in line with the materiality analysis. You can read more about this topic on page 18 and in the sustainability statements of this report.
CM: data related to Core Markets
Competitive and
sustainable innovation
Business
expansion
Best-in-class
operations
Five strategic pillars direct everything we do at Ontex and help us to create value for our stakeholders.
I Highlights I Letter from Chairman & CEO I Ontex at a glance I How we create value I
10 > Ontex annual report 2024
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Employees
Stakeholder engagement
Who How we engage
Employees Regular global and local communication touchpoints, such as a Leadership Summit,
Global Sta Updates and plant townhalls, six-monthly employee engagement sur-
veys, Speak Up platform for raising concerns relating to ethics
Social partners Transparent and constructive dialogue in Belgium, France, Türkiye, Germany, Spain,
Italy, Czech Republic, Mexico and Brazil
Establishment of a works council in our headquarters (Belgium)
65
Employee engagement
& well-being survey
score
23%
Turnover rate
20%
Women in leadership
14
Training hours
per employee
Accidents per million
worked hours
2022 2023 2024
3.78
3.52
3.20
Market context
> Attracting talent remains a key area of
attention. Ontex aims to stand out as a purpose-
driven employer, where people can take pride
in contributing to a caring and sustainable world.
> Employee engagement leads to long-term
success. We constantly invest in people through
development programs and engagement
initiatives, enabling them to take pride in their
contributions.
> Digitalization and the use of data-driven tools
present signicant opportunities for optimally
managing our human resources. At the same
time, Ontex’s North Star is to be an organization
where employees are at the core.
Key achievements
HR is an important enabler of Ontex’s
transformation. Both by oering in the shorter
term support in the acceleration of our strategy
execution and, establishing and executing a long-
term vision to sustainably attract and grow our
employees and shape our culture.
> A reshaped HR organization facilitates
simplied processes, oers clearer ownership,
and improves HR decision-making to drive the
transformation.
> Our talent acquisition eorts in North America,
both for leadership and manufacturing positions,
have contributed to the sustainable scaling of our
operations.
> Our new Win as a Team leadership program
oers learning opportunities to reinforce strategy
execution and encourage teamwork. This is
complemented by a company-wide learning
program around ten core capabilities for the
future of Ontex, such as change management,
digital literacy and customer experience.
Related to employee safety, the Group EH&S
function has been strengthened to ensure
consistent EH&S compliance and to promote a
company-wide safety culture.
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Empowering people and driving transformation
Employees are the driving force behind Ontex’s success. P.R.I.D.E. Champion & Finance
Manager Michał Jędrecki, and Jonas Deroo, Chief HR & Legal Ocer, share their thoughts
on how a people-rst approach enabled by strong leadership drives the company
forward.
Jonas: Michał, congratulations on your being
elected as a P.R.I.D.E. Champion! I think you are
a living example of a leader who puts people
rst. Are you aware how this impacts your team?
Michał: Thanks, Jonas. Yes, I have experienced
rsthand how investing in people creates a
positive and productive work environment.
Transitioning from Plant Controller to Finance
Manager, I made it my priority to ensure that
every team member felt supported, valued,
and equipped to succeed. By stimulating a
collaborative environment, we have been
able to overcome challenges and celebrate
successes together. I think it’s important to
recognize individual contributions and empower
team members to grow, both personally and
professionally, and it’s fullling to see how these
eorts drive results and how this is noticed by
the organization.
Jonas: Absolutely! It’s important to celebrate
our successes and show people what a caring
organization looks like. The HR department
has invested a lot in listening to our employees
and collecting insights. The Pulse survey is
just one example. Also, we are collecting key
metrics like turnover rates, absenteeism, and
gender diversity in our improved HR dashboard.
This allows us to make informed, data-driven
decisions that benet our people. But while
tools and data are important, we never lose
sight of what matters most: our people. These
are just means to support our goal of being a
caring organization, where employees are at the
center of what we do.
Michał: I agree. I think people should be
supported in their growth. Speaking for myself,
I have always felt encouraged to take on new
challenges and roles. It’s how I grew into
my current position. Being able to take on a
new role keeps you engaged and motivated,
especially in today’s competitive talent market.
I guess that’s an important role for HR too:
guiding people in such changes?
Jonas: You’re right. Our team’s role is twofold: to
help our people in a respectful way to navigate
changes in the short term, whether due to
divestments or other organizational shifts, and
to ensure we stay on course in the long term.
It’s vital that our purpose – making everyday life
easier – is well understood and embraced. It’s a
beautiful challenge!
Champion’s story
Jonas
“Being able to take on a new role
keeps you engaged and motivated,
especially in today’s competitive
talent market.”
Michał Jędrecki,
Finance Manager,
Poland
“While tools and data are
important, we never lose
sight of what matters most:
our people.”
Jonas Deroo,
Chief HR and
Legal Ocer
Michal
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Markets & society
Stakeholder engagement
Who How we engage
Customers Customer intimacy, supported by a commercial eco-system:
Top-to-top meetings
Recurring customer visits on site to engage in comprehensive discussions
covering various aspects of the market
Market context
> Overall, the demand for essential hygiene
goods remained stable in Europe and North
America, with a slight decline in baby care oset
by solid growth in adult care.
> Continued birth rate decline in Europe and, to
a lesser extent, in North America is expected to
reduce baby care category volumes. However,
selected product categories like baby pants are
expected to grow, driving the value up.
> Growth in adult care is expected to persist,
driven by an aging population, and even more in
the retail channel, fueled by more active seniors
and changes in reimbursement conditions
across Europe.
> In Europe and North America, A-brands are
losing market share to retail and lifestyle brands,
as consumers are looking for better value-for-
money alternatives in economic downcycles.
> In Europe, Ontex’s growth aligned with the retail
segment growth, albeit with a strengthening
of the portfolio, driven mainly by double-digit
volume growth in the adult care category and in
selected products like baby pants.
> In the US, Ontex outperformed the segment,
gaining share in the retail brand space, thanks to
new retail contracts.
Key achievements
> We achieved volume growth thanks to our focus
on customer centricity, increasing eciencies
and innovation speed.
> In the US, we realized double-digit growth
in sales volumes, thanks to new contracts
with retail brands in baby care. We invested
signicantly to ensure scale and surety of
supply, and we honed in on consumer and
retailer-specic data to better understand
consumer behavior and market trends.
> In Europe, we returned to volume and mix
growth in 2024. Despite a challenging market,
we grew thanks to our continued portfolio
repositioning towards more attractive
segments and channels. Our adult and baby
pants categories grew with double digits,
driven by favorable consumer trends that
we successfully capitalized on through early
strategic investments and high product quality.
> Our improved operational eciency has allowed
us to position our products more competitively
and our product innovations and new launches
have enabled us to optimize our product
mix even further. For example, in Europe, we
launched our Dreamshield 360° technology for
diapers and baby pants (see page 16).
€1.86bn
CM
Revenue
€10M
taxes paid
over
5 M
toddlers & babies
over
20 M
girls & women
and
10 M
adults … use our products
€1.30bn
CM
raw materials & services
paid to suppliers
CM: data related to Core Markets
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Customer proximity leads to results
2024 was a year of growth for our company, even in a challenging and highly competitive
market. According to Laurent Nielly, President Europe, we owe this success to passionate
and dedicated team members, such as Tiziana Piccolo, Regional Sales Manager for
Nursing Homes, Italy.
Laurent: 2024 marked a disruptive change
for our commercial organization. We set our
sights on becoming more interactive with our
customers, and placed true customer-centricity
at the forefront. This approach is clearly paying
o, because it allows us to increase eciencies,
service level and improve speed to market.
Ultimately, that is what our customers – whether
retail partners or healthcare institutions – are
rewarding us for. Tiziana, you have been a
signicant contributor to this success, so
your recognition as a P.R.I.D.E. Champion was
especially important to me.
Tiziana: Thank you, Laurent. It’s rewarding
to see that our way of working, focusing on a
decomplexied portfolio and dierentiating
services, is recognized by the market, and
that this has contributed to Ontex’s success in
Europe. Consolidating our top three position
in the European adult care category makes us
excited about the future.
Laurent: Even more impressive, we continue to
outperform the segment, and we see continued
potential, both for our retailer brands and in the
healthcare segment. That’s why I look forward to
next year with great ambition and condence.
And our recipe remains the same: more
interaction, allowing us to leverage our years of
expertise.
Tiziana: Our years in the eld demonstrate
that Ontex’s value extends far beyond providing
high-quality products. It’s our human approach,
with room for listening, ideation, and knowledge
sharing, that sets us apart from competition.
Our customers value the total package. And
this makes me and the entire commercial team
proud to be part of Ontex.
Champion’s story
“We continue to outperform the
segment, and we see continued
potential, both for our retailer
brands and in the healthcare
segment.”
Laurent Nielly,
President Europe
Tiziana
“Ontex’s value extends far beyond
providing high-quality products.
It’s our human approach, with
room for listening, ideation, and
knowledge sharing, that sets us
apart from competition.”
Tiziana Piccolo,
Regional Sales Manager
for Nursing Homes, Italy
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Knowing our customers inside out
President North America, Paul Wood, and Key Account Manager North America, Leah
Wolfe, talk about how customer intimacy combined with data analysis is proving to be a
winning strategy in becoming a trusted partner for leading retailers across North America.
With baby diaper sales driving Ontex’s growth in the US, this approach will strengthen our
market position.
Paul: Knowing our customers is the rst step
towards building meaningful relationships
and driving sustainable success. In our North
American sales team, Leah Wolfe is a standout
example of this. Thanks to her exceptional
customer relationships, she landed a
nomination for P.R.I.D.E. Champion. How do you
feel about this award, Leah?
Leah: Thank you, Paul. I am probably most
proud of our collective achievement to secure
Ontex’s seat at the table with many of the top
10 retailers in the US. Backed by our years
of experience in Europe, and the market
knowledge of our US focused team, we are able
to bring the right products at the right time.
Paul: This shows that energy and passion not
only deliver results but also inspire others. In
2024, our commercial strategy has been to
combine this customer intimacy with customer
data leadership. This has allowed us to gather
insights on ethnography, shopping patterns,
consumer preferences, and market dynamics.
This will remain a key focus for us the coming
year as well, especially because of the ever-
evolving consumer dynamic.
Leah: Yes, data analysis helps us better
understand both our consumers and our
product categories and it puts us in a stronger
position to meet the needs of our customers.
For example, we provide expert insights on
packaging design, product attribute placement
and category trends, which help foster long-
term partnerships.
Paul: Exactly. And it’s this level of thought
leadership that enables us to be recognized as
true partners for the retailers, and to drive the
category together.
Paul
Leah
“Data analysis helps us understand
our consumers and category much
better and it gets us in a stronger
position to meet the needs of our
customers.”
Leah Wolfe,
Key Account Manager North
America
“Customer intimacy and
data leadership remain
a key focus for us the coming year,
especially because of the ever-
evolving consumer dynamic.”
Paul Wood,
President North America
Champion’s story
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Innovation
Stakeholder engagement
Who How we engage
Regulators &
Auditors
Recurring touchpoints as part of the new design and development process, recur-
ring audits for our quality certications, including ISO 9001, ISO 13485, and ISO
14001
Customers Top-to-top meetings, product demos, innovation workshops
Suppliers Strategic supplier collaboration program piloted in 2024, roll-out in 2025, including
top-to-top meetings and innovation workshops
Market context
>
Consumer trends, contin-
uously validated through
research and in-use testing,
shape our product road-
maps. Research conrms
that consumers still prioritize
fundamentals, such as ab-
sorption and leakage preven-
tion. This has resulted in our
introduction of larger diaper
sizes with longer distribution
layers and higher absorption.
Another consumer trend,
«comfort me,» translates into
skin-friendly features and a
perfect t.
> Stricter regulations require
us to continuously adapt our
processes and procedures.
For example, to meet the
requirements of the medical
device regulation, we comply
with ISO 13485.
> Innovation and sustainability
are inseparable. We have re
-
worked our strategy to embed
sustainability in every product
across the value chain.
> Read more on page 18
Key achievements
We started the implementation of our new quality strategy, result-
ing in improved risk management KPIs. Our ambition is threefold:
zero complaints, zero non-conformity, and zero cost of non-quality.
> A streamlined quality assurance organization ensures better
alignment with the business departments.
> A new complaint management tool improves reporting, acceler
-
ates complaint handling, and supports continuous improvement
processes.
In 2024, we improved our innovation processes and
governance, through close collaboration with our customers.
> We reinforced our innovation strategy by focusing on four key inno
-
vation pillars: smart innovation, speed, aordability and sustainability.
> In 2024, Ontex ranked among Belgium’s top 10 patent applicants,
rearming our leadership in fast-follower innovation.
> Operational and capital expenditure increased by 5% compared
to 2023, with 13 product innovations launched in 2024. All Ontex’s
innovation is thoroughly tested with consumers, to guarantee that
new solutions oered to customers are comparable to leading
A-brand standards.
Innovations in the spotlight:
> In Europe, we introduced our Dreamshield
®
360° and
Dreamshields technologies featuring improved all-around
protection and comfort for baby pants and diapers. These innova-
tions also help reduce plastics and CO
2
footprint.
> Notable innovations in adult care include the standardization of our
channel platform, ensuring scalability and aordability.
>
We made signicant progress towards sustainable packaging by
transitioning to recycled content in bags, paper packaging, and
promoting renewable, biodegradable materials.
6
R&D Centers
Over
800
active patents and
applications
€18M
CM
Operational and capital
expenditure
13
new patent families
CM: data related to Core Markets
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Innovation as a team eort
Christina Lambertz, Head of Product Development Baby Diapers and based at the Global
Excellence Center in Mayen (Germany), represents the R&D Baby Team that was selected
as P.R.I.D.E. Champion. According to Chief Innovation and Sustainability Ocer Annick De
Poorter, it’s a well-deserved recognition for the team’s contribution to Ontex’s innovation.
Annick: Innovation is not reserved for the
R&D department; it’s a cross-functional eort,
involving the entire Ontex ecosystem. If one
team drops the ball, we will not deliver. That’s
why I’m so happy that the R&D Baby Team has
been selected as one of this year’s P.R.I.D.E.
champions. Christina, you and the team have
been instrumental not only for safeguarding our
IP and product quality, but also for encouraging
innovation together with our customers and
partners.
Christina: Thank you, Annick! We see ourselves
as the bridge between R&D, the commercial
teams, and our customers. We are happy to
contribute to strengthening our customer
relationships through product demos and
innovation sessions. We have set ourselves
the ambition to always seek new opportunities
that drive better results with our customers
and partners, ultimately also beneting our
consumers and the planet.
Annick: Yes, I think that this combination is
crucial. Whether we want to introduce a new
functionality or improve packaging, we need
customer and consumer feedback to get a good
sense of the market acceptance. That’s where
our R&D expertise, for example in in-use testing,
comes in. On the other side of the spectrum, we
cannot do without strong supplier relationships.
Keeping those relationships alive and vibrant
has been a big achievement of your team this
year.
Christina: We achieved this through
collaboration, Annick. Focusing on these cross-
functional relationships lays the groundwork
for co-creation. And this, in turn, leads to more
innovation and a higher competitive advantage.
I’m happy to contribute to that as part of the
R&D Baby Team.
Champion’s story
Christina
Annick
“Innovation is not
reserved for the R&D
department; it’s a cross-functional
eort, involving the entire
Ontex ecosystem.”
Annick De Poorter,
Chief Innovation and
Sustainability Ocer
“The team acts as the bridge
between R&D, the commercial
teams and the customer and
always looks out for opportunities
that drive better results.”
Christina Lambertz,
Head of Product
Development Baby Diapers
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Resources &
Environment
Stakeholder engagement
Who How we engage
Customers Regular customer visits & discussions , joint business planning, sur-
veys and research
Consumers Interaction on the environmental impact of our products, packaging,
and product safety
Employees Competence development and activation during Sustainability Week
Investors ESG indices and information requests
Suppliers Partnership interaction on human rights in the value chain and car-
bon reductions
Communities and
non-governmental
organizations
Donations and charitable activities, partnerships on common issues,
such as human rights
Market context
> Environmental, Social & Governance (ESG)
regulations like the Corporate Sustaina-
bility Reporting Directive (CSRD) and the
Sustainable Packaging Waste Directive,
shape customer demands, leading to our
updated, ESG-based sustainability strategy
with more ambitious science-based targets.
This strategy is embodied in our promise:
‘Here for you. Here for the better.’ For
instance, due to U.S. regulations, we have
completed detailed ingredient listings for
our entire U.S. product catalog, demon-
strating our commitment to product
safety and transparency.
> European consumers seek more sustain
-
able experiences that balance ecological
impact with performance and aordability,
focusing on reduced plastics, increased
natural and recycled materials, and reusa-
bility.
> Sustainability and innovation have
become inseparable. At Ontex, CO
2
and
plastic reduction, and transparency are
integrated into every product design from
inception. We aim for each new product
category to demonstrate lower carbon
emissions than its predecessor, starting
from production.
94%
renewable electricity
+5.2%
Scope I & II carbon
emission reduction
50%
renewable materials
+1.7%
Scope 3 carbon
emission reduction
Read our sustainability statements for more details on
stakeholder engagement.
Key achievements
> Our new sustainability strategy expresses our
commitment to being ‘better for the planet, better for
people and better for business.’ That strategy was com-
plemented by the implementation of the CSRD.
> We have earned an EcoVadis Gold Medal for trans
-
parency in our sustainable initiatives across the supply
chain and our operations.
>
Ontex has been awarded an ‘A’ rating by the global envi-
ronmental non-prot organization CDP for our Climate
Change disclosure in 2024. Additionally, we received an
‘A-’ rating from CDP for forestry. We also earned a place
on the Supplier Engagement Rating Leaderboard for
climate actions in partnership with suppliers.
> We have introduced various plastics reduction initia-
tives, including product redesigns and increased recy-
cled content in packaging, while safeguarding quality
and comfort.
> We undertook several initiatives on energy eciency,
renewable energy sourcing and supplier collaboration.
Despite these initiatives, scope 1 & 2 emissions went up
by 5.2% compared to 2023, reecting higher electricity
consumption in one of our operations. Scope 3 emis
-
sions also increased, by 1.7%, as supplier engagement
eorts and more ecient product design were oset by
the growing volumes.
> We hosted the rst Sustainability Week to activate our
employees to contribute to our ESG targets.
CM: data related to Core Markets
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Achieving purpose-driven success
A company with a purpose makes employees feel motivated and connected to their work,
fostering a shared commitment to meaningful goals. Chief Innovation and Sustainability
Ocer Annick De Poorter and Head of Innovation Project Management, Kathryn Blewett
discuss the reasons behind the adult care team being collectively recognized as P.R.I.D.E.
Champion.
Annick: Congratulations, Kathryn, for being
part of such a great team. In 2024, the adult
care team has managed probably one of the
most complex and transformative projects. As
the project manager, you led this ambitious
project in which we redesigned the majority of
our adult care product platforms. This eort
signicantly contributed to making our product
portfolio less complex. These types of projects
have an end-to-end impact, so they require
focus and alignment across the value chain,
from internal stakeholders to customers and
suppliers.
Kathryn: Thank you, Annick. It always helps to
go the extra mile when you know the company
you work for has a purpose you can contribute
to. Not only purely business-wise, but also by
doing business that is good for our people
and our planet. By making our portfolio less
complex, we make the entire value chain
more agile, which contributes to keeping our
products aordable and increases our supply
reliability, while also reducing CO
2
and waste. It’s
a journey, but it makes us proud to take steps
forward, together.
Annick: You sum up very well what we are
trying to achieve as an organization. In fact,
it’s exactly what we have tried to express in
our sustainability strategy: ‘Here for you. Here
for the better.’ This is about creating a safe
and respectful place to work, innovating to
reduce our impact on the planet, and being
ethical and transparent in what we do. But
this is something we cannot achieve on our
own. Ontex’s entire ecosystem is part of that
purpose.
Kathryn: Exactly, it takes collaboration
across business units, and with suppliers and
customers. Speaking of reducing our impact,
I was also glad to experience and be part of
this year’s Sustainability Week. It was inspiring,
and a good reminder that we all can contribute
to sustainability, and that being good for the
planet does not have to be directed from the
top, but can originate from anyone within the
organization.
Kathryn
“By making our portfolio less
complex, we make the entire value
chain more agile, which contributes
to keeping our products aordable,
while also reducing CO
2
and waste.
It’s a journey, but it makes us proud
to take steps forward, together”.
Kathryn Blewett,
Head of Innovation
Project Management
“‘Here for you. Here
for the better.’ is about
creating a safe and respectful place
to work, innovating to reduce our
impact on the planet and being
ethical and transparent.”
Annick De Poorter,
Chief Innovation and
Sustainability Ocer
Champion’s story
Annick
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Operations
Stakeholder engagement
Who How we engage
Suppliers Moving towards in-depth strategic partnerships to benet from scale
and expertise
Partnering to accelerate innovation & sustainability targets for Scope 3
carbon emissions
Industry associations Board membership in EDANA, INDA, BAHP, Group’Hygiène (FR)
Regulators & auditors Audits for certications, including ISO 14001, ISO 50001 and ISO 45001
Market context
> A shift in focus from faster
prediction to faster response
call for agile operations
across the entire value
chain. We have adopted an
end-to-end approach, aligning
procurement, logistics and
manufacturing, to ensure
quality and surety of supply,
and to outrank the competition.
> Connected manufacturing
allows us to leverage data
to gather insights and
deliver results. This requires
continuous investments
in change management,
workforce training, digitalization
and automation.
> In light of more advanced
sustainability targets, especially
related to carbon emissions, we
have reinforced our focus on
operational excellence and
continuous improvement.
Key achievements
In 2024, our ongoing cost transformation program continued
to deliver structural savings, and we have as well improved our
operating eciency again by 5% gross savings.
> Our procurement, logistics, R&D and industrialization teams
joined forces to seize new opportunities for cost optimization.
One example of this end-to-end thinking is our Dreamshield® 360
technology launch, which was made possible by centralized project
planning and a common understanding of the project strategy.
> We continued adopting best manufacturing practices, deployed
by the Ontex Manufacturing Excellence (OMEX) team, resulting in
structurally improved Overall Equipment Eectiveness (OEE), scrap
reduction and substantial structural cost savings.
We optimized our manufacturing and asset footprint.
>
Our asset footprint optimization in Europe focused on reducing
product platforms and simplifying portfolios, while increasing
capacity and agility.
> We transformed our Belgian production and distribution to
strengthen our competitive position in Europe, exiting the Eeklo site
in December 2024. In parallel we are investing approximately €40M
in Buggenhout site, transitioning towards a Center of Excellence
for research, development and production of medium & heavy
incontinence care products by early 2026.
> We scaled up our North Amercian operations. We added capacity to
fuel our growth ambition.
18.6bn
hygiene items produced
13
factories
4.6%
CM
operating eciency gains
€102M
capital expenditure
€70M
CM
net cost savings
Capital expenditure /
revenue
Operating eciency gains
2022 2023 2024
gross saving net saving
2022 2023 2024
2.5%
4.9%
4.1%
5.2%
5.2%
4.6%
CM: data related to Core Markets
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Operational excellence and well-being
go hand in hand
The focus on continuous improvement across our operations in Europe and North
America requires a lot of eort from our employees. It’s thanks to people like Tayeb
Lahcene, Line Leader Dourges (FR), that teams remain informed, empowered and
motivated. According to Chief Supply Ocer, Marco Querzoli, this is what resulted in
Tayeb being rightfully recognized as P.R.I.D.E. Champion.
Marco: Aligning procurement, engineering,
logistics and manufacturing has been key this
year to further optimize our operations. We
have achieved nice results in 2024 through
collaboration, but we cannot stop now; striving
towards operational excellence remains a
continuous exercise. If anyone represents this
idea of continuous improvement, it must be
Tayeb Lahcene, Line Leader in our Dourges site.
Congratulations, Tayeb!
Tayeb: Thank you, Marco! For me, operational
excellence totally hinges on how we work
together as a team. You can only achieve results
when you are close to your team, listen to their
concerns and feedback, and instill condence
in them. That’s what I am trying to achieve every
day.
Marco: And you did well, despite the many
challenges we were facing; making our supply
chain more agile, ensuring safety, meeting our
sustainability targets, all the while coordinating
the collaboration with many stakeholders,
including our R&D, logistics, engineering and
commercial teams. Ultimately, if we want to be
recognized as the ideal partner for our retailers,
it starts by ensuring we are a well-oiled machine,
with engaged employees willing to go together
to deliver results.
Tayeb: Absolutely! I think that performance and
well-being go hand in hand. I try to monitor both
in a consistent way, so I’m ready when issues
arise. When you empower people, they take
ownership of their work and drive improvements
on their own. This makes all the dierence for
the entire organization and lls me with pride!
Marco
“When you empower people, they
take ownership of their work and
drive improvements on their own.”
Tayeb Lahcene,
Line Leader Dourges (FR)
Champion’s story
Tayeb
“We have achieved nice
results in 2024 through
collaboration, but we cannot stop
now. Striving towards operational
excellence remains a continuous
exercise.”
Marco Querzoli,
Chief Supply Ocer
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Financial
Key achievements
Adjusted EBITDA
CM
rose 28% to €223 million. Sustained delivery
of the cost transformation program added €70 million, driving
competitiveness and protability. Volume and mix growth contributed
€21 million and lower prices had a €(39) million eect. While lower
raw material prices, in line with indices, added €39 million, continued
ination drove other operating and sales, general & administration
costs up by €(28) million and €(10) million respectively. The adjusted
EBITDA margin rose to 12.0%, up 2.3pp year on year.
Prot for the period for the total group was €10 million, down
from €35 million the prior year. Discontinued operations (Emerging
Markets) incurred a €(11) million loss, reecting scope reduction
and non-cash currency adjustments from divestments. Continuing
operations (Core Markets) posted €21 million, €(6) million lower,
despite the higher adjusted EBITDA, due to the one-time costs,
mostly related to the transformation of our Belgian operations.
Adjusted prot from continuing operations, however, doubled to
€76 million.
Free cash ow rose to €48 million from €9 million in 2023. Strong
operational delivery and working capital management more than
compensated for the temporary step-up in investments to accelerate
the group’s transformation. Capital expenditure reached close to
6% of revenue in Core Markets, while €(39) million was spent on
restructuring.
The total group’s net nancial debt decreased to €612 million over
the year. Along with the improvement in EBITDA, the leverage ratio was
brought down from 3.25x at the start of the year to 2.46x by the end.
Outlook 2025
We are well positioned
to successfully complete
our intensive three-year
transformation journey, and
thereby expects the following
for 2025:
> Revenue
CM
to grow by 3 to
5% like for like, supported by
double digit volume in North
America;
> Adjusted EBITDA
CM
to grow
4% to 7%, supported by
revenue growth and further
operational eciencies;
> Free cash ow to remain
strong, while continuing
to invest in Ontex’s
transformation;
> Net cash proceeds of
approximately €100 million to
be received from the Brazilian
and Turkish divestments.
€1.86bn
CM
Revenue
€48M
free cash ow
€675M
market capitalization
€223M
CM
Adj EBITDA
€612M
Net nancial debt
EBITDA margin
CM
evolution 2022-2024
Leverage ratio
evolution 2022-2024
2022 2023 2024 2022 2023 2024
6.39x
3.25x
2.46x
Stakeholder engagement
Who How we engage
Banks and
rating agencies
Regular interactions and management presentations
Analysts and
investors
Quarterly analyst calls, regular analyst & investor interactions
Roadshows & conferences in European and North American nancial centers
Annual general meeting & retail investor fairs
CM: data related to Core Markets
9.7%
6.2%
12.0%
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7 reasons to invest in Ontex in 2025
4
We have signicantly
improved our
nancials since
2022, achieving
a higher EBITDA
margin, solid positive
free cash ow and
a leverage ratio just
below 2.5x.
7
As we are nalizing our transformation journey by end of 2025 -and thus a last year of
investments- and growing fast in US, we are condent to be able to generate attractive
sustainable cash ows in the future.
6
Consumer tests
conrm that the
quality and
performance
of our products are
generally perceived
as equivalent to
A-brands, while being
more aordable.
3
Our robust
innovation
pipeline and
cost-eciency
improvements enable
us to strengthen
and grow our
market position.
5
We have successfully
streamlined
our portfolio to
focus on retailer and
healthcare brands,
and we have taken
major steps to
transforming our
footprint.
2
Our market is
expanding thanks to
an aging yet more
active population,
with retailer brands
gaining importance
and demonstrating
more resilience
through economic
cycles.
1
Over 35 million
people rely on our
baby care, feminine
care and adult care
products across
our key markets in
Europe & North
America every year.
Geoffroy
Geert
“During the year we
intensied our contact
with nancial stakeholders.
We’re especially pleased to
have gained the trust of two
larger investors in the year,
who crossed the 3%
shareholding bar.“
Georoy Raskin,
Investor Relations
“With strong results delivery again
in 2024, we strengthened our
nancial health further with strong
cash ow, bringing the leverage
ratio down to just below 2.5x. The
improvement was recognized by
the credit rating agencies, which
upgraded us in the year.”
Geert Peeters,
CFO
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>> 24 > Ontex annual report 2024
Corporate governance statement
For the financial year ended December 31, 2024
The Company is committed to upholding high standards of Corporate Governance. It applies the Belgian Corporate Governance code for listed companies (the “2020 Corporate Governance Code”),
which can be found on the website of the Belgian Corporate Governance Committee (https://corporategovernancecommittee.be/en
). Further, the Company has adopted a corporate governance
charter which describes the main aspects of the Company’s corporate governance, including its governance structure and the terms of reference of the Board of directors (the “Board), the Board
committees and the executive committee. The charter is available on the Company’s website (https://ontex.com/investors/leadership).
GOV-1
General information ................................................................................................................................................................................................................................................... 26
GOV-1.1 Highlights of 2024 corporate governance matters .............................................................................................................................................................................................................. 26
GOV-1.2 Ambition going forward ........................................................................................................................................................................................................................................................... 26
GOV-2 Board & executive management ............................................................................................................................................................................................................................... 27
GOV-2.1 Board composition ................................................................................................................................................................................................................................................................... 27
GOV-2.2 Evolution of the Board in 2024 ............................................................................................................................................................................................................................................... 30
GOV-2.3 Board responsibilities and engagement ................................................................................................................................................................................................................................ 31
GOV-2.4 Board review and assessments .............................................................................................................................................................................................................................................. 31
GOV-2.5 Board committees .................................................................................................................................................................................................................................................................... 32
GOV-2.6 Executive Management ........................................................................................................................................................................................................................................................... 34
GOV-2.7 Diversity within the Board and Executive Committee.......................................................................................................................................................................................................... 37
GOV-3 Share capital, shareholders and investor engagement .......................................................................................................................................................................................... 38
GOV-3.1 Share capital and capital evolution ........................................................................................................................................................................................................................................ 38
GOV-3.2 Shareholder evolution ............................................................................................................................................................................................................................................................. 38
GOV-3.3 Shareholder structure .............................................................................................................................................................................................................................................................. 39
GOV-3.4 Investor engagement & share price performance ............................................................................................................................................................................................................... 39
GOV-3.5 Dealing and Disclosure Code .................................................................................................................................................................................................................................................. 40
GOV-4 Relevant information in the event of a takeover bid .............................................................................................................................................................................................. 41
GOV-4.1 Capital structure ....................................................................................................................................................................................................................................................................... 41
>> 25 > Ontex annual report 2024
GOV-4.2 Restrictions on transfers of securities ................................................................................................................................................................................................................................... 41
GOV-4.3 Holders of securities with special control rights ................................................................................................................................................................................................................... 41
GOV-4.4 Employee share plans where the control rights are not exercised directly by the employees ...................................................................................................................................... 41
GOV-4.5 Restrictions on the exercise of voting rights ......................................................................................................................................................................................................................... 41
GOV-4.6 Rules on appointment and replacement of Board members ............................................................................................................................................................................................. 42
GOV-4.7 Rules on amendments to the articles of association ........................................................................................................................................................................................................... 42
GOV-4.8 Authorized capital..................................................................................................................................................................................................................................................................... 42
GOV-4.9 Acquisition of own shares ....................................................................................................................................................................................................................................................... 42
GOV-4.10 Material agreements to which the company is a party containing change of control provisions .................................................................................................................................. 43
GOV-4.11 Severance pay pursuant to termination of contract of Board members, Executive officers or employees pursuant to a takeover bid .................................................................. 44
GOV-5 Conflicts of interest .................................................................................................................................................................................................................................................... 44
GOV-6 Compliance with the 2020 Corporate Governance Code ........................................................................................................................................................................................ 45
GOV-7 Events after the end of the reporting period ........................................................................................................................................................................................................... 45
GOV-8 Risk management and internal control network..................................................................................................................................................................................................... 46
GOV-8.1 Introduction .............................................................................................................................................................................................................................................................................. 46
GOV-8.2 Control environment ................................................................................................................................................................................................................................................................ 46
GOV-8.3 Risk management ..................................................................................................................................................................................................................................................................... 47
GOV-8.4 Control activities ....................................................................................................................................................................................................................................................................... 47
GOV-8.5 Information and communication ........................................................................................................................................................................................................................................... 47
GOV-8.6 Monitoring of control mechanisms ........................................................................................................................................................................................................................................ 48
GOV-8.7 Risk management and internal control with regard to the process of internal reporting .............................................................................................................................................. 48
GOV-8.8 Risk management and internal control with regard to sustainability ................................................................................................................................................................................ 48
GOV-8.9 Main risks faced by Ontex ....................................................................................................................................................................................................................................................... 49
GOV-9 Remuneration report ................................................................................................................................................................................................................................................. 57
GOV-9.1 Introduction .............................................................................................................................................................................................................................................................................. 57
GOV-9.2 2024 remuneration of the directors ....................................................................................................................................................................................................................................... 58
GOV-9.3 2024 remuneration of the members of the executive committee ..................................................................................................................................................................................... 60
GOV-9.4 Remuneration and performance evolution over the last 5 years ...................................................................................................................................................................................... 67
GOV-9.5 2025 remuneration outlook .................................................................................................................................................................................................................................................... 68
>> 26 > Ontex annual report 2024
GOV-1 General information
GOV-1.1 Highlights of 2024 corporate governance
matters
The Company remains fully committed to upholding “best-in-class” corporate governance
principles, which it believes form an important catalyst for the realization of the Company’s
strategic plans. The Company continues to focus, among others, on the following five corporate
governance themes: leadership; governance; remuneration; sustainability; and investor
engagement. Within these themes, several highlights are summarized in this Corporate
Governance Statement (and in the Remuneration Report that forms part of it).
In 2024, the composition of the Company’s Board underwent one change: Mr. Paul McNulty
resigned with effect as from October 1, 2024. Furthermore, the mandate of ViaBylity BV, with
Mr. Hans Van Bylen as permanent representative, was renewed at the Company’s annual
shareholders’ meeting of May 3, 2024.
ESG continues to be a fundamental element of the Company’s strategy. Building upon previous
achievements, in February 2025, Ontex was awarded an ‘A’ rating by the Carbon Disclosure
Project (CDP), a globally recognized environmental non-profit, for its Climate Change disclosure
in 2024 and a A-rating for CDP Forests, for transparency in forestry-related matters. This rating
underscores Ontex’s commitment to environmental stewardship. Furthermore, Ontex received
an Ecovadis Gold medal for its sustainability efforts. In addition, Ontex remains strongly
committed to its Sustainability Strategy 2030, which includes ambitious, quantified targets and
a clear roadmap, which can be found in the Sustainability Statements of this report.
Lastly, the Company continues to invest in shareholder engagement. Throughout the year, the
Company maintained a dynamic dialogue and alignment with investors, financial analysts and
other stakeholders.
GOV-1.2 Ambition going forward
The Board reconfirms the Company’s strong ambition to be an example in corporate
governance matters, as it sees this as an important value driver for the business. The Board
remains committed to continuing its optimization endeavors, which it started in 2020, on
various levels. After earlier efforts in 2020 and 2021, in the course of 2022, the Board focused,
among others, on Board composition and size, Board and Executive Committee succession
planning and CEO and Executive Committee assessment and development. This led, among
others, to the reduction of the size of the Board from twelve to nine members. In 2023, the
Board focused, among others, on succession planning of the Executive Committee. The Board
also decided to again conduct an in-depth Board assessment process with the assistance of an
advisory firm. The results of that assessment process, which were discussed by the Board in
the first half of 2024, showed a marked improvement in the Board’s functioning and
effectiveness compared to the earlier assessment made in 2020. At the same time, some areas
have further room for improvement, for which the Board has developed an action plan.
The Company’s efforts in the area of corporate governance were recognized in December 2023
by the Belgian Corporate Governance Commission, which informed the Company that it fully
complied with the 2020 Corporate Governance Code on the basis of its annual report for
financial year 2022.
>> 27 > Ontex annual report 2024
GOV-2 Board & executive management
GOV-2.1 Board composition
On December 31, 2024, the Board was composed as follows (sustainability information
provided pursuant to ESRS 2, GOV-1, § 21(a)):
Name
Mandate
Mandate
start
Mandate
expiration
Other board mandates
per December 31, 2024
ViaBylity BV,
permanently represented by Hans Van Bylen
Chair,
independent director
2020
2028
Etex, Lanxess, AkzoNobel
Ebrahim Attarzadeh
Non-executive director
2022
2026
Callirius AG
Inge Boets BV,
permanently represented by Inge Boets
Independent director
2014
2026
Econoholding NV, Econopolis Wealth Management NV, QRF, ECS Logistics Group
Michael Bredael
Non-executive director
2017
2025
Upfield Group BV, Canyon Bicycles GmbH, Affidea
Isabel Hochgesand
Independent director
2021
2025
World Procurement Leaders, Matilda AG
HVV GmbH,
permanently represented by Jesper Hojer
Non-executive director
2021
2025
Tom&Co, Aera Payment & Identification, Oda, Matsmart - Motatos
MJA Consulting BV,
permanently represented by Manon Janssen
Independent director
2021
2025
Gimv, Puratos, Ecorys
Rodney Olsen
Non-executive director
2021
2025
After the resignation of Mr. Paul McNulty with effect as from October 1, 2024, the Board was
reduced from nine to eight members, four of whom (or 50%) are independent directors.
Mr. Jonas Deroo, Chief HR and Legal Officer, is Secretary of the Board. Further details on the
changes to the composition of the Board are detailed in section GOV-2.1 of this Corporate
Governance Statement.
The biographical information, skills and experience of each member of the Board as at
December 31, 2024 are summarized below. This includes information on other director
mandates held by these members. The Company considers that its directors possess the right
competencies to guide and support Management in positioning the Company on the path to
accelerated value delivery.
>> 28 > Ontex annual report 2024
Hans
Van Bylen
Chair of the Board,
Independent
Director
Ebrahim
Attarzadeh
Non-Executive
Director
Inge
Boets
Independent
Director
Michael
Bredael
Non-Executive
Director
On May 3, 2024, ViaBylity BV, with Mr. Hans
Van Bylen as permanent representative,
was re-appointed as Independent Director.
Mr. Van Bylen serves as Chair of the Board,
as well as of the Company’s Remuneration
and Nomination Committee. Mr. Van Bylen,
formerly CEO of Henkel, brings Ontex his
deep knowledge of the industrial and
consumer goods sector and a wide breadth
of experience spanning the FMCG industry,
retail brand space, manufacturing and
supply chain, digitalization, sustainability
and leadership development. Mr. Van Bylen
previously served on the Boards of GfK,
Ecolab, the Consumer Goods Forum, the
Alliance to End Plastic Waste and has been
president of the German Chemical Industry
Association (VCI). Moreover, he has also
been member of the European Round Table
for Industry (ERT). In addition, Mr. Van Bylen
is also a Board member at Etex, Lanxess
and AkzoNobel.
On May 5, 2022, Mr. Ebrahim Attarzadeh
was appointed as a Non-Executive Director
upon the nomination of ENA Investment
Capital LLC. Mr. Attarzadeh has more than
20 years’ experience in investment banking
and asset management. He was CEO of
Mainfirst Bank AG and CEO and Head of
Equities of Stifel Europe Bank AG until end
of 2021. Prior to that he held other
positions at Deutsche Bank and Arthur
Andersen. Mr. Attarzadeh is the Co-
Founder and Chairman of Callirius AG, a
sustainable finance company and currently
acts as a CEO of a Swiss Family Office.
Inge Boets BV, with Ms. Inge Boets as its
permanent representative, was appointed
as Independent Director as of June 30,
2014. Ms. Boets also chairs the Company’s
Audit and Risk Committee. She was a
partner with Ernst & Young from 1996
through 2011, where she was the Global
Risk leader and held several other roles in
audit and advisory. Currently, Ms. Boets is
also an independent director and chair of
the Board at QRF City Retail, chair of the
Board at Econopolis Wealth Management
NV, independent director at Econoholding
and independent director and chair of the
Finance and Audit Committee at ECS
Logistics Group NV. In addition, Ms. Boets is
the owner and manager of La Scoperta BV.
On May 24, 2017, Mr. Michael Bredael was
appointed as Non-Executive Director upon
the nomination of Groupe Bruxelles
Lambert (GBL). Mr. Bredael is an Investment
Partner at Groupe Bruxelles Lambert since
2016. He started his career at Towers
Watson as a consultant in the United States
in 2003 before joining the BNP Paribas
Group in 2007. Mr. Bredael held various
investment banking positions at BNP
Paribas, particularly focusing on cross-
border M&A transactions. From 2014 to
2016, he was Head of the M&A Execution
Group of BNP Paribas London. Mr. Bredael
is director of Upfield Group BV, Canyon
Bicycles GmbH and Affidea, as a
representative of Groupe Bruxelles
Lambert.
>> 29 > Ontex annual report 2024
Manon
Janssen
Independent
Director
Isabel
Hochgesand
Independent
Director
Jesper
Hojer
Non-Executive
Director
Rodney
Olsen
Non-Executive
Director
On May 25, 2021, MJA Consulting BV,
permanently represented by Ms. Manon
Janssen, was appointed as an Independent
Director. Ms. Janssen is a C-level executive
with extensive experience in the fields of
general management, strategy, leadership,
sustainability and professional services, in
both the private and public sector. She
began her career at Procter & Gamble,
where she worked for 16 years in different
countries and where she was responsible
for leading major brands in the Paper and
Health & Beauty Care divisions. In 2000, she
became Vice President Marketing &
Innovation at Electrolux Home Products
Europe and in 2005 she became Chief
Marketing Officer worldwide at Philips
Lighting. Ms. Janssen currently is the CEO
and chair of the Board of management of
Ecorys, an international research and
advisory company addressing societal
challenges in public policy. In addition, she
advises the Dutch and Belgian governments
as well as private companies in the field of
sustainability, the energy transition and
climate change. She is also a director at
Gimv and Puratos.
On May 25, 2021, Ms. Isabel Hochgesand
was appointed as an Independent Director.
Ms. Hochgesand is an executive with
extensive international experience in
procurement, supply chain, and marketing
of consumer goods. Ms. Hochgesand is
Chief Procurement and Hazelnut Company
Officer at Ferrero, located in Luxemburg.
Prior to that, Ms. Hochgesand was Chief
Procurement Officer at Beiersdorf AG and
held various senior roles in various
countries worldwide at Procter & Gamble,
most of her 25 years of tenure in the
personal hygiene sector. Ms. Hochgesand
was also the Managing Director for Supply
Chain for P&G in Germany, Austria and
Switzerland for all brands. Ms. Hochgesand
serves on the advisory Boards of World
Procurement Leaders and Matilda AG.
On May 25, 2021, Mr. Jesper Hojer was
appointed as a Non-Executive Director
upon the nomination of Groupe Bruxelles
Lambert (GBL). Mr. Hojer has vast
experience in the consumer goods and
retail sectors, as well as with the creation
and implementation of digital solutions in
the retail sector, and has a broad
international outlook. He was the CEO of
Lidl International, one of the largest
international chains of grocery stores.
Currently, Mr. Hojer is a senior advisor at
McKinsey & Company Inc., and also acts as
chair of the Boards of Tom&Co, Aera
Payment & Identification, Oda en Matsmart
Motatos.
On May 25, 2021, Mr. Rodney Olsen was
appointed as a Non-Executive Director
upon the nomination of ENA Investment
Capital LLC. Mr. Olsen is an experienced
international finance executive within the
FMCG sector. He is a former CFO of
Kimberly Clark’s APAC division, and prior to
that he held various senior roles at Kimberly
Clark, including CFO International, CFO
Global Finance Operations and CFO of the
EMEA region and was responsible for large
international M&A transactions. Prior to
joining Kimberly Clark, he was senior
manager audit at EY, and senior manager
SEC Reporting at the LTV Corporation.
>> 30 > Ontex annual report 2024
Competency matrix
The following table shows the competencies that have been identified as important, given
Ontex’s current context and strategic challenges, and how the Board’s current composition
covers these. The table includes sustainability information provided pursuant to ESRS 2, GOV-
1, § 21(c).
Competency
Hans
Van Bylen
Inge
Boets
Michael
Bredael
Isabel
Hochgesand
Manon
Janssen
Jesper
Hojer
Rodney
Olsen
Ebrahim
Attarzadeh
Experience
Current/past CEO
International experience
Experience in Europe
Experience in North America
Expertise
Executive in FMCG/retail
Functional Executive (operations, procurement, commercial)
Financial/Audit
Capital Markets
Sustainability
Gender diversity
Male
Female
Regional origin
Belgium
International
Compliance
Independent Director
GOV-2.2 Evolution of the Board in 2024
At the Company’s annual shareholders’ meeting of May 3, 2024, the shareholders resolved to
approve the re-appointment as independent director of ViaBylity BV, with Hans Van Bylen as
permanent representative, for a period which will end immediately after the annual
shareholders’ meeting of the Company that shall approve the Company’s annual accounts for
the financial year ending on December 31, 2027.
In addition, the Board was reduced from nine to eight members, upon the resignation of Mr.
Paul McNulty with effect as from October 1, 2024.
>> 31 > Ontex annual report 2024
GOV-2.3 Board responsibilities and engagement
The individual attendance rate of the Board meetings during 2024 was as follows:
Name
Board
attendance
[ 1]
Attendance
rate
ViaBylity BV,
permanently represented by Hans Van Bylen
10/10 100%
Ebrahim Attarzadeh
10/10
100%
Inge Boets BV,
permanently represented by Inge Boets
10/10
100%
Michael Bredael
10/10
100%
Isabel Hochgesand
10/10
100%
HVV GmbH,
permanently represented by Jesper Hojer
10/10
100%
MJA Consulting BV,
permanently represented by Manon Janssen
10/10
100%
Paul McNulty 7/7
[ 2]
100%
Rodney Olsen 10/10 100%
During 2024, the Board met eight times, with an attendance rate of 100%. The agenda of the
Board meetings included, among others:
oversight of the Company’s operational and financial performance;
oversight and approval of the Company’s value creation projects and ongoing M&A
processes;
oversight and approval of the entry into a new revolving facility agreement;
review and approval of the Company’s annual budget and review of its medium and long-
term strategy and business plan;
oversight and approval of the Company’s share buy-back program;
oversight, and (where appropriate) approval, of the matters falling within the competences
of the Remuneration and Nomination Committee (including matters in the area of human
[1] The attendance rate is based on the number of Board meetings held during the mandate of the respective
Board members.
capital management (people, organization, reward, health & safety, diversity, equity and
inclusion)); and
oversight, and (where appropriate) approval, of the matters falling within the competences
of the Audit and Risk Committee (including internal controls and internal audit, tax,
compliance and litigation, information security, and ESG compliance and reporting).
GOV-2.4 Board review and assessments
The Board regularly organizes review and assessment processes focused on certain selected
matters. In the course of 2022, the Board focused, among others, on Board composition and
size, Board and Executive Committee succession planning and CEO and Executive Committee
assessment and development. This led, among others, to the reduction of the size of the Board
from twelve to nine members. In 2023, the Board focused, among others, on succession
planning of the Executive Committee. The Board also decided to conduct an in-depth Board
assessment process with the assistance of an advisory firm. The results of that assessment
process, which were discussed by the Board in the first half of 2024, showed a marked
improvement in the Board’s functioning and effectiveness compared to the earlier assessment
made in 2020. At the same time, some areas have further room for improvement, for which
the Board has developed an action plan.
[2] Mr. Paul McNulty resigned from the Board with effect from October 1, 2024.
>> 32 > Ontex annual report 2024
GOV-2.5 Board committees
GOV- 2.5.1 Audit and Risk Committee
In accordance with Article 7:99, §2 of the Belgian Code of Companies and Associations and the
2020 Corporate Governance Code, all members of the Audit and Risk Committee are Non-
Executive Directors. While the legal requirement is to have at least one member who is
independent, the Company’s corporate governance charter provides that the Audit and Risk
Committee should comprise of a majority of independent members and that the mandate of
Chair of the Audit and Risk Committee cannot be cumulated with the mandate of Chair of the
Board. The chair and members of the Audit and Risk Committee collectively have the required
skills and expertise regarding accounting and audit matters.
On December 31, 2024, the Audit and Risk Committee was composed as follows:
Name
Position
Inge Boets BV,
permanently represented by Inge Boets
Independent Director,
Chair of the Audit and Risk Committee
Michael Bredael
Non-Executive Director
Rodney Olsen
Non-Executive Director
ViaBylity BV,
permanently represented by Hans Van Bylen
Independent Director
[3] Mr. Paul McNulty resigned from the Audit and Risk Committee with effect from October 1, 2024.
During 2024, the Audit and Risk Committee met six times. The attendance rate was 96.67%, as
shown in the table below.
Name
Meetings attended
Attendance rate
Inge Boets BV,
permanently represented by Inge Boets
6/6
100%
Michael Bredael
5/6
83.33%
Rodney Olsen
6/6
100%
Paul McNulty
3/3
[ 3]
100%
ViaBylity BV,
permanently represented by Hans Van Bylen
6/6
100%
Mr. Jonas Deroo, Chief HR and Legal Officer, is Secretary of the Audit and Risk Committee.
The Audit and Risk Committee is entrusted with the tasks set out in Article 7:99, §4 of the Belgian
Code of Companies and Associations and its roles and responsibilities are further described in
the Company’s Corporate Governance Charter. It determines the frequency and the agenda of
its meetings. In 2024, the Audit and Risk Committee reviewed the external and internal audit
plans, the half-year and full-year financial statements and the external review on the half-year
and full-year financial statements, the quarterly financial information contained in the Q1 and
Q3 trading updates, the key risks (including applicable internal controls, risk management and
related processes), and the ESG agenda of the Company. As part of its task to monitor and
oversee the efficacy of the internal controls and risk management and risk management
processes, the Audit and Risk Committee also oversees, among other matters, information
security risks. Furthermore, the Audit and Risk Committee oversaw the Company’s refinancing
of its revolving credit facility.
>> 33 > Ontex annual report 2024
With respect to its roles and responsibilities, as further described in the Company’s Corporate
Governance Charter, the Board formally tasked the Audit and Risk Committee with the
oversight of the Company’s Environmental, Sustainability and Governance (“ESG”) initiatives,
including to:
assess, review and prepare the decision-making of the Board on ESG actions and practices
presenting new opportunities for the Company;
monitor and oversee the process for the development of ESG information and identify
ways to integrate ESG information into the reporting cycle; and
measure and monitor the Company’s performance on ESG matters and their impact on
society in order to take account of the multidimensional nature of corporate social
responsibility.
GOV- 2.5.2 Remuneration and Nomination Committee
In accordance with Article 7:100, §2 of the Belgian Code of Companies and Associations and
the 2020 Corporate Governance Code, all members of the Remuneration and Nomination
Committee are Non-Executive Directors and the majority of the members are independent in
accordance with the criteria set out in Article 7:87, §1 of the Belgian Code of Companies and
Associations. The members have the necessary expertise in the field of remuneration.
On December 31, 2024, the Remuneration and Nomination Committee was composed as
follows:
Name
Position
ViaBylity BV,
permanently represented by Hans Van Bylen
Independent Director, Chair of the
Remuneration and Nomination
Committee
Ebrahim Attarzadeh
Non-Executive Director
Isabel Hochgesand
Independent Director
HVV GmbH,
permanently represented by Jesper Hojer
Non-Executive Director
MJA Consulting BV,
permanently represented by Manon Janssen
Independent Director
During 2024, the Remuneration and Nomination Committee met four times. The attendance
rate was 95%:
Name
Meetings attended
Attendance rate
ViaBylity BV,
permanently represented by Hans van Bylen
4/4 100%
Isabel Hochgesand
3/4
75%
HVV GmbH,
permanently represented by Jesper Hojer
4/4 100%
MJA Consulting BV,
permanently represented by Manon Janssen
4/4 100%
Ebrahim Attarzadeh
4/4
100%
Mr. Jonas Deroo, Chief HR and Legal Officer, is Secretary of the Remuneration and Nomination
Committee.
The Remuneration and Nomination Committee is entrusted with the tasks set out in Article
7:100, §5, of the Belgian Code of Companies and Associations. Its roles and responsibilities are
further described in the Company’s Corporate Governance Charter.
During 2024, the Remuneration and Nomination Committee’s work included the following
topics:
reviewing performance and remuneration of the Executive Committee members with
respect to financial year 2023;
determining 2024 targets for the short-term and long-term incentive schemes (refer to the
Remuneration Report);
reviewing the Company’s Remuneration Report with respect to financial year 2023;
succession and leadership assessment and development of the Executive Committee;
Board and Board member assessment and succession planning; and
review of various “People & Organization”-related matters with respect to the Group,
including matters related to culture, talent development and succession planning.
>> 34 > Ontex annual report 2024
GOV-2.6 Executive Management
The composition of the Executive Management Committee on December 31, 2024 is shown in
the table below:
Name
Position per December 31, 2024
Gustavo Calvo Paz Chief Executive Officer
Chilibri BV,
permanently represented by Geert Peeters
Chief Financial Officer
Annick De Poorter
Chief Innovation & Sustainability Officer
Jonas Deroo
Chief HR & Legal Officer and Secretary
General
Émage Europe SRL,
permanently represented by Laurent Nielly
President Europe division
Marco Querzoli
Chief Supply Chain Officer
Paul Wood
President North America division
The following table sets out the biographical information, skills and experience of the current
members of the Executive Committee.
>> 35 > Ontex annual report 2024
Gustavo
Calvo Paz
Chief
Executive
Officer
Geert
Peeters
Chief
Financial
Officer
Laurent
Nielly
President
Europe
Division
Annick
De Poorter
Chief Innovation
& Sustainability
Officer
Mr. Gustavo Calvo Paz has vast international
experience as an industry executive with an
extensive background in operations,
business turnarounds, and strategy within
the FMCG sector. Prior to his appointment
as CEO, Mr. Calvo Paz was a member of the
Board since May 25, 2021. He was
previously the president of Kimberly Clark’s
EMEA division, and was an executive
member of Kimberly Clark’s Global
Leadership Team. Prior to that, he held
various senior roles at Kimberly Clark.
Mr. Geert Peeters brings relevant
experience in the domains of business
transformation in a retail environment and
operational and cash efficiency. The Board
appointed Geert Peeters as Chief Financial
Officer of Ontex, with effect from December
1, 2023. Before joining Ontex, Geert Peeters
was Group CFO at Greenyard. He built up
extensive experience through finance
director roles at companies such as Metallo
Group (currently Aurubis) and management
consultancies such as
PriceWaterhouseCoopers.
Mr. Laurent Nielly joined the Ontex Group
in July 2017 to lead the then acquired
business in Brazil and was appointed as
President of the Europe Retail Division in
January 2021. His scope was expanded in
July 2021 after the combination of Retail and
Healthcare Divisions. Mr. Nielly brings more
than 25 years of experience earned in
Europe, the US and Latin America and
across companies such as P&G, McKinsey &
Company, PepsiCo and Coty. He started his
professional career in finance and strategy,
and developed expertise in innovation and
commercial excellence before taking P&L
responsibilities.
Ms. Annick De Poorter joined Ontex in 2003
as the R&D Manager of Feminine Hygiene
and was promoted to R&D and Quality
Director in January 2009. Before joining the
Group, she worked at Libeltex NV in
Belgium, and prior to that, she was a
Scientific Researcher at University of Ghent,
Belgium.
>> 36 > Ontex annual report 2024
Jonas
Deroo
Chief
HR & Legal
Officer
Marco
Querzoli
Chief
Supply Chain
Officer
Paul
Wood
President
North America
Division
Mr. Jonas Deroo joined Ontex in April 2015
as General Counsel & Corporate Secretary.
Prior to joining Ontex, Mr. Deroo was
Associate General Counsel at bpost. He
started his career as an attorney at the
Brussels Bar.
Mr. Marco Querzoli joined Ontex in August
2023. Mr. Querzoli has extensive expertise
in supply chain and procurement matters
and has experience leading large
multinational teams. Prior to joining Ontex,
Mr. Querzoli held various senior roles at
Kimberly Clark and Scott Paper Company,
including a tenure of nine years as Vice
President Product Supply for the EMEA
region at Kimberly Clark.
Mr. Paul Wood joined the Executive
Committee of Ontex in the role of President
North America on April 1, 2023. Mr. Wood
brings considerable experience of general
management and commercial leadership
having worked for several large fast-moving
consumer goods companies including Frito
Lay, Heinz, Samsung and as Chief
Commercial Officer for Church & Dwight.
Each of the members of the Executive Committee has experience that is relevant to the
products that Ontex manufactures and sells, and in the sectors and geographic locations in
which Ontex is active, both in view of their tenure at the Company and, for several of the
members, in their earlier capacities at other companies in the same or adjacent sectors
(sustainability information provided pursuant to ESRS 2, GOV-1, § 21(c)).
Functioning of the Executive Committee
The powers of the Executive Committee include the operational management and organization
of the Company. The Executive Committee is responsible for developing or updating on a yearly
basis the overall strategy and business plan of the Company, as well as its budget for the
following year, and submitting it to the Board for approval. The Executive Committee also
monitors the implementation of the overall strategy and business plan of the Company, and
supports the CEO in the day-to-day management of the Company and the exercise of his
responsibilities. Further, the Executive Committee prepares the Company’s financial
statements, presents accurate and balanced evaluations of the Company’s financial situation
to the Board and provides the Board with the information it needs in order to properly fulfil its
duties. The Executive Committee is also responsible for setting up and maintaining policies
related to the risk profile of the Company and systems to identify, assess, manage and monitor
financial and other risks within the framework set by the Board and the Audit and Risk
Committee.
The size and composition of the Executive Committee is determined by the Board acting on
proposal of the CEO, who chairs the Executive Committee. Members of the Executive
Committee are appointed by the Board based on a proposal of the CEO and upon
recommendation of the Remuneration and Nomination Committee. The members of the
Executive Committee were appointed for an indefinite period (with the exception of the CEO
and the Chief Supply Chain Officer). They can be dismissed by the Board at any time or cease
to be a member of the Executive Committee if their management agreement with the Company
terminates.
>> 37 > Ontex annual report 2024
The CEO leads and chairs the Executive Committee. The CEO is vested with the day-to-day
management of the Company. In addition, he exercises the special and limited powers assigned
to him by the Board or the Executive Committee. The CEO is a permanent invitee to the Board
and reports to the Board on a regular basis, including on the actions taken by the Executive
Committee.
During 2024, as a general rule, the Executive Committee met on a weekly basis and discussed,
among others, the following topics:
strategic review and implementation;
financial and operational performance;
Ontex’s organizational model and people-related matters;
Ontex’s Sustainability Strategy 2030;
internal controls and compliance; and
various operational matters.
GOV-2.7 Diversity within the Board and Executive
Committee
Ontex promotes diversity and equal opportunities. The Company has adopted a diversity policy
which provides that diversity within the Board and the Executive Committee is considered a
number of aspects, including but not limited to gender, age, cultural and educational
background, professional experience, skills and knowledge.
On December 31, 2024, the Board was composed of eight directors, three of which were
women: Ms. Inge Boets (as permanent representative of Inge Boets BV), Ms. Manon Janssen (as
permanent representative of MJA Consulting BV) and Ms. Isabel Hochgesand. The three female
members of the Board together represent 37.5% of the Board members. The Remuneration
and Nomination Committee evaluates the composition of the Board on a yearly basis and
formulates suggestions to the Board, while taking into account, among other things, the gender
composition and other diversity elements. The Company complies with the requirement that
at least one-third of the members of the Board should be of the opposite gender as the gender
of the majority, as set out in Article 7:86 of the Belgian Code of Companies and Associations.
On December 31, 2024, the Executive Committee counted one female member out of seven,
or 14%. The diversity with regard to gender within the Board and the Executive Committee can
be visualized as follows (sustainability information provided pursuant to ESRS 2, GOV-1, § 21(d)):
>> 38 > Ontex annual report 2024
GOV-3 Share capital, shareholders and investor engagement
GOV-3.1 Share capital and capital evolution
On December 31, 2024, the share capital of the Company amounted to €823,587,466.38 and
was represented by 82,347,218 shares without nominal value. Each share represents
1/82,347,218th of the capital and carries one vote. The shares are listed on Euronext Brussels.
On December 31, 2024, 16,354,865 shares of the Company were registered shares and the
remainder were dematerialized shares.
As set out in more detail in the Remuneration Report, between January 1
st
, 2023 and December
31, 2025, the Company’s annual long-term incentive program is temporarily suspended for the
CEO and the other members of the Executive Committee (as well as for certain other members
of the Company’s senior management). Instead, in 2023, the CEO and other members of the
Executive Committee (in addition to certain other members of the Company’s senior
management) received a one-time grant of performance stock units covering financial years
2023, 2024 and 2025. These performance stock units do not confer any shareholder rights
prior their vesting. Upon vesting, the Company shall deliver to beneficiaries either existing
shares of the Company, newly issued shares of the Company or a combination of both. A more
detailed description of this incentive program is set out in the Company’s Remuneration Report
and Remuneration Policy.
The Remuneration Report provides an overview of the vesting of performance stock units,
restricted stock units and stock options granted to Members of the Executive Committee.
On November 25, 2024, the Company announced the launch of a share buy-back program to
acquire a maximum of 1.5 million shares, representing 1.8% of its issued shares. The shares
acquired through the program will contribute to meeting Ontex’s obligations under its current
and future long-term incentive plans. The share purchases are spread over a seven-month
period, which started on December 1, 2024 and will end on June 30, 2025. The program is
conducted under the terms and conditions of the authorization granted by the extraordinary
shareholders’ meeting held on May 5, 2023, and is executed by an independent intermediary,
who makes its decisions independently pursuant to a discretionary mandate. In 2024, the
Company acquired 146,338 own shares in the context of the share buy-back program, for
which it paid €1,2 million. Such acquired shares together represented 0.18% of the Company’s
share capital and each had a par value of €10.00.
In total, on December 31, 2024, the Company held 1,260,044 treasury shares, which represents
1.53% of the Company’s share capital.
GOV-3.2 Shareholder evolution
Pursuant to the Company’s Articles of Association and Corporate Governance Charter, the
applicable successive thresholds as regards the application of the Law of 2 May 2007 on the
disclosure of significant shareholdings in issuers whose shares are admitted to trading on a
regulated market and other provisions (the “Law of 2 May 2007) and the Royal Decree of 14
February 2008 on the disclosure of significant shareholdings, are set at 3%, 5%, 7.5%, 10% and
any subsequent multiples of 5%.
On January 11, 2024, the Company received a transparency declaration confirming that, on
January 9, 2024, Mr. Guo Guanchang and Fosun International Holdings Ltd. detained 2,399,214
Ontex voting securities or voting rights, representing 2.91% of voting securities, and thereby
crossed the threshold of 3% downward.
On March 21, 2024, the Company received a transparency declaration confirming that, on
March 20, 2024, Mr. Joannes G.H.M. Niessen and Mont Cervin SARL detained 2,517,540 Ontex
voting securities or voting rights, representing 3.06% of voting securities, and thereby crossed
the threshold of 3% upward.
On October 16, 2024, the Company received a transparency declaration confirming that, on
October 7, 2024, Black Creek Investment Management Inc. detained 2,442,764 Ontex voting
securities or voting rights, representing 2.97% of voting securities, and thereby crossed the
threshold of 3% downward.
We refer to our website for transparency declarations received after December 31, 2024.
>> 39 > Ontex annual report 2024
GOV-3.3 Shareholder structure
Based on the transparency declarations received by the Company, the shareholder structure
of the Company on December 31, 2024
[ 4]
was as follows:
To the knowledge of the Company, no shareholders’ agreements are currently in place.
Shareholders
Shares
%
[
5
]
Threshold
Date crossing
Groupe Bruxelles Lambert SA 16,454,453 19.98% >15% 20/04/2021
ENA Investment Capital 12,411,999 15.07% >15% 29/04/2020
The Pamajugo Irrevocable Trust
2,722,221
3.64%
>3%
29/02/2016
Mr. Joannes G.H.M. Niessen and Mont Cervin SARL 2,517,540 3.06% >3% 20/03/2024
BPCE SA, Natixis SA, Natixis Investment Managers, NIM Participations 3 and DNCA Finance 2,491,966 3.03% >3% 12/11/2024
GOV-3.4 Investor engagement & share price performance
In 2024, the Company further accelerated its efforts to engage with investors. The Company
had meetings with 132 different institutions, compared to 110 in 2023, many of which were
conducted in the presence of senior management, either in the framework of investor
conferences (in London, Paris and Brussels), during roadshows (in London, Paris, Brussels,
Frankfurt, Zürich, Geneva, and the United States), or via video conferences. Following the
publication of its financial results, the Company also hosted public conference calls during
which our senior management presented the Company’s results and responded to questions
from financial analysts and investors. Moreover, throughout the year, the Investor Relations
department was available to respond to queries from (potential) investors.
At present, Ontex is actively followed by seven equity analysts.
[4] Updates subsequent to December 31, 2024 are provided on our website
(https://ontex.com/investors/shareholder-resources-center/).
Ontex’s share price evolved positively over the year, gaining 10.3% to reach €8.39. This
represents a strong performance versus the sector index STOXX Europe 600 Personal &
Household Goods®, which gained 2.0%, and the BEL Mid® index of Euronext Brussels, which
saw a decline of -15.5% over the year.
30.7 million shares of the Company were traded on Euronext Brussels in 2024, representing
37% of the total amount of shares issued by the Company. This is a 3.7% relative increase
compared to 36% in 2022. This improvement contrasts with a decrease in liquidity for mid- and
small-cap companies, as evidenced by the -3% decline in liquidity of the BEL MID® index
compared to 2023. Combining the traded volumes on Euronext Brussels, on other trading
venues and OTC trades, approximately 90 million of the Company’s shares were traded in 2024,
representing slightly more than 100% of the number of shares issued by the Company.
[5] Percentage based on the outstanding share capital of the Company at the time of the declaration.
>> 40 > Ontex annual report 2024
GOV-3.5 Dealing and Disclosure Code
Ontex gives utmost priority to its compliance with applicable market abuse regulations. On June
3, 2014, the Board approved the Ontex Dealing and Disclosure Code (the Dealing and
Disclosure Code”). The Dealing and Disclosure Code was subsequently amended on April 2,
2015 and on June 28, 2016. The Dealing and Disclosure Code restricts transactions in the
Company’s securities by members of the Board and of the Executive Committee, and by certain
senior employees of the Ontex Group during closed and prohibited periods. The Dealing and
Disclosure Code also contains rules concerning the internal approval of intended transactions,
as well as the disclosure of executed transactions through a notification to the Belgian Financial
Services and Markets Authority, and disclosure of inside information. The Company’s General
Counsel is the Compliance Officer for purposes of the Dealing and Disclosure Code.
>> 41 > Ontex annual report 2024
GOV-4 Relevant information in the event of a takeover bid
Article 34 of the Royal Decree of November 14, 2007 on the obligations of issuers of securities
which have been admitted to trading on a regulated market, requires that listed companies
disclose certain items that may have an impact in the event of a takeover bid.
GOV-4.1 Capital structure
A comprehensive overview of our capital structure at December 31, 2024 can be found in
chapter 2 of this Corporate Governance Statement.
GOV-4.2 Restrictions on transfers of securities
The Company’s Articles of Association do not impose any restrictions on the transfer of shares
in the Company. Furthermore, the Company is not aware of any such restrictions imposed by
Belgian law except in the framework of market abuse rules, and neither is the Company aware
of any agreements between shareholders which may result in restrictions on the transfer of
securities and/or the exercise of voting rights.
GOV-4.3 Holders of securities with special control rights
There are no holders of securities with special control rights.
GOV-4.4 Employee share plans where the control rights
are not exercised directly by the employees
The Company’s shares to be delivered to participants upon exercise of the stock options or
vesting of the RSUs or performance stock units in the framework of long-term incentive
schemes are either newly issued or existing ordinary shares in the Company with all rights and
benefits attached to such shares. A more detailed description of the Company’s long-term
incentive plans is set out in the Company’s Remuneration Report and Remuneration Policy.
The Company has not set up employee share plans where control rights over the shares are
not exercised directly by Ontex’s managers or employees.
GOV-4.5 Restrictions on the exercise of voting rights
The Articles of Association of the Company do not contain any restrictions on the exercise of
voting rights by shareholders, provided that the shareholders concerned comply with all
formalities to be admitted to the shareholders’ meeting and their voting rights are not
suspended in one of the events set out in the Articles of Association or the Belgian Code of
Companies and Associations. Pursuant to Article 11 of the Company’s Articles of Association,
the Board is entitled to suspend the exercise of rights attaching to shares belonging to several
owners.
The Company is not aware of any restrictions imposed by Belgian law on the exercise of voting
rights by the shareholders.
>> 42 > Ontex annual report 2024
GOV-4.6 Rules on appointment and replacement of
Board members
The maximum term of office of directors under Belgian law is limited to six years (renewable),
but the 2020 Corporate Governance Code recommends that it be limited to four years
(Recommendation 5.6). The Company complies with this recommendation. The appointment
and renewal of directors is subject to approval by the shareholders’ meeting, upon proposal by
the Board on the basis of a recommendation of the Remuneration and Nomination Committee.
GOV-4.7 Rules on amendments to the articles of
association
Save for capital increases decided by the Board within the limits of the authorized capital or a
change of the seat of the Company (provided such change does not trigger the application of
different rules on the use of languages by companies than those that currently apply to the
Company), only an extraordinary shareholders’ meeting is authorized to amend the Company’s
Articles of Association. An extraordinary shareholders’ meeting may only deliberate on
amendments to the Articles of Association if at least 50% of the share capital is represented. If
the above attendance quorum is not reached, a new extraordinary shareholders’ meeting must
be convened, which will validly deliberate regardless of the portion of the share capital
represented at the shareholders’ meeting. As a rule, amendments to the Articles of Association
are only adopted if approved by at least 75% of the votes cast. The Belgian Code of Companies
and Associations provides for more stringent majority requirements in specific instances, such
as for modifications of the Company’s corporate object clause.
GOV-4.8 Authorized capital
On May 5, 2023, the Company’s extraordinary shareholders’ meeting renewed the
authorization to the Board with respect to authorized capital under certain conditions. The
Board may increase the share capital of the Company in one or several times by a maximum of
up to (i) €82,358,746.64 in the event of a (or multiple) capital increase(s) with cancellation or
limitation of the preferential subscription rights of shareholders, including in favor of one or
more specified persons that are not members of the personnel of the company or its
subsidiaries and (ii) €164,717,493.28 in the event of a (or multiple) capital increase(s) without
cancellation or limitation of the preferential subscription rights of shareholders.
This authorization may be renewed in accordance with the relevant legal provisions. The Board
can exercise this power for a period of five years as from the date of publication in the Annexes
to the Belgian State Gazette of the amendment to the Articles of Association approved by the
shareholders’ meeting on May 5, 2023.
GOV-4.9 Acquisition of own shares
On May 5, 2023, the Company’s extraordinary shareholders’ meeting renewed the Board’s
authorization with respect to the acquisition of own shares subject to the conditions set forth
below.
The Company may, without any prior authorization of the shareholders’ meeting, and the Board
is authorized to, take as pledge and acquire, on or outside of the stock exchange, its own
shares, profit-sharing certificates and associated certificates up to a maximum of 10% of each
of the outstanding shares, profit-sharing certificates and associated certificates of the Company
for a price that is not more than 5% above the highest closing price on Euronext Brussels during
the last 30 trading days preceding the transaction, and not more than 10% below the lowest
closing price on Euronext Brussels during the last 30 trading days preceding the transaction, in
accordance with the provisions of the Belgian Code of Companies and Associations where
applicable. This authorization is valid for a period of five years starting on the date of the
publication in the Annexes to the Belgian Official Gazette of the amendment to the Company’s
articles of association resolved upon by the Company’s extraordinary shareholders’ meeting of
May 5, 2023. The authorization may be renewed in accordance with the relevant provisions of
the Belgian Code of Companies and Associations.
As set out in section GOV-3.1 above, on November 25, 2024, the Company announced the
launch of a share buy-back program to acquire a maximum of 1.5 million shares, representing
1.8% of its issued shares.
>> 43 > Ontex annual report 2024
GOV-4.10 Material agreements to which the company is
a party containing change of control provisions
GOV- 4.10.1 Revolving Facility Agreement
The Company, and certain of its subsidiaries as guarantors, entered into a 270,000,000
revolving facility agreement dated November 27, 2024 (the “Revolving Facility Agreement”).
The proceeds were used for the refinancing of existing indebtedness and for general corporate
purposes.
The Revolving Facility Agreement contains provisions that may be triggered in the event of a
change of control over the Company. More specifically, the Revolving Facility Agreement
provides, among others, that any person or group of persons acting in concert acquiring,
directly or indirectly, beneficial ownership of the issued capital of the Company having the right
to cast more than 50% of the votes capable of being cast at a shareholders’ meeting of the
Company may lead to a mandatory prepayment and cancellation under the Revolving Facility
Agreement.
GOV- 4.10.2 Indenture
The Company, and certain of its subsidiaries as guarantors, entered into an indenture dated
July 7, 2021 (the “Indenture) pursuant to which the Company issued €580,000,000 3.5000%
senior notes due July 15, 2026 (the “Senior Notes). The proceeds have been used for the
refinancing of existing indebtedness and for general corporate purposes.
The Indenture contains provisions that may be triggered in the event of a change of control
over the Company. More specifically, the Indenture provides, among others, that any person or
group of persons acting in concert (other than certain exempt persons) acquiring, directly or
indirectly, beneficial ownership of more than 50% of the total voting power capable of being
cast at a shareholders’ meeting may lead to a mandatory offer by the Company to repurchase
the Senior Notes at a purchase price equal to 101% of the principal amount of the Senior Notes
(together with accrued and unpaid interest).
GOV- 4.10.3 Factoring Agreement
The Company entered into a factoring agreement dated February 21, 2018, with BNP Paribas
Fortis Factor NV and KBC Commercial Finance NV (the “Factoring Agreement”). The Factoring
Agreement contains provisions that may be triggered in the event of a change of control over
the Company. More specifically, the Factoring Agreement provides, among others, that in the
event the effective control of any party is transferred to others, the other party has the right to
terminate the Factoring Agreement.
GOV- 4.10.4 Hedging Agreement
The Company entered into an ISDA FX hedging agreement dated March 12, 2018 with Crédit
Agricole Corporate and Investment Bank (“CACIB”) (the “Hedging Agreement). The Hedging
Agreement contains provisions that may be triggered in the event of a change of control over
the Company. More specifically, the Hedging Agreement, provides, among others, that a change
control, defined as any person or group of persons acting in concert acquiring, directly or
indirectly, beneficial ownership of the issued share capital of the Company, provides CACIB the
right to terminate the Hedging Agreement.
GOV- 4.10.5 Long term Incentive Plan
As set out in more detail in the Remuneration Report, the Company has issued a one-time grant
of performance stock units covering financial years 2023, 2024 and 2025 under the Company’s
2023-2025 “Value Creation Projects” Long Term Incentive Plan (the VCP LTIP”). The vesting of
the performance stock units is subject to a single performance KPI, being the share price of the
Company. The VCP LTIP plan documentation provides that, in the event of a change of control
over the Company, the performance stock units outstanding under the plan shall vest
immediately prior to such change of control. The number of performance stock units that would
effectively vest remains subject to the performance test provided for in the plan
documentation, which shall be applied using (i) in the event of a change of control that is a
takeover, the offer price, and (ii) in the event of a change of control other than a takeover, the
exchange ratio or similar price determined by the Board in connection with the change of
control.
>> 44 > Ontex annual report 2024
GOV-4.11 Severance pay pursuant to termination of
contract of Board members, Executive officers
or employees pursuant to a takeover bid
The Company has not concluded any agreement with its Board members, executive officers or
employees which would result in the payment of a specific severance pay if, pursuant to a
takeover bid, the Board members, executive officers or employees resign, are dismissed or
their employment agreements are terminated.
We refer to the Remuneration Report for further details on the termination provisions of the
members of the Board and the Executive Committee in general.
GOV-5 Conflicts of interest
In accordance with Article 7:96 of the Belgian Code of Companies and Associations, if a Board
member has a direct or indirect financial interest that is contrary to the interest of the Company
in respect of a decision or transaction which is the responsibility of the Board, he/she must
inform the other Board members before any decision by the Board is taken and the statutory
auditor must also be notified. The conflicted Board member cannot be present during the
deliberations of the Board relating to these transactions or decisions and cannot vote.
In addition to the legal requirements, the Company, as a general matter and as set forth in its
Corporate Governance Charter, also expects each Board member to arrange his or her
personal and business affairs in such a way as to avoid any (appearance of) conflict of interest
of a personal, professional or financial nature with the Company, directly or through relatives
(including spouse or life companion, or other relatives (by blood or marriage) up to the second
degree and foster children).
The conflict of interest procedure prescribed by article 7:96 of the Belgian Code of Companies
and Associations was not applied by the Company in 2024.
During 2024, the Company did not enter into any transactions with related parties within the
meaning of Article 7:97 of the Belgian Code of Companies and Associations.
>> 45 > Ontex annual report 2024
GOV-6 Compliance with the 2020 Corporate Governance Code
The Company is committed to high standards of corporate governance and relies on the 2020
Corporate Governance Code as its reference code. The 2020 Corporate Governance Code is
based on a “comply or explain” approach. Belgian listed companies must comply with the 2020
Corporate Governance Code but may deviate from those provisions which are not otherwise
contained in the Belgian Code of Companies and Associations, and provided they disclose the
justification for any such deviations in their corporate governance statement included in the
Annual Report in accordance with Article 3:6, §2, of the Belgian Code of Companies and
Associations.
The Board has opted for a one-tier governance structure. The Board thus is the highest
decision-making body of the Company. It is authorized to perform all acts that are necessary
or useful for the realization of the object of the Company, except for those powers that are
reserved by law to the shareholders’ meeting. The Board decides on the strategy of the
Company and takes all important investment and divestment decisions. The Board has
delegated the operational management of the Company to the CEO and the Executive
Committee, which exercise such operational management within the framework of the strategy
determined by the Board.
As at the end of 2024, the Company complied with all provisions of the 2020 Corporate
Governance Code, except in respect of the following:
Provision 7.6 of the 2020 Corporate Governance Code provides that non-executive Board
members should receive part of their remuneration in the form of shares in the Company. After
due consideration, it was decided that the remuneration of the Non-Executive Directors would
be paid fully in cash. However, the Company issued a recommendation to Non-Executive
Directors to build, over their four-year tenure, an equity stake in the Company equivalent to
one time the Non-Executive Director’s fixed fee, and to maintain this equity stake during at least
one year following the end of their Board mandate. At the Company’s annual shareholders’
meeting to be held on 5 May 2025, a proposal will be submitted to amend the remuneration
policy, to provide for partial payment of the remuneration of non-executive directors in
restricted stock units, with eect as from 1 January 2025. The purpose of such proposal is to
ensure an even stronger alignment of long term incentives between the members of the Board
and the Executive Committee.
GOV-7 Events after the end of the reporting period
The relevant events after the end of the reporting period can be found in note 7.32 of the consolidated financial statements.
>> 46 > Ontex annual report 2024
GOV-8 Risk management and internal control network
GOV-8.1 Introduction
Ontex operates a risk management and internal control framework in accordance with the
Belgian Companies and Associations Code and the 2020 Corporate Governance Code. The
framework in place is aligned with the management framework developed by the Committee
of Sponsoring Organizations of the Treadway Commission (COSO).
Ontex is exposed to a wide variety of risks within the context of its business operations that
can result in its objectives being affected or not achieved. It is a key competence of the Audit
and Risk Committee to monitor the effectiveness of Ontex’s systems for internal controls and
its risk management processes, as well as the effectiveness of Ontex’s internal audit function
and processes. The Audit and Risk Committee regularly advises and reports on these matters
to the Board. The practical implementation and periodical revision of these controls and
processes are managed on a day-to-day basis by the Executive Committee and all other
employees with managerial responsibilities.
The risk management and control system set up within Ontex aims to achieve, among others,
the following goals:
achievement of Ontex’s objectives;
achieving operational excellence;
ensuring correct and timely financial reporting;
compliance with all applicable laws and regulations;
compliance with policies and objectives set by management; and
safeguarding of company assets.
GOV-8.2 Control environment
GOV- 8.2.1 Three lines model
Ontex applies the “three lines model” to clarify roles, responsibilities and accountabilities, and
to enhance communication within the area of risk and control. Within this model, the different
lines responsible for responding to risks are:
First line: line management is the first responsible for assessing risks on a day-to-day basis
and implementing controls in response to these risks.
Second line: the oversight functions such as finance and controlling, quality, compliance,
sustainability, tax and legal oversee risk management as defined by the first line. The
second line actors provide guidance and direction and develop a risk management
framework. Ontex’s compliance function focuses on, among others, communicating and
training on Code of Ethics and other compliance matters.
Third line: independent assurance providers, including internal and external audit
functions, supervise and control the risk management processes as executed by the first
and second line.
GOV- 8.2.2 Policies, procedures and processes
Ontex fosters an environment in which its business objectives and strategy are pursued in a
controlled manner. This environment is created through the implementation of different
company-wide policies, procedures and processes such as the Ontex Values, the Ontex Code
of Ethics (and its different chapters, which include policies on anti-bribery, anti-money
laundering and fair competition), the Quality Management System and the internal Delegation
of Authorities set of rules. The employees are regularly informed and trained on these subject
matters in order to stimulate risk management and control at all levels and in all areas of the
organization.
>> 47 > Ontex annual report 2024
GOV- 8.2.3 Group-wide ERP system
Most Ontex entities use the same group-wide ERP systems, which are managed centrally. These
systems embed the roles and responsibilities defined at group level. Through these systems,
the main flows are standardized and key controls are enforced. The systems also allow detailed
monitoring of activities and direct access to data by the Company.
GOV-8.3 Risk management
Sound risk management starts with identifying and assessing the risks associated with Ontex’s
business and external factors. Once the relevant risks are identified, Ontex strives to prudently
manage and minimize such risks. At the same time, Ontex acknowledges the existence of
ordinary business risks and implements measures to address them, including risk escalation
processes to ensure that the appropriate decision-makers assess and resolve specifically
identified risks. The processes in place aim at identifying key risks, assessing them, defining
appropriate responses, communicating them to the right levels in the organization and
monitoring the effectiveness of mitigation actions.
All employees of Ontex are accountable on a continuous basis for the timely identification and
qualitative assessment of the risks within their area of responsibility. In addition to the
continuous input to risk assessment, a periodic review is conducted with the Executive
Committee. As an outcome of the periodic review, the identified risks are prioritized, at least
annually, based on their impact, likelihood and the vulnerability of Ontex to these risks based
on scales which are periodically reviewed. Additionally, the Executive Committee conducts
deep-dives into certain topics, including climate change and other sustainability-related risks.
These assessments delve into the potential impacts of sustainability matters, including climate
change, on our operations, supply chain, and broader business environment. Our sustainability
statements serve as critical references for sustainability risks, by providing insights into our
mitigation strategies, resilience measures, and long-term sustainability goals. By incorporating
sustainability (including climate change) risks into our risk management framework, we
enhance our ability to proactively identify, assess, and manage emerging threats associated
with sustainability matters. The Audit and Risk Committee has assumed responsibility for
monitoring sustainability-related risks, amongst other ESG-risks.
Ontex has identified and analyzed its key corporate risks. These corporate risks are
communicated to the various levels of management.
GOV-8.4 Control activities
Control measures are in place to minimize the effects of risks on Ontex Group’s ability to
achieve its objectives. These control activities are embedded in Ontex’s key processes and
systems to assure that the risk responses and Ontex’s overall objectives are carried out as
designed. Control activities are conducted throughout the organization, at all levels and within
all departments. Key compliance areas are monitored for the entire Ontex Group by the Head
of Compliance (at group level) and by extended Compliance team members (at local level). The
Compliance function supports compliance with the Ontex Code of Ethics and the adoption of
clear processes and procedures with respect to the Code of Ethics. The Compliance long-term
strategy and yearly objectives are approved by the Executive Committee and by the Audit and
Risk Committee and a reporting takes place twice a year (or at any other time when a specific
matter requires ad hoc reporting) towards the Executive Committee and the Audit and Risk
Committee, which in turn reports to the Board. The Head of Compliance and Internal Audit
Manager meet regularly to discuss increasing risks based on incidents in relation to the Code
of Ethics and (new or existing) legal frameworks. More information about Ontex’s approach,
strategy and progress towards business ethics and compliance can be found in the
Sustainability Statements of this annual report.
In addition to these control activities, an insurance program is in place for certain risk categories
that cannot be absorbed without material effect on the Company’s balance sheet.
GOV-8.5 Information and communication
Ontex recognizes the importance of timely, complete and accurate communication and
information, both top-down as well as bottom-up. Ontex has therefore put several measures
in place to assure amongst others:
security of confidential information;
clear communication about roles and responsibilities; and
timely communication to all stakeholders about external and internal changes impacting
their areas of responsibility.
>> 48 > Ontex annual report 2024
GOV-8.6 Monitoring of control mechanisms
Monitoring aims to ensure that internal control systems operate effectively.
The quality of Ontex’s risk management and internal control framework is assessed by the
following actors:
Internal Audit. The tasks and responsibilities assigned to Internal Audit are defined in the
Internal Audit Charter, which has been approved by the Audit and Risk Committee. The key
mission of Internal Audit as defined in the Internal Audit Charter is to add value to the
organization by applying a systematic, disciplined approach to evaluating the internal
control system and providing recommendations to improve it.”
External Audit. In the context of its review of the annual accounts, the statutory auditor
focuses on the design and effectiveness of internal controls and systems relevant for the
preparation of the financial statements. The outcome of the audits, including work on
internal controls, is reported to the Executive Committee and the Audit and Risk Committee
(which in turn reports to the Board) and shared with Internal Audit.
Audit and Risk Committee / Board. The Audit and Risk Committee and the Board have
the ultimate responsibility with respect to internal control and risk management. For more
detailed information on the composition and functioning of the Audit and Risk Committee
and the Board, please refer to chapter 1.5. of this Corporate Governance Statement.
GOV-8.7 Risk management and internal control with
regard to the process of internal reporting
The accurate and consistent application of accounting rules throughout Ontex is assured by
means of a Finance and Accounting Manual.
On a quarterly basis, a bottom-up financial risk analysis is conducted to identify risk factors.
Action plans are defined for all key risks. Specific identification procedures for financial risks are
in place to assure the completeness of financial accruals.
The accounting teams are responsible for producing the accounting figures, whereas the
controlling teams check the validity of these figures. These checks include coherence tests by
comparison with historical and budget figures, as well as sample checks of transactions
according to their materiality.
Specific internal control activities with respect to financial reporting are in place, including the
use of a periodic closing and reporting checklist. This checklist assures clear communication of
timelines, completeness of tasks, and clear assignment of responsibilities.
Uniform reporting of financial information throughout Ontex ensures a consistent flow of
information, which allows the detection of potential anomalies. Ontex’s ERP systems and
management information tools provide the central controlling team with direct access to
disaggregated financial and non-financial information.
An external financial calendar is planned in consultation with, and approved by, the Executive
Committee and the Board, and this calendar is announced to external stakeholders on the
Company’s website. The objective of this external financial reporting is to provide Ontex
stakeholders with the information necessary for making sound investment decisions with
regard to the Company’s securities. The financial calendar can be consulted at
https://www.ontex.com/investors/financial-calendar/
.
GOV-8.8 Risk management and internal control with
regard to sustainability
At Ontex, we recognize the critical importance of sustainability reporting as we ensure that our
operations are aligned with our environmental, social, and governance (ESG) objectives. Our
commitment to transparency and accountability necessitates robust risk management and
internal control procedures throughout the sustainability reporting process.
To ensure the accuracy and integrity of our sustainability reporting, we have integrated findings
from comprehensive risk assessments into our internal functions and processes. Risk
management and internal controls are applied as set out below:
Sustainability risk assessment: Our sustainability team conducts periodic risk
assessments, which complements the risk management process described in section GOV-
8.3 above, to identify and evaluate potential risks associated with our sustainability
reporting process. These assessments consider factors such as regulatory changes,
stakeholder expectations, and emerging sustainability trends. More detailed information
about the risk assessment framework for sustainability related risks can be found in section
SUS-2.4 of the Sustainability statements.
>> 49 > Ontex annual report 2024
Action plans for key risks: Based on the results of the risk assessments, action plans are
developed to address key sustainability risks. These plans outline specific measures to
mitigate risks and enhance the reliability of our sustainability data and disclosures.
Internal collaboration and accountability: Collaboration between various internal
functions is essential to ensure the effectiveness of our sustainability reporting process.
Our sustainability team collaborates closely with departments such as operations, finance,
and compliance to integrate sustainability considerations into their respective areas of
responsibility.
Validation and verification processes: Rigorous validation and verification processes are
implemented to ensure the accuracy and completeness of sustainability data. Internal
controls are in place to verify the integrity of data sources, conduct data quality checks, and
reconcile discrepancies. Internal Audit plays a crucial role in validating and verifying
sustainability data by conducting audits focused on the internal controls embedded in the
sustainability processes. These audits assess the effectiveness of internal controls
designed to mitigate sustainability risks, ensure compliance with relevant standards and
regulations, and promote the reliability of sustainability disclosures.
Clear communication and documentation: We maintain clear communication channels
and documentation procedures to facilitate transparency and accountability in our
sustainability reporting process. Standardized reporting protocols and documentation
requirements are established to guide employees in fulfilling their responsibilities.
Continuous improvement and adaptation: Our approach to risk management and
internal control is dynamic and responsive to evolving sustainability challenges and
opportunities. We regularly review and update our processes in light of new developments,
stakeholder feedback, and best practices in sustainability reporting.
By integrating risk management and internal controls into our sustainability reporting process,
we enhance the reliability and credibility of our disclosures, strengthen stakeholder trust, and
advance our commitment to sustainable business practices.
GOV-8.9 Main risks faced by Ontex
Detailed descriptions of the most significant identified risks and opportunities to Ontex are
listed below, together with how the risk is managed (including any mitigation efforts currently
in place or planned going forward as part of a risk mitigation plan).
These risks may impact the achievement of our strategic drivers as set out in the Strategic
report section of this annual report. They are ordered by type of risk and are not arranged in
order of priority.
GOV- 8.9.1 Contextual risks
Geopolitical instability and trade barriers
Ontex operates on a global scale, and, as a result, is subject to risks associated with such global
operations. Existing or future instability in some of the countries in which we operate may
constrain the way we do business (e.g. as a result of ambiguous legislation, unpredictability of
courts or governmental bodies, or administrative hurdles). Geopolitical tensions can
deteriorate trade relations and disrupt the global economic activity, which can directly and
indirectly translate into Ontex’s operations or general business. Our business may be materially
adversely impacted by the imposition of, or increases in, tariffs or other government trade
policies.
Risk management
Various stakeholders at Ontex are occupied with monitoring the macroeconomic and
geopolitical situation in the regions Ontex is active in. During periodic business review meetings,
an assessment of the various macroeconomic and geopolitical situations that are relevant for
Ontex takes place and remedial actions are discussed.
In certain cases, our global presence may allow us to remediate local country risk to a certain
extent by leveraging our other operations (e.g. producing from another location).
The implementation of tariff barriers or the heightening of existing tariffs, such as the tariffs
announced (and subsequently postponed) by the U.S. Government on imports from Mexico,
may have an adverse effect on our business and results of operations. Ontex has developed
action plans to mitigate the impact of tariffs on imports from Mexico into the U.S., which include:
>> 50 > Ontex annual report 2024
Diversifying Supply Chain Sources: Exploring alternative sourcing options from countries
with lower tariffs or more favorable trade agreements.
Optimizing Operations and Footprint: Evaluating and adjusting Ontex’s operational
footprint, including local production in the U.S., to reduce import volumes.
Re-negotiating Contracts: Engaging in discussions with customers and vendors to adjust
pricing, terms, or other contractual aspects to account for increased costs due to higher
tariffs, aiming to share the impact while maintaining relationships.
Since the beginning of Russia’s military attack on Ukraine, we have defined tight conditions to
our continued operation in Russia, to ensure compliance with the evolving applicable
regulations on economic sanctions. This model has led to the progressive autonomation of
most of our local activities in Russia within a framework defined at Group level which allows us
to remain compliant with our group-wide quality, safety and IT and data security standards, as
well as with our financial controls, reporting and strategic objectives. In this respect, certain
intragroup services continue to be provided by Group to our Russian operations, as permitted
by a governmental authorization granted by the Belgian Federal Public Service (“FPS”) Economy
in 2024. Such governmental authorization has a limited duration and further extensions are
not guaranteed, which may lead to these intragroup services being discontinued. If our
authorization to keep providing intragroup services to our Russian entities were not renewed,
our Russian operations would need to procure those services independently and we would
have to take certain additional measures to avoid adverse impacts on our Group operations
(e.g. in the areas of IT and data security).
Competition
Across its footprint, Ontex is active in landscapes with intense competition from branded
product manufacturers and retailer brand manufacturers. Action and reaction from the
different players in the competitive environment may trigger market shifts and reactions, and
affect Ontex’s market share and margins. Furthermore, our customers frequently (re-)tender
their business, which may allow Ontex to generate additional contracts but also entails the risk
of contracts being lost to competitors. Ontex is also exposed to the risk that alternative
products, solutions or business models meeting evolving customer needs would replace
Ontex’s product portfolio, which could jeopardize Ontex’s position in the markets in which it
operates.
Risk management
Our ambition is to be the number one partner of choice for retailer and healthcare brands. This
ambition must be supported by excellence in the level of service and quality that we provide.
We consistently strive to improve our cost and price competitiveness, refining our customer
segmentation and driving customer centricity. Through innovation, we drive the product
portfolio further aiming at continued support of customer and consumer needs. With proactive
market research, we follow up and anticipate market trends and follow competitive moves.
One of our fundamental strengths lies in the diversity of our customer base. We serve clients
across a wide spectrum of industries and geographies, selling products to approximately 100
countries globally. This diversified portfolio acts as a buffer against fluctuations in any single
market or sector, mitigating the impact of competitive dynamics in specific regions or industries.
Furthermore, we balance our customer portfolio by not being overly dependent on a handful
of clients. Our top 10 customers collectively account for less than 40% of our total core
business. This balanced distribution ensures that our revenue streams are not overly reliant on
any single client relationship.
Laws and regulations
Unforeseen or non-identified changes to legislation or misinterpretation of existing legislation
could lead to litigation or fines or increase the cost of doing business. Changes to regulations
can trigger additional costs or exclusion of market segments in case of non-compliance.
Risk management
Changes to our strategy and product portfolio are increasingly exposing us to more regulated
markets and product segments. Various domains in the organization are screening the
regulatory landscape on a continuous basis through participation in industry fora, conferences,
etc. and are responsible for creating the required awareness within the organization around
such regulatory changes.
Compliance with existing regulations are enforced via our code of ethics. The code of ethics
captures our values with respect to anti-competition, bribery, conflict of interests, professional
conduct, human rights, sanctioned countries. Employees are periodically receiving trainings on
the topics included in our code of ethics. On top of that, our suppliers are required to sign a
code of conduct including labor, ethics and health and safety standards. Breaches to our code
>> 51 > Ontex annual report 2024
of ethics can be reported via various channels within the organization or through our
(anonymous) online ‘Speak Up!’ Web platform.
Catastrophic damage
The risk of catastrophic damage refers to the potential for significant harm to the company’s
operations, assets, or personnel as a result of unexpected, large-scale events. Such events may
include natural disasters (earthquakes, floods, hurricanes), man-made incidents (industrial
accidents, fires,…), or other unforeseen crises that severely disrupt normal operations.
Risk management
We have implemented comprehensive risk management practices to mitigate the likelihood
and impact of catastrophic events. These include:
Business Continuity Planning (BCP): Ongoing development and testing of business
continuity and disaster recovery plans.
Insurance Coverage: Extensive insurance policies to cover property damage, business
interruptions, and liability associated with such events.
Emergency Response Protocols: Regular training and drills to ensure rapid response and
containment in the event of a crisis.
Resilience Building: Investment in resilient infrastructure and cybersecurity
enhancements to minimize potential damages.
Diversification of Operations: Geographic and operational diversification to reduce the
concentration of risk in any one area.
GOV- 8.9.2 Operational risks
Pricing strategy
As our raw material costs are often linked to indices, the cost of goods sold is highly dependent
on the volatile evolution of those indices. Additionally, Ontex needs to manage the potential
impact of inflation on other elements such as transport, labor, energy etc. Contracts relating to
the purchase of raw materials may or may not include mechanisms that provide for price
adjustments. Furthermore, customers may expect lower prices when inflation declines, adding
another layer of complexity to Ontex’s pricing strategies and market dynamics. At the same
time, Ontex aims to preserve its margins by, among others, implementing continuous cost
savings and operational improvements across its operations, as well as by working on
innovation and product mix to deliver optimal value to its customers.
Risk management
Ontex has organized a “fast-escalation” process regarding cost inflation and pricing towards
customers. This process involves pricing discussions both internally and with suppliers and
customers, with the aim of introducing exible pricing mechanisms towards its customers.
Ontex’s prices and margins are monitored centrally based upon continuous input collected
from our sales and procurement and finance teams and include both commodity index and
retail shelf-price tracking, among other measures. We continuously finetune our approach that
also encompasses leveraging innovation and focusing on product mix in order to mitigate any
lag between increases in the cost of raw materials and other cost changes, and the pricing that
we offer to our customers.
Information security and privacy
We are increasingly reliant on IT systems and data management to run our business. There is
a risk of disruption of our IT systems and that sensitive data may be compromised by leakage
of information (from within our organization or by third parties), malicious cyber-attacks or
technology failures. A disruption of our IT systems could affect our sales, production and cash
flows, ultimately impacting our results. Unauthorized access and misuse of sensitive
information could interrupt our business and/or lead to loss of our assets, impact our
competitive position or investor confidence. It could also have a negative impact on our
reputation.
Risk management
We remain committed to further strengthening our information security and privacy measures,
recognizing and understanding the growing reliance on IT systems and the potential risks
posed by cyber threats and data breaches. Our cyber teams responded adeptly to the evolving
threat landscape, enhancing the capabilities of the Cyber Security Operations Centre (CSOC)
and deploying advanced AI-based solutions for threat prevention and detection.
>> 52 > Ontex annual report 2024
Our firm commitment to information security is demonstrated by various security related
certifications and accreditations, including ISO27001, Cyber Essentials, Cyber Essentials Plus,
Data Security Protection certification (DSPT), and PCI-DSS certification. Regular external
auditing and IT penetration tests are aimed at ensuring the effectiveness of our security
measures.
We place a strong emphasis on empowering our employees with comprehensive information
security training. Our global training programs, integrating both traditional and AI-based tools,
aims to increase employee awareness and readiness in effectively mitigating cyber risks.
We are focused on the key areas outlined in our long-term information security and privacy
roadmap, including enhanced technology protection within plants and improved continuity
through a global backup and recovery solution. We also remain vigilant for emerging threats,
such as those presented by both AI and the changing geopolitical landscape.
Ontex has developed a roadmap that focuses on several areas, including significant cultural
enhancement programs, supply chain security improvements, and the continued advancement
of its security posture through strategic initiatives in AI technologies. We also underscore the
importance of completing our ISO27001:2022 certification across all countries in which this has
not yet been done.
Continuous assessment and enhancement of our security measures remain central to our
strategy as we adapt to evolving market dynamics and security threats.
From a governance perspective, our information security and privacy roadmap is endorsed by
the Executive Committee. As part of its monitoring of internal control and risk management
processes, the Audit and Risk Committee receives periodical updates on information security
and privacy risks, processes and action plans. This includes an annual comprehensive update
to the Audit and Risk Committee, complemented with “ad hoc” updates as the need arises. The
Audit and Risk Committee reports on these matters to the Board.
Product innovation
We face competition from manufacturers in production innovation. Rapid time-to-market is key
to our competitiveness. Failure to timely generate innovative products or inadequate choice of
new production methods, technology or structural redesign of our raw material components
could lead to a loss of market share. It could also lead to irrecoverable research and
development costs or lack of responsiveness to customer demands.
Risk management
Innovation is one of the key strategic pillars at Ontex. We strive to develop and deliver the right
product and packaging innovation at the right time, inspired by customer and consumer needs,
with sustainability in mind. Our innovative products stem from thorough research into market
trends, customer and consumer insights, the expertise of our engineers, and above all, the
creative contributions of our talented team. We also collaborate with partner organizations
including leading universities, laboratories, institutes, start-ups and research organizations to
make sure that we are at the forefront of change inspired by the market trends & evolution.
Product design & quality
Our reputation as a business partner relies heavily on our ability to supply quality products. In
the event of quality issues, potential ramifications include adverse effects on consumer health,
loss of market share, financial costs, reduced turnover, and jeopardizing Ontex’s reputation.
Risk management
Risk assessments are performed for all Ontex products and are aimed at identifying and
controlling risks that might affect product performance and product safety. Ontex’s quality
system provides tools and capabilities within the organization to evaluate and control those
risks. Ontex’s organization and sites work proactively by utilizing continuously inputs from
customers and the market in general to improve products and processes to foresee or remedy
issues that could potentially impact consumer satisfaction.
In an effective Quality Management System that represents how we systematically manage to
be compliant, efficient, successful and profitable, we capture the requirements of our
customers and of the various regulations applicable to us. It is an end-to-end approach looking
at each of Ontex’s key processes. Controls and measurements steer the process efficiency.
Collaboration with defined Single Persons of Contact (SPOC) have an important contribution to
the implementation and help all Ontex people in each department to contribute to the
continuous improvement process of the Quality Management System by providing training and
guidance.
>> 53 > Ontex annual report 2024
Sourcing: Raw material price volatility and availability
We are dependent upon the availability of raw materials for the manufacturing of our products.
On average, the main raw materials and packaging costs account for between 75% and 80% of
our cost of sales. Our raw materials are subject to price volatility due to a number of factors
that are beyond our control, including, but not limited to, the availability of supply, general
economic conditions, commodity price fluctuations and market demand.
Scarcity of supply of raw materials or transport scarcity could lead to (temporary) unavailability
of resources and could affect the continuity of our supply chain. The likelihood of these events
occurring is increasing due to climate changes, more stringent regulatory requirements or due
to political instability.
Risk management
The continuity of our supply chain is safeguarded in numerous ways, including the following:
for most of our resources, multiple sources are available and validated;
we have strategic alliances with our key suppliers, resulting in long-term contracts with
priority access for contractual volumes;
flexibility of our volume allocations is built into our contracts;
alternative materials have been validated for usage in case of shortages;
geographical diversification of our suppliers and sources offsetting local / regional volatility;
possibility of financial hedging of our key strategic materials; and
natural hedging via suppliers, decoupling from indices where possible.
We will continue our focus to safeguard our production through more flexible specifications of
our raw materials, a fast-track qualification process of new sources and materials and by
continuing the development of our strategic alliances. We will also consider further expansion
of the categories which are in scope for financial hedging and explore further opportunities to
decouple pricing from indices.
Customer delivery commitments
As we have the ambition to grow our business, it will be instrumental to, in the deployment of
our strategy, stay true to the volume commitments we make to our customers. If we would be
unable to meet our delivery commitments due to operational disruptions, supply chain issues,
labor shortages, or unforeseen external factors, this could result in financial penalties,
reputational damage, and loss of future business.
Risk management
Mitigating the risk to customer commitments requires a combination of proactive planning,
process optimization, and robust contingency measures:
Ontex have and will enhance supply chain resilience by diversifying supplier base to avoid
over-reliance on singly sourcing (see also previous section on Sourcing), and Ontex
leverage technology to improve forecasting, planning and monitoring
Ontex continuously invest in operational efficiency and footprint optimization in order to
assure the supply commitments
Ontex has developed and continuously maintain and test a Business Continuity Plan (see
also section on Catastrophic damage)
GOV- 8.9.3 Governance risks
Sustainability risk
Ontex risks not being able to timely respond to the climate and environmental expectations
and requirements from consumers, governments and other stakeholders. Ontex requires
certain sensitive raw materials such as paper pulp and plastics to manufacture its products and
Ontex produces disposable finished products of which the environmental impact cannot be
ignored. Ontex risks losing market share if stakeholder expectations cannot be met at a
competitive price. Furthermore, new regulations might increase the cost of doing business or
could lead to regulatory fines or taxes.
Risk management
In 2024, Ontex’s Sustainability Strategy 2030 was updated and (science-based) targets were set
to address sustainability-related risks. Via the double materiality assessment we identify,
prioritize and assess and set up actions in order to manage sustainability-related risks. Detailed
information about the process and the outcome of the double materiality assessment can be
>> 54 > Ontex annual report 2024
found in the sustainability statements. Key sustainability risks for Ontex include product safety,
sustainable products and packaging & climate change.
We currently do not have substantial financial impacts of climate change on our operations
(scope 1-2 emissions), due to the relatively low energy usage in our plants and the climate
program in place. Looking to the value chain emissions (scope 3), there might be financial
impacts due to legislation. A climate scenario assessment has been conducted to understand
the impacts.
We manage sustainability-related risks via different means, including:
Creating transparency: sustainability data monitoring in our plants and supply chain to
understand where negative environmental and social impacts (can) take place, and
communicating about such impacts internally and externally.
Preventive actions: environmental and social management systems in the plants,
environmental and social risk assessments in our supply chain, investing in energy-
efficiency, renewable on-site solar energy, carbon reductions integrated in bonus scheme,
continuous monitoring of our customers’ requirements, including sustainability in our
product designs, etc.
Mitigation actions: our sustainability-related policies and procedures describe how we
deal with (potential) negative impacts. In addition, Ontex’s Sustainability Strategy lays out
clear targets to reduce our climate impact and work towards circular solutions, such as e.g.
recycled content in packaging and offering reusable products.
The sustainability topic continues to be high on the agenda of our strategy determination and
budget discussions. The following focus areas will continue in the course of 2025:
Progressing towards our 2030 sustainability goals, focusing at reaching our science-based
targets and reducing the environmental footprint of our products whilst adding value for
the consumer.
Assessing the sustainability requirements affecting Ontex and setting up implementation
roadmaps in order to make sure we comply with upcoming regulations.
Communicating sustainability performance to consumers via ecolabels and claims, to
customers using carbon and plastic footprint assessments, and to investors by improving
our responses to investor questionnaires and through the continuous dialogue that we
maintain with investors.
Enhancing transparency via climate scenario assessments and continuous progress on
supply chain due diligence.
Strengthening integrated governance, tools & processes to ensure prevention and
management of the risks.
Ensuring our infrastructure enables alignment with our 2030 sustainability goals, facilitated
by co-operation and partnerships.
As noted in section GOV-8.3 (Risk management), the Executive Committee conducts deep-dives
into certain sustainability-related topics, including climate change. These assessments delve
into the potential impacts of sustainability matters, including climate change, on our operations,
supply chain, and broader business environment. Our sustainability statements serve as critical
references for sustainability (including climate change) risks, by providing insights into our
mitigation strategies, resilience measures, and long-term sustainability goals. By incorporating
sustainability (including climate change) risks into our risk management framework, we
enhance our ability to proactively identify, assess, and manage emerging threats associated
with sustainability matters. The Audit and Risk Committee has assumed responsibility for ESG
reporting and monitoring sustainability-related risks.
More information on the different sustainability (including climate change) related risks and
opportunities and the outcome of the scenario assessment can be found in the Sustainability
Statements of this report.
Human capital, talent management, retention, health & safety
A skilled and motivated workforce, coupled with an agile organization, is imperative for the
continued success of our business. The failure to identify, attract, develop and retain talents to
satisfy current and future needs of the business may affect our ability to compete. The health
and safety of our workforce is paramount to maintaining effective operations, in compliance
with applicable laws, to remain an attractive employer and to avoid reputational risks. A failure
to recruit and retain talent adequately, or to maintain high standards of health and safety, may
result in a decline in business performance. With the increased ratio of homework, people can
become disconnected, leading to underperformance or mental fatigue. Protecting and
motivating our employees is crucial to safeguard their expertise and motivation.
>> 55 > Ontex annual report 2024
Risk management
Ontex and its operations and HR functions are committed to creating and maintaining a healthy
and safe work environment, in addition to delivering professional human resources services.
This translates into initiatives in various domains:
Various global and local initiatives to safeguard and improve mental and physical health,
safety and wellbeing;
Initiatives to better connect employees and top management cross-functionally and inform
employees of the company’s strategy and priorities;
Local initiatives to create a fun working atmosphere to improve the connection and
community;
Initiatives to promote a frequent feedback culture including some local recognition
initiatives;
Initiatives to attract new talent and develop existing talent; and
Throughout 2023 and 2024, various initiatives were and will continue to be launched to
drive our PRIDE values. We have also launched Culture Pulse Surveys, which are a new way
for employees to share thoughts and shape the future of our workplace culture through
quarterly surveys.
The Executive Committee closely follows up on Ontex’s efforts in the areas of human capital,
talent management, retention and health and safety, which are regular topics on the agenda
In addition, the Remuneration and Nomination Committee (which reports to the Board) is
regularly updated on Ontex’s efforts in these areas, both at the executive level and for the wider
organization.
We refer to the ‘Own workforce’ section in the Sustainability Statements for more information.
Divestitures
As part of the revised strategy that we announced in December 2021, we continue to pursue
our strategic options to divest our businesses in the emerging countries (Mexico, Brazil, Turkey,
Algeria and Pakistan and related export markets). In 2023, we completed the sale of our
Mexican business and in 2024 we completed the sale of our Algerian and Pakistani businesses
and entered into a binding agreement to sell our Brazilian activities. At the start of 2025, we
entered into a binding agreement to sell our Turkish activities. We expect to complete the sales
of our Brazilian and Turkish businesses in the course of 2025. Each divestment process brings
challenges in terms of, among others, complexity and workload for the people involved in the
divestment process, employee engagement in the entities to be divested, a fairly negotiated
price for the entities to be divested, risks to achieve completion of the divestments (e.g.
obtaining the requisite merger clearances and satisfying other conditions precedent), as well
as post-completion risk (e.g. risks of claims from acquirers or other third parties).
Risk management
For the ongoing divestments, a dedicated project team is in place which steers the various steps
of the process. We are working together with reputable, international accounting and law firms
and banks, which are guiding Ontex throughout this process with a view to bringing the
required expertise to successfully conclude the divestments. Ontex is committed to finding
suitable partners to acquire the businesses that it seeks to divest and will take the time that is
needed to achieve this goal. All entities planned to be divested will continue to be treated as
part of Ontex until the divestment is concluded.
The Board is competent for the monitoring and approval of matters related to Ontex’s
divestments, and for mergers and acquisitions (M&A) more broadly. The Board receives
periodic updates on Ontex’s efforts and key developments in the different divestment projects.
GOV- 8.9.4 Legal and Financial risks
Intellectual property
Although we are monitoring changes in intellectual property rights and related legal
developments, we may inadvertently infringe intellectual property rights owned by third parties
or applicable legislation. Also, there is a risk that Ontex fails to register or defend its intellectual
property rights in a timely manner. As a potential consequence thereof, Ontex may face legal
claims, be obliged to pay royalties or face other consequences that may erode its profit margins
or have other negative implications for its business or reputation.
Risk management
Going hand-in-hand with innovation as one of the strategic pillars of Ontex, intellectual property
is an important enabler to the Company’s ability to develop and deliver the right product and
packaging innovation at the right time. We complete regular third-party intellectual property
>> 56 > Ontex annual report 2024
rights screening and legal analyses. We also continue to grow our leading IP portfolio in the
retail segment of the personal hygiene field.
Liquidity & Leverage ratio
Prior to financial year 2023, while indebtedness remained largely stable, Ontex was faced with
declining results. This resulted in negative impacts on Ontex’s leverage ratio and liquidity
position, both of which needed to be monitored closely on a continuous basis.
Since financial year 2023, Ontex has successfully executed a transformation plan whereby
profit margins have been restored and net proceeds from divestments were used to lower
indebtedness. In 2024 both leverage ratio and liquidity position showed a significant headroom.
Going forward, execution of Ontex’s strategy is expected to lead to further growth of profit
margins and a sustainable free cash flow generation. Moreover, in September 2024, Ontex
reached a binding agreement to sell its Brazilian business activities to Softys SA for which net
proceeds of approximately €82 million are due at closing, which is expected during the first half
of 2025.
Thanks to these improvements, S&P and Moody’s upgraded their credit ratings for Ontex
during 2024, acknowledging improved cash flow generation and progressive deleveraging.
Nevertheless, the risks described higher in this section on Liquidity & Leverage ratio could put
pressure on the company’s results. As a result, the Group’s leverage ratio and liquidity remain
a focus area to be closely monitored, as a negative evolution might increase the financial risk
for suppliers, customers, debt providers and investors.
Risk management
Detailed reporting and monthly forecasting of our liquidity and leverage are in place. Initiatives
to stimulate co-ownership of the business on working capital have been rolled out over the
past years. Net sales, adjusted EBITDA, working capital and free cash flow (cash conversion
cycle) are part of the incentive metrics across the organization. Those metrics are monitored
by various layers in the organization through disciplined reporting and steering to assess any
negative deviation from plan/forecasts and secure that intended improvement actions are
being realized.
Ontex secures that it has sufficient credit facilities to finance its liquidity needs. In November
2024, Ontex entered into a new Revolving Credit Facility, with a duration of five years and an
amount of up to €270 million. In the course of 2025, Ontex also aims to refinance its High-Yield
Bond of €580 million that will expire mid 2026, so that it safeguards sufficient financial sources
for the coming years.
>> 57 > Ontex annual report 2024
GOV-9 Remuneration report
GOV-9.1 Introduction
GOV- 9.1.1 Remuneration policy
In 2024, the Company continued to apply the Remuneration Policy (2023 version) that was
approved by the annual shareholders’ meeting of May 5, 2023. The Remuneration Policy aims
to strongly incentivize management to accelerate the realization of the Company’s ongoing
turnaround by further strengthening the alignment of executive rewards and shareholder
returns. The key changes made to the Remuneration Policy in 2023 to achieve that aim can be
summarized as follows:
The weighing between the annual bonus amount (short-term incentive or “STI”) and the
long-term incentive (“LTI”) of the members of the Executive Committee was rebalanced.
This rebalancing is an exceptional, one-off measure for the financial years 2023 until 2025.
During this period, a larger portion of the remuneration is attributed to the LTI and the STI
annual bonus amount is reduced by half.
A single, exceptional LTI grant (still consisting solely of performance stock units) was made
in May 2023 that covers the financial years 2023, 2024 and 2025, and which has a single
KPI, being the Company’s share price.
For the STI, the financial KPI “Cash Flow” was replaced by “Cash Conversion Cycle” to further
optimize the alignment of the STI with the underlying financial performance of the
Company. Moreover, the ESG KPIs (which were previously included in the LTI) were moved
to the STI to stimulate short-term attention to these KPIs. By also introducing a personal
leadership multiplier” with respect to the annual bonus, the new policy incentivizes strong
individual performance and leadership excellence and reinforces the focus on talent
development and people impact of executives.
By Board resolution of May 2024, the Remuneration Policy (2023 version) was revised to
formalize certain non-material changes. These changes are: (i) deletion of the Chair’s
transformation fee, which automatically expired atter the Company’s annual shareholders’
meeting of May 3, 2024; and (ii) amending the termination rights in the services agreements
between the members of the Executive Committee and the Company.
For more details, refer to the Remuneration Policy (2023 version, updated in May 2024) as
included on the Company’s website (https://ontex.com/investors/leadership).
GOV- 9.1.2 Composition of Executive Committee
In 2024, there have not been any changes to the composition of the Executive Committee.
GOV- 9.1.3 Performance highlights and remuneration
outcomes
For financial year 2024, the following financial and non-financial performance results are of
relevance for the 2024 STI, as detailed further in this Remuneration Report:
Net sales for the Total Group was €2,020.3 million (compared to a target of €2,038,3
million).
Adjusted EBITDA for the Total Group was €240.7 million (compared to a target of €250.6
million).
Cash Conversion Cycle was 49.9 days (compared to a target of 50.9).
Scope 1 & 2 CO
2
emissions increased by 5% (compared to a target of -0%).
Scope 3 CO
2
emissions increased by 1.7% (compared to a target of -2.6%).
Accidents Rate (percentage reduction in labor accidents) was reduced by -9% (compared
to a target of -30%).
These financial and non-financial KPIs, together with the personal leadership multiplier (see
further in this Remuneration Report), resulted in pay-outs under the STI that are above target:
an average of 103,7% of target for the members of the Executive Committee. The details of the
STI bonus calculation can be found in the section on the 2024 remuneration of the members
of the Executive Committee (see further).
>> 58 > Ontex annual report 2024
GOV- 9.1.4 2023 Remuneration report
The Company’s Remuneration Report regarding financial year 2023 was approved by 95.2% of
the votes cast at the annual shareholders’ meeting of May 3, 2024. The Board views this as an
endorsement of the Company’s transparency on remuneration matters. The Board remains
open to further feedback from the Company’s shareholders and other stakeholders regarding
the subject matter of this Report.
GOV-9.2 2024 remuneration of the directors
All members of the Board are Non-Executive Directors. During financial year 2024, each
Director received an annual fixed fee, as well as attendance fees which are a function of the
number of Board and committee meetings attended by such Director (except for certain ad
hoc Board and Board Committee meetings for which no separate attendance fee was paid).
Directors did not receive any other variable compensation, nor any fringe benefits or pension
contribution payments.
During 2024, ten meetings of the Board of Directors (compared to eight in 2023), six Audit and
Risk Committee Meetings (compared to seven in 2023) and four Remuneration and Nomination
Committee Meetings (compared to six in 2023) took place. The aggregate remuneration of the
Directors in 2024 was 6.63% lower than in 2023.
The composition of the Board underwent the following changes during 2024:
the annual shareholders’ meeting of May 3, 2024 resolved to approve the re-appointment
as independent director of ViaBylity BV, with Hans Van Bylen as permanent representative,
for a period which will end immediately after the annual shareholders’ meeting of the
Company that shall approve the Company’s annual accounts for the financial year ending
on December 31, 2027; and
Paul McNulty resigned from the Board of Directors (and thus from the Audit and Risk
Committee) with effect from October 1, 2024.
The remuneration paid to the Directors during the financial year 2024 is shown in the table
below.
>> 59 > Ontex annual report 2024
Name Mandate Fixed fee
(€)
# Board
meetings
attended
Board
attendance
fee (€)
# R&N
Committee
meetings
attended
R&N
Committee
attendance
fee (€)
# A&R
Committee
meetings
attended
A&R
Committee
attendance
fee (€)
Total fees for
2024 (€)
ViaBylity BV,
permanently represented by Hans
Van Bylen
Chairman of the Board of
Directors,
Chairman of the Remuneration
and Nomination Committee,
Independent Director
272,500
[6]
10/10
5,000
4/4
5,000
6/6
2,500
350,000
Ebrahim Attarzadeh Non-Executive Director 60,000 10/10 2,500 4/4 2,500 N/A N/A 92,500
Inge Boets BV,
permanently represented by Inge
Boets
Chairwoman of the Audit and Risk
Committee,
Independent Director
70,000
10/10
2,500
N/A
N/A
6/6
5,000
117,500
Michael Bredael
Non-Executive Director
60,000
10/10
2,500
N/A
N/A
5/6
2,500
93,750
Isabel Hochgesand
Independent Director
60,000
10/10
2,500
3/4
2,500
N/A
N/A
90,000
HVV GmbH,
permanently represented by
Jesper Hojer
Non-Executive Director
60,000
10/10
2,500
4/4
2,500
N/A
N/A
92,500
MJA Consulting BV,
permanently represented by
Manon Janssen
Independent Director 60,000 10/10 2,500 4/4 2,500 N/A N/A
92,500
Paul McNulty
Independent Director
45,000
7/7
[ 7]
2,500
N/A
N/A
3/3
[ 8]
2,500
67,500
Rodney Olsen
Non-Executive Director
60,000
10/10
2,500
N/A
N/A
6/6
2,500
95,000
[6] The fixed fee for ViaBylity BV, permanently represented by Hans Van Bylen, includes an annual transformation fee of12,500 provided for in the Company’s Remuneration Policy, which expired at the Company’s annual shareholders’
meeting of 3 May 2024 and is included in ViaBylity BV’s fixed fee on a prorated basis.
[7] Paul McNulty resigned from the Board of Directors with effect from October 1, 2024.
[8] Paul McNulty resigned from the Audit and Risk Committee with eect from October 1, 2024.
>> 60 > Ontex annual report 2024
GOV-9.3 2024 remuneration of the members of the executive committee
GOV- 9.3.1 Introduction
As described in the introduction to this Remuneration Report, there were no changes to the
composition of the Executive Committee in 2024.
GOV- 9.3.2 Total remuneration summary
The total remuneration paid to the CEO and the other members of the Executive Committee
in respect of financial year 2024 is summarized in the table below (all amounts in €):
Name
Fixed remuneration
Variable remuneration
Extra-ordinary
items
Pension
expense
Total
remuneration
Base salary
Other benefits
One-year variable
Multi-year variable
Calvo Paz, Gustavo (Chief Executive officer)
900,000
87,978
491,400
-
-
187,920
1,667,298
Other members of the Executive Committee 2,885,286
569,644
837,303 167,804
[9]
- 354,252 4,814,289
The relative share of the different remuneration components in the total remuneration is
shown below.
Total remuneration
CEO
Other
Fixed remuneration as % of total remuneration
71%
79%
Variable remuneration as % of total remuneration
29%
21%
Extraordinary remuneration as % of total remuneration
0%
0%
Fixed remuneration
Base remuneration
In line with the Company’s Remuneration Policy, the base remuneration of the CEO and the
other members of the Executive Committee is aligned with a benchmark representing the
median compensation for a European peer group of personal and household goods
companies. The base remuneration remained unchanged, in line with the Company’s
Remuneration Policy to keep the base remuneration fixed for three years (except in the event
of a substantial change in responsibility, a significant change in general economic
circumstances or misalignment with the median of the peer group).
[9] The multi-year variable remuneration reflects the long-term incentive plan grants that have vested during the financial year 2024. Further detail is included further in this report.
Other benefits
Other benefits of the members of the Executive Committee include, among others, housing
allowances, the cost of medical, life and disability insurances and the use of a company car.
Variable remuneration
One-year variable (STI)
The 2024 bonus for the CEO and the other members of the Executive Committee has been
determined on the basis of a set of financial and non-financial KPIs. For the Sales and EBITDA
financial KPIs, the threshold performance was set at 75% of target, with up to 100% of the target
bonus earned in case of on-target performance and a maximum of 200% of the target bonus
payable for a performance reaching 125% of target or more. For the Cash Conversion Cycle
financial KPI, in 2024, the threshold performance was set at 97.7% of target, with up to 100%
of the target bonus earned in case of on-target performance and a maximum of 200% of the
target bonus payable for a performance reaching 103.9% of target or more.
>> 61 > Ontex annual report 2024
For the non-financial KPIs, the threshold, target and maximum are set annually by the Board,
at its discretion and upon recommendation of the Remuneration and Nomination Committee,
depending on the nature of the relevant KPI. In addition, a “personal leadership multiplier” is
applied in function of the individual leadership performance and people impact of the relevant
member of the Executive Committee, as explained in the Company’s Remuneration Policy.
For 2024, the respective weight of the financial and non-financial KPIs was as follows:
Beneficiary
Group financial
performance
Divisional
performance
ESG
performance
CEO and Group executives
80%
-
20%
Division Presidents
40%
50%
10%
For 2024, the specific financial and non-financial KPIs, and their respective weight, were as
follows:
In addition to the CEO, the Group Executives are the Chief Financial Officer, Chief Supply Chain
Officer, Chief R&D and Sustainability Officer and Chief HR and Legal Officer. The Division
Presidents are the President of the Europe Division and the President of the North America
Division.
>> 62 > Ontex annual report 2024
KPIs, weight and targets for Group and division financial performance for 2024
The KPIs for the 2024 Group Financial Performance and 2024 Division Financial Performance
were “Sales”,EBIT(DA)” and “Cash Conversion Cycle”. These KPIs for 2024 were measured as
follows:
“Sales”: total revenue (at Group level for Group Financial Performance and at division level
for Division Financial Performance).
“EBIT(DA)”: the adjusted EBIT(DA) (Adjusted EBITDA at Group level as per the Company’s
financial results in its Annual Report for Group Financial Performance and EBIT at division
level for Division Financial Performance).
“Cash Conversion Cycle” (“CCC”): days sales outstanding + days inventory outstanding
days payable outstanding (at Group level for Group Financial Performance and at division
level for Division Financial Performance). This KPI was measured on a monthly basis and
averaged over 12 months.
At Group level, the target KPIs and actuals for 2024 were as follows:
Group performance
(2024)
Net Sales
(€ million)
EBITDA
(€ million)
CCC
(days)
Target
2,038.3
250.6
51.5
Actuals
2,020.3
240.7
49.9
Based on the target KPIs and actuals for the 2024 Group Financial Performance and 2024
Division Financial Performance, the average pay-out ratio compared to target for the members
of the Executive Committee was 93% for Net Sales, 80% for EBITDA and 180% for CCC.
KPIs, weight and targets for non-financial performance for 2024
The KPIs for the 2024 Non-Financial Performance were “CO
2
Emissions (Scope 1 & 2)”, “CO
2
Emissions (Scope 3)” and “Accidents Rate”. These KPIs for 2024 were measured as follows:
“CO2 Emissions (Scope 1 & 2)”: percentage reduction in Scope 1 & 2 CO
2
emissions.
“CO2 Emissions (Scope 3)”: percentage reduction in Scope 3 CO
2
emissions.
“Accidents Rate”: percentage reduction of labor accidents.
For 2024, the targets for the Non-Financial Performance KPIs were as follows:
“CO2 Emissions (Scope 1 & 2)”: reduction by 0% (as a result of a switch to non-renewable
electricity at Ontex’s plants in Noginsk and Sydney, the effort to maintain the same level of
CO
2
Emissions (Scope 1 & 2) in 2024 as in 2023 required a 10% reduction in the remainder
of Ontex’s operations).
“CO2 Emissions (Scope 3)”: reduction by 2.6%.
“Accidents Rate”: reduction by 30%.
Group performance
(2024)
CO
2
emissions
Scope 1 & 2
CO
2
emissions
Scope 3
Accident
frequency
Target
0.0%
-2.6%
-30%
Actuals
5.0%
1.7%
-9%
KPIs, weight and targets for personal leadership multiplier for 2024
>> 63 > Ontex annual report 2024
For 2024, the personal leadership performance assessment led to an outcome on a five-point
scale, with a multiplier effect on the annual bonus amount as follows:
Leadership Performance
Multiplier effect
1 (did not meet expectations)
x0.50 (-50%)
2 (partially met expectations)
x0.80 (-20%)
3 (fully met expectations)
x1.00 (=)
4 (often exceeded expectations)
x1.10 (+10%)
5 (consistently exceeded expectations)
x1.20 (+20%)
Based on the abovementioned financial and non-financial KPIs and personal leadership
multiplier, the CEO received an aggregate bonus of €491,400 for financial year 2024. The
aggregate bonus amount paid to the other members of the Executive Committee for financial
year 2024 amounted to €837,303.
The annual bonus of each member of the Executive Committee is subject to a claw-back
(without time limitation) in case the Company’s financial results would have to be materially
restated as a result of the fraud, willful misconduct or gross negligence of such member.
Multi-year variable (LTI)
Long-term Incentive vesting in 2024
The table below shows the performance stock units (“PSUs”), restricted stock units (“RSUs”) and
stock options which were granted in 2021 and which vested in 2024. The value of the
performance stock units is calculated by multiplying the number of performance stock units
vested by the share price at noon on the date of the vesting.
Name Date At vest Performance share units Restricted share units Stock Options
of grant
of vesting
Share price (€)
Payout %
# vested
Value at vest
(€)
# vested
Value at vest
(€)
# vested
Value at vest
(€)
De Poorter, Annick
27/05/2021
28/05/2024
8.95
31.9%
6,791
60,779
-
-
-
-
Deroo, Jonas
27/05/2021
28/05/2024
8.95
31.9%
4,829
43,220
-
-
-
-
Laurent Nielly
27/05/2021
28/05/2024
8.95
31.9%
7,129
63,805
-
-
-
-
For the performance stock units under the 2021 Performance Share Plan, the combined targets
(EPS, relative TSR, Labor Accident Frequency and CO2 emissions), generated a payout of 32%
at vesting.
Extra-ordinary items and pension expenses
Extra-ordinary items
There were no extra-ordinary items in 2024.
Pension expenses
The pension expenses include the contributions paid by the Company in 2024 to a defined
contribution pension plan (or an equivalent cash allowance) for the benefit of the CEO and the
members of the Executive Committee, for a total amount of €542,172. More details on the
pension expenses to the CEO and the other members of the Executive Committee are
summarized in section 9.3.2 (Total Remuneration Summary).
>> 64 > Ontex annual report 2024
GOV- 9.3.3 Share-based remuneration
VCP LTIP grant
As provided in the Company’s Remuneration Policy, between January 1, 2023 and December
31, 2025, the Company’s regular annual long-term incentive program is temporarily suspended
for the CEO and the other members of the Executive Committee (as well as for certain other
members of the Company’s senior management). Instead, in 2023, the CEO and other
members of the Executive Committee received a one-time special grant of performance stock
units covering financial years 2023, 2024 and 2025 under the Company’s special 2023-2025
“Value Creation Projects” Long-Term Incentive Plan (the “VCP LTIP”)). The grant price for the
performance stock units under the VCP LTIP was 6.8931 (i.e. the 30 days volume-weighted
average price of the Company’s shares on Euronext Brussels as of March 27, 2023).
The performance stock units issued by the Company under the VCP LTIP vest subject to a
performance test and continued engagement over the three-year vesting period. The vesting
of the performance stock units is subject to a single performance KPI, being the share price of
the Company. The calculation of the share price for such performance testing shall occur once,
after the end of the three-year period, and shall be calculated as the 30-calendar day volume-
weighted average price (VWAP) of a share in the Company after the public announcement by
the Company of the full-year annual results for the financial year that ends on 31 December
2025.
It is required that a threshold performance is reached before any vesting will occur. As of that
threshold, the vesting increases on a scale that reaches 100% for an on-target performance
and a maximum of 112% for a stretch level of performance. The target and thresholds for the
VCP LTIP are as follows:
At vesting of the performance stock units under the VCP LTIP, the Company shall deliver to
beneficiaries either existing shares of the Company, newly issued shares of the Company or a
combination of both. As the default option, the Board has foreseen that the shares to be
delivered upon vesting under the VCP LTIP will be newly issued shares. The Board may however
elect to deliver (in full or in part) existing shares instead of newly issued shares. To deliver newly
issued shares, the Board may make use of the authorized capital, which allows the Board, within
the limits set by Belgian law and the authorization granted by the shareholders’ meeting, to
increase the Company’s capital without further shareholder approval. On December 2, 2024,
the Company launched a share buy-back program with a view to acquiring shares that will
contribute to meeting the Company’s obligations under its current and future long-term
incentive plans (including the VCP LTIP).
The table below provides the details of the VCP LTIP grant for the CEO and the other members
of the Executive Committee.
>> 65 > Ontex annual report 2024
Executive Committee Member
Position
Number of PSUs awarded and accepted
Award date
Vesting date
Calvo Paz, Gustavo Chief Executive Officer 1,005,668 27/03/2023 08/05/2026
De Poorter, Annick
Chief Innovation and Sustainability Officer
293,854
27/03/2023
08/05/2026
Deroo, Jonas
Chief HR and Legal Officer & Secretary General
299,430
27/03/2023
08/05/2026
Peeters, Geert Chief Financial Officer 292,466 01/12/2023 08/05/2026
Querzoli, Marco
Chief Supply Chain Officer
348,174
11/09/2023
08/05/2026
Nielly, Laurent
President Europe division
327,762
27/03/2023
08/05/2026
Wood, Paul
President North America division
375,595
27/03/2023
08/05/2026
Overview of share-based remuneration for the CEO and other
members of the Executive Committee
The tables below set out the opening and closing balances, as well as movements during the
year 2024, in share-based remuneration for the CEO and the other members (or former
members) of the Executive Committee.
Since 2021, members of the Executive Committee are required to hold on to at least 50% of
the long-term incentive instruments when they vest until they have acquired a shareholding
representing two times (for the CEO) or equal to (for other members of the Executive
Committee) their annual base remuneration. Furthermore, once this threshold has been
crossed, members of the Executive Committee will be required to maintain such minimum
shareholding throughout their executive tenure.
The KPIs for the Performance Share units(PSUs) grant of 2022, which are subject to a three year
vesting period, are Adjusted Basic EPS (50%), Relative TSR (30%), CO2 Emissions (10%) and
Labor Accident Frequency (10%). Vesting for each of the KPIs is between 0 and 200%.
The sole KPI for the Performance Share units(PSUs) grant of 2023 is share price (100%).
Beneficiar
y
Plan
type
Main conditions
of the Stock Option plan
Information for the reported financial year
Opening balance
During the year
Closing balance
Grant
date
Vesting
date
Exercise
period
Strike
price (€)
Vested
Un-
vested
#
awarde
d
Value
awarde
d (€)
#
vested
Value
vested
(€)
#
exercis
ed
Value
exercis
ed (€)
#
forfeite
d
Value
forfeite
d (€)
Vested
Un-
vested
De
Poorter,
Annick
SOP 2017
11/05/2017
12/05/2020
8 years
33.11
9,316
-
-
-
-
-
-
-
-
-
9,316
-
SOP 2018
29/05/2018
30/05/2021
8 years
23.56
17,931
-
-
-
-
-
-
-
-
-
17,931
-
SOP 2019
13/06/2019
14/06/2022
8 years
14.00
16,125
-
-
-
-
-
-
-
-
-
16,125
-
SOP 2020
28/05/2020
31/05/2023
8 years
13.90
24,717
-
-
-
-
-
-
-
-
-
24,717
-
Deroo,
Jonas
SOP 2017
11/05/2017
12/05/2020
8 years
33.11
1,995
-
-
-
-
-
-
-
-
-
1,995
-
SOP 2018
29/05/2018
30/05/2021
8 years
23.56
3,376
-
-
-
-
-
-
-
-
-
3,376
-
Nielly,
Laurent
SOP 2017
11/05/2017
12/05/2020
8 years
33.11
13,734
-
-
-
-
-
-
-
-
-
13,734
-
SOP 2018
29/05/2018
30/05/2021
8 years
23.56
19,212
-
-
-
-
-
-
-
-
-
19,212
-
SOP 2019
13/06/2019
14/06/2022
8 years
14.00
18,878
-
-
-
-
-
-
-
-
-
18,878
-
SOP 2020
28/05/2020
31/05/2023
8 years
13.90
19,031
-
-
-
-
-
-
-
-
-
19,031
-
>> 66 > Ontex annual report 2024
“Value awarded is obtained by multiplying the number of options awarded by the value of
the option at grant.
“Value vested” is obtained by multiplying the number of options vested by the difference
between the exercise price and the share price at vesting, if positive.
“Value exercised” is obtained by multiplying the number of options exercised by the difference
between the exercise price and the share price at exercise, if positive.
“Value forfeited” is obtained by multiplying the number of options forfeited by the difference
between the exercise price and the share price at the time of forfeiture, if positive.
Beneficiary
Plan
Main conditions
of the Performance Share plan
Information for the reported financial year
Opening
balance
During the year
Closing
balance
Performance
period
Grant date
Vesting data
Unvested
# awarded
Value
awarded (€)
# vested
Value
vested (€)
# forfeited
Value
forfeited (€)
Unvested
Calvo Paz, Gustavo
PS 2023
2023-2025
08/05/2023
08/05/2026
1,005,668
-
-
-
-
-
-
1,005,668
De Poorter, Annick
PS 2021
2021-2023
27/05/2021
29/05/2024
21,293
-
-
6,791
60,779
14,502
131,823
-
PS 2022 2022-2024 10/03/2022 10/03/2025 33,613 - - - - - - 33,613
PS 2023
2023-2025
08/05/2023
08/05/2026
293,854
-
-
-
-
-
-
293,854
Deroo, Jonas
PS 2021
2021-2023
27/05/2021
29/05/2024
15,138
-
-
4,829
43,220
10,309
93,709
-
PS 2022 2022-2024 10/03/2022 10/03/2025 23,896 - - - - - - 23,896
PS 2023
2023-2025
08/05/2023
08/05/2026
299,430
-
-
-
-
-
-
299,430
Nielly, Laurent PS 2021 2021-2023 27/05/2021 29/05/2024 22,353 - - 7,129 63,805 15,224 138,386 -
PS 2022 2022-2024 10/03/2022 10/03/2025 35,286 - - - - - - 35,286
PS 2023
2023-2025
08/05/2023
08/05/2026
327,762
-
-
-
-
-
-
327,762
Peeters, Geert PS 2023 2023-2025 01/12/2023 08/05/2026 292,466 - - - - - - 292,466
Querzoli, Marco PS 2023 2023-2025 11/09/2023 08/05/2026 348,174 - - - - - - 348,174
Wood, Paul PS 2023 2023-2025 08/05/2023 08/05/2026 375,595 - - - - - - 375,595
“Value awarded” is obtained by multiplying the number of performance stock units awarded by the closing share price on the date preceding the grant.
“Value vested” is obtained by multiplying the number of performance stock units vested by the share price at 12PM on the date of the vesting.
“Value forfeited” is obtained by multiplying the number of performance stock units forfeited by the closing share price on the date of forfeiture.
>> 67 > Ontex annual report 2024
GOV-9.4 Remuneration and performance evolution over the last 5 years
The table below sets out the evolution of the remuneration of the Directors, the CEO and the
other members of the Executive Committee, the average remuneration of the other employees,
as well as the Revenue and Adjusted EBITDA performance of the Company (on a consolidated
basis) at reported currencies.
Remuneration (€)
2020
2021
2022
2023
2024
Remuneration directors
1,384,408
1,356,500
1,663,417
1,173,750
1,091,250
Year-on-year change
[ 10]
+74% -2% +23% -29% -8%
Remuneration CEO
6,779,690
1,588,121
3,945,342
1,769,154
1,667,298
Year-on-year change
[ 11]
+164%
-77%
+148%
-55%
-6%
Remuneration other Executives
7,827,523 6,635,885 5,289,606 6,032,993 4,814,289
Year-on-year change
[ 12]
-14%
-15%
-20%
+14%
-20%
Reported revenue
Year-on-year change
-9%
-3%
+22%
+10%
+2.0%
Reported adjusted EBITDA Year-on-year change
-4% -27% -21% +65% +12.8%
Reported cash conversion cycle
Year-on-year change
New KPI
-5.3 days
Remuneration average employee
38,944
34,884
39,986
26,646
31,073
Year-on-year change
[ 13]
-2% -10% +14% -33% +17%
Remuneration in the table above includes the total remuneration as defined in sections 9.2
(2024 Remuneration of the Directors) and 9.3.2 (Total Remuneration Summary). In addition to
the financial KPIs, the variable remuneration of members of the Executive Committee is set
based on non-financial KPIs and a personal leadership multiplier (see section 9.3.2.). Revenue
and Adjusted EBITDA are as per financial communications. The average employee
remuneration represents the total remuneration paid to all employees of Ontex in 2024,
divided by the average total number of employees during 2024.
[10] The decrease in the remuneration of the Directors compared to 2023 is explained mainly by the expiry of the Chair’s annual transformation fee provided at the shareholders’ meeting of May 3, 2024 and the resignation of Paul McNulty
from the Board with effect from October 1, 2024.
[11] The year-on-year change reported from 2023 to 2024 is -8%, which is mainly explained by a reduced STI pay-out in 2024 compared to 2023.
[12] The year-on-year decrease is explained, among others, by a decrease in the extra-ordinary items paid out to members of the Executive Committee compared to 2023.
[13] The year-on-year increase is mainly explained by perimeter changes as a result of the sale of our businesses in Pakistan and Algeria in the course of 2024.
The 2024 ratio of the total remuneration of the CEO versus the total remuneration of the lowest
remunerated employee (located in Brazil) is 1,171. For the calculation of this ratio, the
remuneration includes fixed remuneration, variable remuneration as well as employee benefits
on a full-time equivalent (FTE) basis. It excludes employer contributions for social security and
extra-ordinary payments, because of their non-recurring nature.
>> 68 > Ontex annual report 2024
GOV-9.5 2025 remuneration outlook
In 2025, the Company will continue to apply the Remuneration Policy that was approved by the
annual shareholders’ meeting of May 5, 2023, subject to certain changes that will be proposed
to the shareholders’ meeting of May 5, 2025. These changes will include (i) the proposed
introduction of a restricted stock units (RSU) plan for members of the Board (in accordance
with the recommendation in the 2020 Corporate Governance Code that non-executive board
members should receive part of their remuneration in the form of shares in the company)
(ii) certain proposed changes to provide more flexibility regarding the financial and non-
financial KPIs of the annual bonus and the award of exceptional bonuses or retention schemes,
and (iii) certain proposed changes to the VCP LTIP.
This revised Remuneration Policy will continue to aim to strongly incentivize management to
continue the acceleration of the realization of the Company’s ongoing turnaround. For 2025,
this means, among other things, the following for the members of the Executive Committee:
In terms of long-term variable remuneration (LTI), an LTI plan (consisting solely of
performance stock units) was issued in May 2023 that covers the financial years 2023, 2024
and 2025, and which has a single KPI, being the Company’s share price. This LTI plan does
not include a grant in 2025.
In terms of short-term variable remuneration (STI) for 2025, the financial and non-financial
KPIs, their respective weight and targets, and the multiplier effect of the “personal
leadership multiplier” have been set by the Board, upon recommendation of the
Remuneration and Nomination Committee.
The Board has set the different targets and pay-out curves in alignment with the Company’s
strategic and operational priorities for 2025, as follows:
Targets for Financial Performance As the targets for Financial Performance for the 2025
STI are commercially sensitive, these will not be disclosed upfront. They will however be
disclosed in next year’s remuneration report, along with actual results for financial year
2025.
Targets for Non-Financial Performance The targets for Non-Financial Performance for the
2025 STI will be as follows:
“CO2 Emissions (Scope 1 & 2)”: reduction by 3.8% compared to 2024 level;
“CO2 Emissions (Scope 3)”: reduction by 2.6% compared to 2024 level; and
“Accidents Rate”: reduction by 30% compared to 2024 level.
Personal Leadership Multiplier Finally, the personal leadership multiplier for the 2025 STI
will be the same as for the 2024 STI (as detailed above).
>> 69 > Ontex annual report 2024
Consolidated financial statements
For the financial years ended December 31, 2024 and 2023
FIN-1
Statement of the Board of Directors......................................................................................................................................................................................................................... 71
FIN-2 General information ................................................................................................................................................................................................................................................... 72
FIN-2.1 Corporate information ............................................................................................................................................................................................................................................................. 72
FIN-2.2 Business activities ..................................................................................................................................................................................................................................................................... 72
FIN-2.3 History of the Group ................................................................................................................................................................................................................................................................ 72
FIN-2.4 Legal status ............................................................................................................................................................................................................................................................................... 73
FIN-3 Consolidated financial statements ........................................................................................................................................................................................................................... 74
FIN-3.1 Consolidated statement of financial position ....................................................................................................................................................................................................................... 74
FIN-3.2 Consolidated income statement ............................................................................................................................................................................................................................................ 75
FIN-3.3 Consolidated statement of comprehensive income ............................................................................................................................................................................................................ 77
FIN-3.4 Consolidated statement of changes in equity ...................................................................................................................................................................................................................... 78
FIN-3.5 Consolidated statement of cash flows ................................................................................................................................................................................................................................... 80
FIN-4 Notes to the consolidated financial statements ...................................................................................................................................................................................................... 82
FIN-4.1 Summary of significant accounting policies .......................................................................................................................................................................................................................... 82
FIN-4.2 Alternative performance measures ....................................................................................................................................................................................................................................... 94
FIN-4.3 Capital management ................................................................................................................................................................................................................................................................ 98
FIN-4.4 Critical accounting estimates and judgments ....................................................................................................................................................................................................................... 98
FIN-4.5 Financial instruments and financial risk management ...................................................................................................................................................................................................... 103
FIN-4.6 Operating segments ............................................................................................................................................................................................................................................................... 110
FIN-4.7 List of consolidated companies ............................................................................................................................................................................................................................................ 111
FIN-4.8 Disposal group held for sale and discontinued operations .............................................................................................................................................................................................. 114
FIN-4.9 Goodwill and intangible assets ............................................................................................................................................................................................................................................. 118
>> 70 > Ontex annual report 2024
FIN-4.10 Property, plant and equipment ............................................................................................................................................................................................................................................ 121
FIN-4.11 Leases ...................................................................................................................................................................................................................................................................................... 123
FIN-4.12 Inventories ............................................................................................................................................................................................................................................................................... 124
FIN-4.13 Trade receivables, prepaid expenses and other receivables ............................................................................................................................................................................................ 125
FIN-4.14 Cash and cash equivalents .................................................................................................................................................................................................................................................... 127
FIN-4.15 Share capital ............................................................................................................................................................................................................................................................................ 127
FIN-4.16 Earnings per share ................................................................................................................................................................................................................................................................. 128
FIN-4.17 Interest-bearing debts ........................................................................................................................................................................................................................................................... 129
FIN-4.18 Employee benefit liabilities ................................................................................................................................................................................................................................................... 131
FIN-4.19 Deferred taxes and current taxes ........................................................................................................................................................................................................................................ 136
FIN-4.20 Current and non-current liabilities ....................................................................................................................................................................................................................................... 138
FIN-4.21 Provisions ................................................................................................................................................................................................................................................................................ 138
FIN-4.22 Employee benefit expenses .................................................................................................................................................................................................................................................. 139
FIN-4.23 Other operating income/(expenses), net ............................................................................................................................................................................................................................. 139
FIN-4.24 EBITDA adjustments ............................................................................................................................................................................................................................................................... 140
FIN-4.25 Expenses by nature ................................................................................................................................................................................................................................................................ 141
FIN-4.26 Net finance cost ...................................................................................................................................................................................................................................................................... 141
FIN-4.27 Income tax expense ............................................................................................................................................................................................................................................................... 142
FIN-4.28 Share-based payments .......................................................................................................................................................................................................................................................... 142
FIN-4.29 Contingencies .......................................................................................................................................................................................................................................................................... 146
FIN-4.30 Commitments ......................................................................................................................................................................................................................................................................... 146
FIN-4.31 Related party transactions .................................................................................................................................................................................................................................................... 147
FIN-4.32 Events after the end of the reporting period ...................................................................................................................................................................................................................... 148
FIN-4.33 Audit fees ................................................................................................................................................................................................................................................................................. 148
FIN-5 Summary statutory financial statements ............................................................................................................................................................................................................... 149
FIN-5.1 Statutory balance sheet after appropriation ...................................................................................................................................................................................................................... 149
FIN-5.2 Statutory income statement ................................................................................................................................................................................................................................................. 150
FIN-5.3 Extract from Ontex Group NV separate (non-consolidated) financial statements prepared in accordance with Belgian GAAP ............................................................................. 150
>> 71 > Ontex annual report 2024
FIN-1 Statement of the Board of Directors
The Board of Directors of Ontex Group NV certifies in the name and on behalf of Ontex Group
NV, that to the best of their knowledge,
the consolidated financial statements, established in accordance with International
Financial Reporting Standards (“IFRS”) as adopted by the European Union, give a true and
fair view of the assets, financial position and results of Ontex Group NV and of the entities
included in the consolidation;
the annual review presents a fair overview of the development and the results of the
business and the position of Ontex Group NV and of the entities included in the
consolidation, as well as a description of the principal risks and uncertainties facing them
pursuant Article 12, paragraph 2 of the Royal Decree of November 14, 2007.
The amounts in this document are represented in millions of euros (€ million), unless noted
otherwise.
Due to rounding, numbers presented throughout these consolidated financial Statements may
not add up precisely to the totals provided and percentages may not precisely reflect the
absolute figures.
>> 72 > Ontex annual report 2024
FIN-2 General information
FIN-2.1 Corporate information
The consolidated financial statements of Ontex Group NV for the year ended December 31,
2024 were authorized for issue in accordance with a resolution of the Board of Directors on
March 14, 2025.
FIN-2.2 Business activities
Ontex is a leading international provider of personal hygiene solutions, with expertise in baby
care, feminine care and adult care. Ontex’s innovative products are distributed in more than
110 countries through leading retailer brands, lifestyle brands and Ontex brands. Employing
approximately 7,000 passionate people all over the world, Ontex has a presence in 14
countries, with its headquarters in Aalst, Belgium.
FIN-2.3 History of the Group
Ontex was founded in 1979 by Paul Van Malderen and initially produced mattress protectors
for the Belgian institutional market. During the 1980s and the first half of the 1990s, the
Company expanded its product range into its current core product categories and grew the
business internationally both organically and through acquisitions.
After opening a production facility in the Czech Republic and acquiring businesses in Belgium,
Germany and Spain, Ontex was listed on Euronext Brussels in 1998. Following the listing,
Ontex experienced rapid growth over several years, primarily through bolt-on acquisitions in
France, Germany and Turkey.
Ontex was acquired by funds advised by Candover in 2003 and subsequently de-listed from
Euronext Brussels. Ontex acquired a diaper production unit of Paul Hartmann in Germany in
2004 and opened a production facility in China in 2006. The activities in China have been
stopped in the meantime. In 2008, we opened a production facility in Algeria. In 2010, Ontex
acquired iD Medica, which sells incontinence products in Germany.
In 2010, Ontex was acquired by funds managed by GSCP and TPG. In 2011, Ontex opened two
additional production facilities, one in Australia and one in Russia, and acquired Lille
Healthcare, a company operating in the adult incontinence market in France. In 2013, Ontex
acquired Serenity, a company operating in the adult incontinence market in Italy, and opened
a production facility in Pakistan.
In June 2014, Ontex Group NV successfully listed its shares on the Euronext Brussels exchange
and trades under the ticker ‘ONTEX’.
In February 2016, Ontex acquired Grupo Mabe, a leading Mexican manufacturer of disposable
personal hygiene products.
In March 2017, Ontex acquired the personal hygiene business of Hypermarcas (renamed to
“Ontex Brazil”).
In July 2017 Ontex opened a production plant in Ethiopia for the manufacturing of baby
diapers that are specifically meeting the needs of African families.
>> 73 > Ontex annual report 2024
In February 2019, Ontex opened a production plant in Radomsko, Poland to support its
Central European business.
In July 2020, Ontex acquired the US feminine hygiene assets from Albaad Massuot Yitzhak Ltd.
in Rockingham County to further develop the North American business.
In December 2021, Ontex announced its reviewed strategy to focus on its partner and
healthcare brands business, which is concentrated in Europe and North America, and thereby
is pursuing alternative strategic solutions for its mainly own brand focused businesses in the
Emerging Markets of Central and South America, as well as the Middle East and Africa. This
strategy was formalized and reflected in the Company’s financial statements beginning of
2022.
In July 2022, Ontex entered into a binding agreement to sell its Mexican and related export
activities to Softys S.A., marking a milestone in the transformation of Ontex. The transaction
was completed in May 2023.
In August 2023, Ontex announced that it had reached an agreement for the sale of its business
activities in Algeria to Hygianis SPA. In September 2023, Ontex announced that it had reached
an agreement with ASAIA Holding FZ for the divestment of its business activities in Pakistan.
Both transactions were completed in the first half of 2024.
In September 2024, Ontex entered into a binding agreement to sell its Brazilian business
activities to Softys S.A. The transaction is expected to be completed in the first half of 2025. In
February 2025, Ontex announced that it had entered into a binding agreement to sell its
Turkish subsidiary to Dilek Grup, with an expectation to complete the transaction in the third
quarter of 2025.
FIN-2.4 Legal status
Ontex Group NV is a limited-liability company incorporated as a naamloze vennootschap(“NV”)
under Belgian law with company registration number 0550.880.915. Ontex Group NV has its
registered office at Korte Keppestraat 21, 9320 Erembodegem (Aalst), Belgium. The shares of
Ontex Group NV are listed on the regulated market of Euronext Brussels.
>> 74 > Ontex annual report 2024
FIN-3 Consolidated financial statements
FIN-3.1 Consolidated statement of financial position
Assets December 31
in € million Note
2024
2023
Non-current Assets
Goodwill 9 799.4 796.0
Intangible assets 9 33.8 32.6
Property, plant and equipment
10
497.6
461.5
Right-of-use assets 11 100.9 105.2
Deferred tax assets 19 27.6 11.7
Non-current receivables
13
11.1
29.0
1,470.4
1,436.1
Current Assets
Inventories
12
292.9
252.8
Trade receivables 13 204.1 206.1
Prepaid expenses and other receivables
13
67.2
63.5
Current tax assets
19
3.3
4.9
Derivative financial assets
5.1
6.3
5.1
Cash and cash equivalents
14
56.9
97.2
Assets classified as held for sale
8
259.3
296.1
890.2
925.7
Total assets
2,360.6
2,361.7
Equity and liabilities
December 31
in € million
Note
2024
2023
Equity attributable to owners of the company
Share capital & premium
15
1,208.0
1,208.0
Treasury shares
(31.0)
(32.3)
Cumulative translation reserves
(242.6)
(246.8)
Retained earnings and other reserves
(8.7)
(26.8)
Total equity
925.7
902.0
Non-current liabilities
Employee benefit liabilities
18
13.4
14.9
Interest-bearing debts
17
667.1
671.8
Deferred tax liabilities
19
16.0
19.9
Other payables
2.0
1.0
698.5
707.5
Current liabilities
Interest-bearing debts
17
53.1
141.1
Derivative financial liabilities
5.1
2.0
5.4
Trade payables
20
440.1
370.5
Accrued expenses and other payables
20
21.1
20.6
Employee benefit liabilities
18
45.3
41.0
Current tax liabilities
19
31.8
27.0
Provisions
21
38.3
10.0
Liabilities related to assets classified as held for sale
8
104.6
136.6
736.3
752.2
Total liabilities
1,434.8
1,459.7
Total equity and liabilities
2,360.6
2,361.7
The accompanying notes are an integral part of the audited consolidated financial statements.
>> 75 > Ontex annual report 2024
FIN-3.2 Consolidated income statement
Full Year
in € million
Note
2024
2023
Revenue
6
1,860.5
1,794.7
Cost of sales
25
(1,316.7)
(1,327.3)
Gross Profit
543.8
467.4
Distribution expenses
25
(207.0)
(190.5)
Sales and marketing expenses
25
(81.9)
(81.5)
General administrative expenses
25
(96.3)
(85.6)
Other operating income/(expenses), net
23-25
(10.1)
(6.6)
Income and expenses related to changes to Group structure
24
(61.9)
(10.3)
Income and expenses related to impairments and major litigations
24
(10.8)
(4.6)
Operating profit/(loss)
75.8
88.3
Finance income 26 4.2 7.0
Finance costs 26 (49.1) (57.6)
Net exchange differences relating to financing activities 26 (6.5) 5.5
Net finance cost
(51.4) (45.1)
Profit/(loss) before income tax
24.3
43.2
Income tax expense
27
(3.4)
(16.3)
Profit/(loss) for the period from continuing operations
20.9
26.9
Profit/(loss) for the period from discontinued operations
8
(10.7)
7.9
Profit/(loss) for the period
10.3
34.8
Profit/(loss) attributable to:
Owners of the parent
10.3
34.8
Profit/(loss) for the period
10.3
34.8
>> 76 > Ontex annual report 2024
Earnings per share
Full Year
in €
Note
2024
2023
For continuing operations
Basic earnings per share
16
0.26
0.33
Diluted earnings per share
16
0.25
0.32
For continuing and discontinued operations
Basic earnings per share
16
0.13
0.43
Diluted earnings per share
16
0.12
0.42
Weighted average number of ordinary shares outstanding during the period
81,178,171
81,105,045
The accompanying notes are an integral part of the audited consolidated financial statements.
>> 77 > Ontex annual report 2024
FIN-3.3 Consolidated statement of comprehensive income
Full Year
in € million
Note
2024
2023
Profit/(loss) for the period
10.3
34.8
Other comprehensive income/(loss) for the period, after tax:
Remeasurements of defined benefit plans
0.2
(1.9)
Deferred tax on items that will not be reclassified subsequently to income statement
(0.0)
0.5
Items that will not be reclassified subsequently to income statement, net of tax
0.1
(1.4)
Exchange differences on translating foreign operations
4.2
7.3
Fair value remeasurements - Cash flow hedge 5.1 7.5 0.1
Deferred tax on items that will be reclassified subsequently to income statement
(1.0) (0.2)
Items that will be reclassified subsequently to income statement, net of tax
10.7
7.1
Other comprehensive income/(loss) for the period, net of tax
10.8
5.7
Total comprehensive income/(loss) for the period
21.1
40.5
Total comprehensive income/(loss) attributable to:
Owners of the parent
21.1
40.5
Total comprehensive income/(loss) for the period
21.1
40.5
The accompanying notes are an integral part of the audited consolidated financial statements.
>> 78 > Ontex annual report 2024
FIN-3.4 Consolidated statement of changes in equity
Attributable to equity holders of the Company
Other reserves
in € million
Number of
shares
Share
capital
Share
Premium
Treasury
shares
Cumulative
translation
reserves
Retained
earnings
Defined
benefit
plans
Cash flow
hedge
Share-
based
payments Other
Total
Equity
Balance at December 31, 2023
82,347,218
795.2
412.8
(32.3)
(246.8)
(322.8)
2.0
(2.5)
11.5
285.0
902.0
Transactions with owners at the level of Ontex Group NV:
Share-based payments
-
-
-
-
-
3.0
-
-
0.7
-
3.7
Settlement of share-based payments
-
-
-
2.5
-
-
-
-
(0.9)
(1.6)
-
Share buy-back program
-
-
-
(1.1)
-
-
-
-
-
-
(1.1)
Descope
-
-
-
-
-
(0.2)
0.2
-
-
-
(0.0)
Total transactions with owners
-
-
-
1.3
-
2.8
0.2
0.0
(0.1)
(1.6)
2.6
Comprehensive income:
Profit/(loss) for the period
-
-
-
-
-
10.3
-
-
-
-
10.3
Other comprehensive income/(loss)
-
0.0
(0.0)
-
4.2
0.0
0.1
6.5
-
-
10.8
Balance at December 31, 2024
82,347,218
795.2
412.7
(31.0)
(242.6)
(309.7)
2.3
4.0
11.4
283.4
925.7
>> 79 > Ontex annual report 2024
Attributable to equity holders of the Company
Other reserves
in € million
Number of
shares
Share
capital
Share
Premium
Treasury
shares
Cumulative
translation
reserves
Retained
earnings
Defined
benefit
plans
Cash flow
hedge
Share-
based
payments
Other
Total
Equity
Balance at December 31, 2022
[1]
82,347,218
795.2
412.8
(34.2)
(254.1)
(361.6)
3.4
(2.3)
13.2
286.1
858.4
Transactions with owners at the level of Ontex Group NV:
Share-based payments
-
-
-
-
-
4.0
-
-
(1.0)
0.1
3.1
Settlement of share-based payments
-
-
-
1.9
-
-
-
-
(0.8)
(1.2)
(0.0)
Total transactions with owners
-
-
-
1.9
-
4.0
0.0
0.0
(1.7)
(1.1)
3.1
Comprehensive income:
Profit/(loss) for the period
-
-
-
-
-
34.8
-
-
-
-
34.8
Other comprehensive income/(loss) - - - - 7.3 (0.0) (1.4) (0.2) - - 5.7
Balance at December 31, 2023
82,347,218
795.2
412.8
(32.3)
(246.8)
(322.8)
2.0
(2.5)
11.5
285.0
902.0
The shareholding of Ontex Group NV based on the declarations, received in the period up to
December 31, 2024, is as follows:
Shareholder
December 31, 2024
%
[2]
Groupe Bruxelles Lambert SA
16,454,453
19.98%
ENA Investment Capital LLC
12,411,999
15.07%
The Pamajugo Irrevocable Trust
2,722,221
3.64%
Mr. Joannes G.H.M. Niessen and Mont Cervin SARL
2,517,540
3.06%
BPCE SA, Natixis SA, Natixis Investment Managers,
NIM Participations 3 and DNCA Finance
2,491,966
3.03%
The accompanying notes are an integral part of the audited consolidated financial statements.
[1] The impact of hyperinflation for both non-monetary and monetary items is presented in cumulative translation reserves as of 2023. The figures per December 31, 2022 have been restated, having a reclassification impact of €47.8 million
between retained earnings and cumulative translation reserves.
[2] At the time of the transparency declaration
>> 80 > Ontex annual report 2024
FIN-3.5 Consolidated statement of cash flows
The amounts below include both continuing and discontinued operations. For details regarding the discontinued operations, see note FIN-4.8.
Full Year
in € million
Note
2024
2023
Cash flows from operating activities
Profit/(loss) for the period
10.3
34.8
Adjustments for:
Income tax expense
9.7
21.9
Depreciation and amortization
74.1
70.7
Impairment losses and items relating to investing activities
32.4
18.9
Provisions (including employee benefit liabilities)
32.5
5.5
Change in fair value of financial instruments
(4.0)
4.8
Net finance cost
57.9
53.9
Changes in working capital:
Inventories
(45.4)
17.2
Trade and other receivables and prepaid expenses
(16.3)
(52.9)
Trade and other payables and accrued expenses
70.8
0.1
Current employee benefit liabilities
4.0
6.6
Cash from operating activities before taxes
226.0
181.4
Income taxes paid
(10.3)
(20.8)
Net cash generated from operating activities
215.7
160.6
Cash flows from investing activities
Purchases of property, plant and equipment and intangible assets
(112.4)
(96.5)
Proceeds from disposal of property, plant and equipment and intangible assets
0.2
15.8
Proceeds from divestments, net of cash disposed and transaction costs
8-13
10.3
199.6
Net cash generated from / (used in) investing activities
(101.9)
119.0
>> 81 > Ontex annual report 2024
Full Year
in € million Note 2024 2023
Cash flows from financing activities
Proceeds from borrowings
17
67.4
121.9
Repayment of borrowings
17
(184.7)
(385.8)
Interests paid
(37.6)
(50.8)
Interests received
7.2
4.4
Other costs of financing
0.9
(3.3)
Realized foreign exchange (losses)/gains on financing activities
0.1
7.1
Derivative financial assets
(1.5)
(3.2)
Net cash generated from / (used in) financing activities
(148.1)
(309.8)
Net increase : (decrease) in cash and cash equivalents
(34.3)
(30.3)
Effects of exchange rate changes on cash and cash equivalents
(9.7)
(10.2)
Cash and cash equivalents at the beginning of the period
168.3
208.7
Cash and cash equivalents at the end of the period
124.2
168.3
of which presented as part of Assets classified as held for sale
8
67.3
71.1
The accompanying notes are an integral part of the audited consolidated financial statements.
>> 82 > Ontex annual report 2024
FIN-4 Notes to the consolidated financial statements
FIN-4.1 Summary of significant accounting policies
FIN-4.1.1 Introduction
The accounting policies used to prepare the consolidated financial statements for the period
from January 1, 2024 to December 31, 2024 are consistent with those applied in the audited
consolidated financial statements for the year ended December 31, 2023 of Ontex Group NV.
The accounting policies have been consistently applied to all the periods presented.
FIN-4.1.2 Basis of preparation
These consolidated financial statements of the Ontex Group NV for the year ended December
31, 2024 have been prepared in compliance with IFRS (“International Financial Reporting
Standards”) as adopted by the European Union. These include all IFRS standards and IFRIC
interpretations issued and effective as at December 31, 2024. The new standards, amendments
to standards and interpretations that are mandatory for the first time for the financial year
beginning January 1, 2024, did not have a significant impact. No new standards, amendments
to standards or interpretations were early adopted.
These financial statements are prepared on an accrual basis and on the assumption that the
entity is in going concern and will continue in operation in the foreseeable future.
The preparation of financial statements in accordance with IFRS requires the use of certain
critical accounting estimates. It also requires management to exercise judgment in the process
of applying the Group accounting policies. The areas involving a higher degree of judgment or
complexity, or areas where assumptions and estimates are significant to the consolidated
financial statements are disclosed in note FIN-4.4.
IFRS accounting standards to be adopted as from 2024 and
onwards
The following relevant new standards and amendments to existing standards have been
published and endorsed by the European Union and are mandatory for the first time for the
financial periods beginning on or after January 1, 2024:
Amendments to IAS 1 Presentation of Financial Statements: Classification of Liabilities as current or
non-current affect only the presentation of liabilities in the statement of financial position not
the amount or timing of recognition of any asset, liability income or expenses, or the
information that entities disclose about those items. They:
Clarify that the classification of liabilities as current or non-current should be based on
rights that are in existence at the end of the reporting period and align the wording in all
affected paragraphs to refer to the "right" to defer settlement by at least twelve months
and make explicit that only rights in place "at the end of the reporting period" should affect
the classification of a liability;
Clarify that classification is unaffected by expectations about whether an entity will exercise
its right to defer settlement of a liability; and make clear that settlement refers to the
transfer to the counterparty of cash, equity instruments, other assets or services;
Clarify how conditions with which an entity must comply within 12 months after the
reporting period, such as covenants, affect the corresponding liability’s classification.
Amendments to IAS 7 Statement of Cash Flows and IFRS 7 Financial Instruments: Disclosures:
Supplier Finance Arrangements. The amendment describes the characteristics for which
reporters will have to provide additional disclosures regarding the impact of supplier finance
arrangements on liabilities, cash flows and exposure to liquidity risk.
Amendments to IFRS 16 Leases: Lease Liability in a Sale and Leaseback. The amendments explain
how an entity accounts for a sale and leaseback after the date of the transaction, specifically
where some or all the lease payments are variable lease payments that do not depend on an
index or rate. They state that, in subsequently measuring the lease liability, the seller-lessee
determines ‘lease payments’ and ‘revised lease payments’ in a way that does not result in the
seller-lessee recognizing any amount of the gain or loss that relates to the right of use it retains.
>> 83 > Ontex annual report 2024
Any gains and losses relating to the full or partial termination of a lease continue to be
recognized when they occur as these relate to the right of use terminated and not the right of
use retained.
The above-mentioned standards did not have an impact on the financial statements.
Relevant IFRS accounting pronouncements to be adopted as from
2025 onwards
A number of new standards, amendments to existing standards and annual improvement
cycles have been published and are mandatory for the first time for reporting periods beginning
on or after January 1, 2025 and have not been early adopted. Those which may be the most
relevant to the Ontex Group’s consolidated financial statements are set out below,.
Amendments to IAS 21 The Effects of Changes in Foreign Exchange Rates: Lack of
Exchangeability (effective January 1, 2025). IAS 21 previously did not cover how to determine
exchange rates in case there is long-term lack of exchangeability and the spot rate to be applied
by the company is not observable. The narrow scope amendments add specific requirements
on:
determining when a currency is exchangeable into another and when it is not;
determining the exchange rate to apply in case a currency is not exchangeable;
additional disclosures to provide when a currency is not exchangeable.
Amendments to IFRS 9 and to IFRS 7: the Classification and Measurement of Financial Instruments
(eective on January 1, 2026). On May 30, 2024, the IASB issued amendments to IFRS 9 and
IFRS 7 to:
clarify the date of recognition and derecognition of some financial assets and liabilities, with
a new exception for some financial liabilities settled through an electronic cash transfer
system;
clarify and add further guidance for assessing whether a financial asset meets the solely
payments of principal and interest (SPPI) criterion;
add new disclosures for certain instruments with contractual terms that can change cash
flows (such as some instruments with features linked to the achievement environment,
social and governance (ESG) targets); and
update the disclosures for equity instruments designated at fair value through other
comprehensive income (FVOCI).
Amendments to IFRS 9 and to IFRS 7: Contracts Referencing Nature-dependent Electricity (effective
on January 1, 2026). On December 18, 2024, the IASB issued amendments to IFRS 9 and IFRS
7:
clarify the application of the ‘own-use’ requirements;
permit hedge accounting if these contracts are used as hedging instruments; and
new disclosure requirements to enable investors to understand the effect of these
contracts on a company’s financial performance and cash flows.
IFRS 18 Presentation and Disclosure in Financial Statements (effective on January 1, 2027). The
IASB has issued IFRS 18, the new standard on presentation and disclosure in financial
statements, with a focus on updates to the statement of profit or loss. The key new concepts
introduced in IFRS 18 relate to:
the structure of the statement of profit or loss;
required disclosures in the financial statements for certain profit or loss performance
measures that are reported outside an entity’s financial statements (that is, management-
defined performance measures); and
enhanced principles on aggregation and disaggregation which apply to the primary
financial statements and notes in general.
IFRS 18 will replace IAS 1; many of the other existing principles in IAS 1 are retained, with limited
changes. IFRS 18 will not impact the recognition or measurement of items in the financial
statements, but it might change what an entity reports as its operating profit or loss’.
IFRS 18 will apply for reporting periods beginning on or after January 1, 2027 and also applies
to comparative information. The changes in presentation and disclosure required by IFRS 18
might require system and process changes.
The above-mentioned amendment to IAS 21 is not expected to have a significant impact on the
consolidated financial statements. The impact of the amendments to IFRS 9 and IFRS 7 as well
as the standard IFRS 18 still needs to be assessed.
>> 84 > Ontex annual report 2024
Financial reporting in hyperinflationary economies
In 2022, the Turkish economy faced further high inflation resulting in the three-year cumulative
inflation of Turkey to exceed 100%, thereby triggering the requirement to transition to
hyperinflation accounting as prescribed by IAS 29 Financial Reporting in Hyperinflationary
Economies. IAS 29 requires to report the results of the company’s operations in Turkey as if
these were highly inflationary as of January 1, 2022. The standard is applied as of 2022, and has
been consistently applied in 2023 and 2024, except for the impact on equity which is fully
presented in the cumulative translation reserves as of 2023.
Under IAS 29, the non-monetary assets and liabilities stated at historical cost, the equity and
the income statement of subsidiaries operating in hyperinflationary economies are restated for
changes in the general purchasing power of the local currency applying a general price index.
These re-measured accounts are used for conversion into euro at the period closing exchange
rate. As a result, the statement of financial position and net results of subsidiaries operating in
hyperinflation economies are stated in terms of the measuring unit current at the end of the
reporting period.
FIN-4.1.3 Consolidation
Subsidiaries
Subsidiaries are all entities over which the Group has control. Control is established when the
Group is exposed, or has the rights, to variable returns from its involvement with the subsidiary
and has the ability to affect those returns through its power over the subsidiary. Subsidiaries
are fully consolidated from the date on which control is transferred to the Group. They are de-
consolidated from the date that control ceases.
The acquisition method of accounting is used to account for the acquisition of subsidiaries by
the Group. The consideration transferred for the acquisition of a subsidiary is the fair values of
the assets transferred, the liabilities incurred and the equity interests issued by the Group. The
consideration transferred includes the fair value of any asset or liability resulting from a
contingent consideration agreement. Acquisition-related costs are expensed as incurred.
Identifiable assets acquired, liabilities assumed and contingent liabilities assumed in a business
combination are measured initially at their fair values at acquisition date. On an acquisition-by-
acquisition basis, the Group recognizes any non-controlling interest in the acquiree at fair value
or at the non-controlling interest’s proportionate share of the acquiree’s net assets.
The excess of the consideration of any non-controlling interest in the acquiree and the
acquisition date fair value of any previous equity interest in the acquiree over the fair value of
the Group’s share of the identifiable net assets acquired is recorded as goodwill. If this is less
than the fair value of the net assets of the subsidiary in the case of a bargain purchase, the
difference is recognized directly in the income statement.
Intercompany transactions, balances and unrealized gains on transactions between group
companies are eliminated. Unrealized losses are also eliminated but considered an impairment
indicator of the asset transferred.
Transactions with non-controlling interests
The Group treats the transactions with non-controlling interests as transactions with equity
owners of the Group. For purchases from non-controlling interests, the difference between any
consideration paid and the relevant share acquired of the carrying value of the net assets of
the subsidiary is recorded in equity. Gains and losses on disposal to non-controlling interests
are also recorded in equity.
When the Group ceases to have control or significant influence, any retained interest in the
entity is remeasured to its fair value, with the change in carrying amount recognized in profit or
loss. The fair value is the initial carrying amount for the purposes of subsequent accounting for
the retained interest as an associate, joint venture or financial asset. In addition, any amounts
previously recognized in other comprehensive income in respect of that entity are accounted
for as if the Group had directly disposed of the related assets or liabilities. This may mean that
amounts previously recognized in other comprehensive income are reclassified to profit or
loss.
>> 85 > Ontex annual report 2024
FIN-4.1.4 Goodwill
Goodwill represents the excess of the cost of an acquisition over the fair value of the Group’s
share of the net identifiable assets of the acquired subsidiary at the date of acquisition.
Separately recognized goodwill is tested annually for impairment and carried at cost less
accumulated impairment losses. Impairment losses on goodwill are not reversed. Gains and
losses on the disposal of an entity include the carrying amount of goodwill relating to the entity
sold.
The goodwill recognized in the statement of financial position is allocated to three Cash-
Generating Units (CGUs). These CGUs are Europe, Russia and North America. They represent
the lowest level within the entity at which the goodwill is monitored for internal management
purposes.
FIN-4.1.5 Foreign currencies
Items included in the financial statements of each of the Group’s entities are measured using
the currency of the primary economic environment in which the entity operates (‘the functional
currency’). The consolidated financial statements are presented in euro, which is the Group’s
presentation currency.
Foreign currency transactions are translated into the functional currency using the exchange
rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting
from the settlement of such transactions and from the translation at year-end exchange rates
of monetary assets and liabilities denominated in foreign currencies are recognized in the
income statement.
Foreign exchange gains and losses that relate to interest-bearing debts and cash and cash
equivalents are presented in the income statement within Net finance cost’. All other foreign
exchange gains and losses are presented in the income statement within ‘Other operating
income/(expenses), net’.
For the purpose of presenting consolidated financial statements, assets and liabilities of the
Group’s foreign operations are translated at the closing rate at the end of the reporting period.
Items of income and expense are translated at the monthly average exchange rates (unless
this average is not a reasonable approximation of the cumulative effect of the rates prevailing
on the transaction dates, in which case income and expenses are translated at the rate on the
dates of the transactions), and equity items are translated at historical rates. The resulting
exchange rate differences are recognized in other comprehensive income and accumulated in
a separate component of equity.
The principal exchange rates that have been used are as follows:
Currency December 31 2024 2023 Closing Rate Av Rate Year Closing Rate Av Rate Year AUD 1.6772 1.6399 1.6263 1.6285 BRL 6.4253 5.8268 5.3618 5.4016 CZK 25.1850 25.1189 24.7240 24.0007 GBP 0.8292 0.8466 0.8691 0.8699 MXN 21.5504 19.8249 18.7231 19.1897 PLN 4.2750 4.3057 4.3395 4.5421 RUB 122.4011 100.8206 100.0297 92.6806 DZD 141.4406 145.5379 148.6338 147.5233 USD 1.0389 1.0821 1.1050 1.0816
FIN-4.1.6 Intangible assets
An intangible asset is recognized on the statement of financial position when the following
conditions are met: (1) the asset is identifiable, i.e. either separable (if it can be sold, transferred,
licensed) or it results from contractual or legal rights; (2) it is probable that the expected future
economic benefits that are attributable to the asset will flow to the Group; (3) the Group can
control the resource; and (4) the cost of the asset can be measured reliably.
Intangible assets are carried at acquisition cost (including the costs directly attributable to the
transaction) less any accumulated amortizations and less any accumulated impairment losses.
Within the Group, internally generated intangibles represent IT projects and product/process
development projects.
Development costs that are directly attributable to the design and testing of identifiable and
unique projects controlled by the Group are recognized as intangible assets when the following
criteria are met:
>> 86 > Ontex annual report 2024
it is technically feasible to complete the project so that it will be available for use
management intends to complete the project and use or sell it
there is an ability to use or sell the project
it can be demonstrated how the project will generate probable future economic benefits
adequate technical, financial and other resources to complete the development and to use
or sell the project are available, and
the expenditure attributable to the project during its development can be reliably
measured.
The Group’s systems allow a reliable measure of expenses directly attributable to the different
IT and product/process development projects.
Research expenditure and development expenditure that do not meet the criteria above are
recognized as an expense as incurred. Development costs previously recognized as an expense
are not recognized as an asset in a subsequent period.
Externally acquired software is carried at acquisition cost less any accumulated amortization
and less any accumulated impairment loss.
Maintenance costs as well as the costs of minor upgrades whose objective is to maintain (rather
than increase) the level of performance of the asset are expensed as incurred.
Borrowing costs that are directly attributable to the acquisition, construction and or production
of a qualifying intangible asset are capitalized as part of the cost of the asset.
Intangible assets are amortized on a systematic basis over their useful life, using the straight-
line method. The applicable useful lives are:
Intangible assets Brands 20 years IT implementation costs 5 years Capitalized development costs 3 to 5 years Licenses 3 to 5 years Acquired concessions, patents, know-how, and other similar rights 5 years
Amortization commences only when the asset is available for use.
FIN-4.1.7 Property, plant and equipment
Property, plant and equipment are carried at acquisition cost less any accumulated
depreciation and less any accumulated impairment loss. Acquisition cost includes any directly
attributable cost of bringing the asset to working condition for its intended use. Borrowing costs
that are directly attributable to the acquisition, construction and/or production of a qualifying
asset are capitalized as part of the cost of the asset.
Expenditure on repair and maintenance which serve only to maintain, but not increase, the
value of fixed assets is charged to the income statement. However, expenditure on major repair
and major maintenance, which increases the future economic benefits that will be generated
by the fixed asset, is identified as a separate element of the acquisition cost. The cost of
property, plant and equipment is broken down into major components. These major
components, which are replaced at regular intervals and consequently have a useful life that is
different from that of the fixed asset in which they are incorporated, are depreciated over their
specific useful lives. In the event of replacement, the component is replaced and removed from
the statement of financial position, and the new asset is depreciated up until the next major
repair or maintenance.
The depreciable amount is allocated on a systematic basis over the useful life of the asset, using
the straight-line method. The depreciable amount is the acquisition cost, less residual value, if
any. The applicable useful lives are:
Property, plant and equipment Land N/A Land improvements and buildings 30 years Plants, machinery and equipment 10 to 15 years Furniture and vehicles 4 to 8 years Other tangible assets 5 years IT equipment 3 to 5 years
The useful life of the machines is reviewed regularly. Each time a significant upgrade is
performed, such upgrade extends the useful life of the machine. The cost of the upgrade is
added to the carrying amount of the machine and the new carrying amount is depreciated
prospectively over the remaining estimated useful life of the machine.
>> 87 > Ontex annual report 2024
FIN-4.1.8 Leases
The Group leases several properties, machinery, vehicles and IT equipment. Leases are
recognized as a right-of-use asset and corresponding liability at the date of which the leased
asset is available for use by the Group.
Assets and liabilities arising from a lease are initially measured on a present value basis. Lease
liabilities include the net present value of the following lease payments:
fixed payments (less any lease incentives),
variable lease payments that are based on an index or rate,
the exercise price of a purchase option if the Group is reasonably certain to exercise that
option, and
payments of penalties for terminating the lease, if the lease term reflects the Group
exercising that option.
Lease payments to be made under reasonably certain extension options are also included in
the measurement of the liability.
The lease payments are discounted using the interest rate implicit in the lease, if that rate can
be readily determined, or the Group’s incremental borrowing rate, i.e. the rate of interest that
a lessee would have to pay to borrow over a similar term, and with a similar security, the funds
necessary to obtain an asset of a similar value to the right-of-use asset in a similar economic
environment.
The Group is exposed to potential future increases in variable lease payments based on an
index or rate, which are not included in the lease liability until they take effect. When
adjustments to lease payments based on an index or rate take effect, the lease liability is
reassessed and adjusted against the right-of-use asset.
Each lease payment is allocated between the liability and finance charges so as to achieve a
constant rate on the remaining balance of the liability. Finance expenses are recognized
immediately in profit or loss, unless they are directly attributable to qualifying assets, in which
case they are capitalized.
Right-of-use assets are measured at cost comprising the following:
the amount of the initial measurement of lease liability,
any lease payments made at or before the commencement date less any lease incentives
received,
any initial direct costs, and
an estimate of the costs related to the dismantling and removal of the underlying asset.
If it is reasonably certain that the Group will exercise a purchase option, the asset shall be
depreciated on a straight-line basis over its useful life (see note FIN-4.1.7). In all other
circumstances the asset is depreciated on a straight-line basis over the shorter of the useful
life of the asset or the lease term.
For short-term leases (lease term of 12 months or less) or leases of low-value items (mainly IT
equipment and small office furniture) to which the Group applies the recognition exemptions
available in IFRS 16, lease payments are recognized on a straight-line basis as an expense over
the lease term.
Some property leases contain variable payment terms that are linked to the use of the property
(mainly warehouses). Variable lease payments that depend on the use are recognized in profit
or loss in the period in which the condition that triggers those payments occurs.
FIN-4.1.9 Impairment of non-financial assets, other than
goodwill
Intangible assets with indefinite useful lives and intangible assets not yet available for use are
not subject to amortization, but are tested annually for impairment.
Other assets which are subject to amortization are reviewed for impairment whenever events
or changes in circumstances indicate that the carrying amount may not be recoverable. An
impairment loss is recognized for the amount by which the asset’s carrying amount exceeds its
recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to
sell and value in use.
When an impairment loss subsequently reverses, the carrying amount of the asset (or a cash-
generating unit) is increased to the revised estimate of its recoverable amount, but so that the
increased carrying amount does not exceed the carrying amount that would have been
determined had no impairment loss been recognized for the asset (or cash-generating unit) in
prior years. A reversal of an impairment loss is recognized immediately in profit or loss.
>> 88 > Ontex annual report 2024
FIN-4.1.10 Inventories
Inventories are stated at the lower of cost and net realizable value. Cost is determined using
the first-in, first-out (FIFO) method. The cost of finished goods and work in progress comprises
the production costs, like raw materials, direct labor, and also the indirect production costs
(production overheads based on normal operating capacity). Net realizable value is the
estimated selling price in the ordinary course of business, less applicable variable selling
expenses.
Spare parts held by the Group are classified as property, plant and equipment if they are
expected to be used in more than one period and if they are specific to a single machine. If
they are not expected to be used in more than one period or if they can be used on several
machines, they are classified as inventory. For the spare parts classified as inventory, the Group
uses write-down rules based on the economic use of these spare parts.
FIN-4.1.11 Non-current assets held for sale and discontinued
operations
Non-current assets and disposal groups are classified as held for sale if their carrying amount
will be recovered principally through a sale transaction rather than through continuing use. This
condition is regarded as met only when the sale is highly probable and the asset (or disposal
group) is available for immediate sale in its present condition. For a sale to be highly probable,
management should be committed to a plan to sell the asset (or disposal group), an active
program to locate a buyer and complete the plan should be initiated, the asset (or disposal
group) should be actively marketed at a price which is reasonable in relation to its current fair
value, the sale should be expected to be completed within one year from the date of
classification, and actions required to complete the plan should indicate that it is unlikely that
significant changes to the plan will be made or that the plan will be withdrawn.
A disposal group is a group of assets to be disposed of, by sale or otherwise, together as a
group in a single transaction, and liabilities directly associated with those assets that will be
transferred in the transaction. The group includes goodwill acquired in a business combination
if the group is a cash-generating unit to which goodwill has been allocated, or if it is an operation
within such a cash-generating unit.
When the Group is committed to a sale plan involving loss of control of a subsidiary, all of the
assets and liabilities of that subsidiary are classified as held for sale when the criteria described
above are met, regardless of whether the Group will retain a non-controlling interest in its
former subsidiary after the sale.
Non-current assets (and disposal groups) classified as held for sale are measured at the lower
of their previous carrying amount and fair value less costs to sell. Any excess of the carrying
amount over the fair value less costs to sell is recognized as an impairment loss. Depreciation
of such assets is discontinued as from their classification as held for sale. Prior period
consolidated statements of financial position are not restated to reflect the new classification
of a non-current asset (or disposal group) as held for sale.
A discontinued operation is a component of the Group which the Group has disposed of or
which is classified as held for sale, and which:
represents a separate major line of business or geographical area of operations;
is part of a single coordinated plan to dispose of a separate major line of business or
geographical area of operations; or
is a subsidiary acquired exclusively with a view to resale.
FIN-4.1.12 Revenue recognition
Ontex Group’s core activity is the sale of goods with as only performance obligation the delivery
of goods. As such, the Group recognizes revenue at a point in time when control of the goods
is transferred to the customer, generally on delivery of the goods. The Group sells its products
to its customers directly, through distributors or agents. This can result in a different moment
to recognize revenue. Following delivery to distributors, the distributor has full discretion over
the manner of distribution and price to sell the goods, has the primary responsibility when
selling the goods and bears the risks of obsolescence and loss in relation to the goods.
Next to the sale of goods, distinct services mainly customer training or customer assistance
services are rendered predominantly over the period that the corresponding goods are sold
to the customer. Transportation (shipping) is not be considered as a separate performance
obligation as control over the goods is only transferred to the customer after the shipment.
Payment terms can differ depending on the customer, based on the credit risk and prior
payment behavior of the customer. In addition, the geographical location of the company and
the customer have an effect on the payment terms. There are no significant financing
components in the transaction prices and the considerations are paid in cash.
>> 89 > Ontex annual report 2024
Customer contracts include trade discounts or volume rebates, which are granted to the
customer if the delivered quantities exceed a certain threshold. In these cases, the transaction
price includes a variable consideration. The effect of the variable consideration on the
transaction price is taken into account in revenue recognition by estimating the probability of
the realization of the discount or rebate for each contract. Furthermore, the estimated variable
consideration is included in the transaction price only to the extent that it is highly probable
that a significant reversal in the amount of cumulative revenue recognized will not occur when
the uncertainty associated with the variable consideration is subsequently resolved
(constraining the variable consideration). Furthermore, the Group considers all payments made
to customers and whether these are related to the revenue generated from the customer.
A receivable is recognized when the goods are delivered as this is the point in time that the
consideration is unconditional because only the passage of time is required before the
payment is due.
FIN-4.1.13 Financial assets
The Group classifies its financial assets in the following categories: financial assets at fair value
and financial assets at amortized cost. The classification depends on the entity’s business
model for managing the financial assets and the contractual terms of the cash flows.
Management determines the classification of its financial assets at initial recognition.
Regular purchases and sales of financial assets are recognized on the trade date the date on
which the Group commits to purchase or sell an asset.
At initial recognition, the Group measures a financial asset at its fair value plus, in the case of a
financial asset not at fair value through profit or loss, transaction costs that are directly
attributable to the acquisition of the financial asset. Transaction costs of financial assets carried
at fair value through profit or loss are expensed in profit or loss.
Financial assets (such as loans, trade and other receivables, cash and cash equivalents) are
subsequently measured at amortized cost using the effective interest method, less any
impairment if they are held for collection of contractual cash flows where those cash flows
represent solely payments of principal and interest.
The effective interest method is a method of calculating the amortized cost of a debt instrument
and of allocating interest income over the relevant period. The effective interest rate is the rate
that exactly discounts estimated future cash receipts (including all fees and points paid or
received that form an integral part of the effective interest rate, transaction costs and other
premiums or discounts) through the expected life of the debt instrument, or, where
appropriate, a shorter period, to the net carrying amount on initial recognition.
Trade and other receivables after and within one year are recognized initially at fair value and
subsequently measured at amortized cost, i.e. at the net present value of the receivable
amount, using the effective interest rate method, less allowances for impairment.
The Group assesses on a forward-looking basis the expected credit losses associated with its
financial assets carried at amortized cost. For trade receivables, the Group applies the
simplified approach permitted by IFRS 9 Financial Instruments, which requires expected lifetime
losses to be recognized from initial recognition of the receivables.
The amount of the allowance is deducted from the carrying amount of the asset and is
recognized in the income statement within ‘Sales and marketing expenses’.
Trade receivables are no longer recognized when (1) the rights to receive cash ows from the
trade receivables have expired, (2) the Group has transferred substantially all risks and rewards
related to the receivables.
The Group derecognizes a financial asset only when the contractual rights to the cash flows
from the asset expire, or when it transfers the financial asset and substantially all the risks and
rewards of ownership of the asset to another entity. If the Group neither transfers nor retains
substantially all the risks and rewards of ownership and continues to control the transferred
asset, the Group recognizes its retained interest in the asset and an associated liability for
amounts it may have to pay. If the Group retains substantially all the risks and rewards of
ownership of a transferred financial asset, the Group continues to recognize the financial asset
and also recognizes a collateralized borrowing for the proceeds received.
On derecognition of a financial asset in its entirety, the difference between the asset's carrying
amount and the sum of the consideration received and receivable and the cumulative gain or
loss that had been recognized in other comprehensive income and accumulated in equity is
recognized in profit or loss.
On derecognition of a financial asset other than in its entirety (e.g. when the Group retains an
option to repurchase part of a transferred asset), the Group allocates the previous carrying
amount of the financial asset between the part it continues to recognize under continuing
involvement, and the part it no longer recognizes on the basis of the relative fair values of those
parts on the date of the transfer. The difference between the carrying amount allocated to the
part that is no longer recognized and the sum of the consideration received for the part no
longer recognized and any cumulative gain or loss allocated to it that had been recognized in
other comprehensive income is recognized in profit or loss. A cumulative gain or loss that had
>> 90 > Ontex annual report 2024
been recognized in other comprehensive income is allocated between the part that continues
to be recognized and the part that is no longer recognized on the basis of the relative fair values
of those parts.
FIN-4.1.14 Cash and cash equivalents
Cash and cash equivalents include cash in hand, deposits held at call with banks, other short-
term highly liquid investments with original maturities of three months or less. Bank overdrafts
are shown within borrowings in current liabilities on the statement of financial position.
FIN-4.1.15 Share capital
Ordinary shares are classified as equity. Where any Group company purchases the company’s
equity share capital (treasury shares), the consideration paid is deducted from equity
attributable to owners of the company until the shares are cancelled or reissued. Incremental
costs directly attributable to the issue of new shares are shown in equity as a deduction, net of
tax, from the proceeds.
Financial instruments are either classified as financial liabilities or equity. The financial
instrument is included in equity if, and only if, the instrument does not include a contractual
obligation to deliver cash or another financial asset or to exchange financial assets or liabilities
under conditions that are potentially unfavorable to the Group, and if the instrument will or
may be settled in a fixed number of the Group’s own equity instruments.
FIN-4.1.16 Government grants
Grants from governments are recognized at their fair value where there is a reasonable
assurance that the grant will be received and the Group will comply with all attached conditions.
Government grants relating to property, plant and equipment are deducted from the
acquisition cost of the assets to which they relate and are credited to the income statement on
a straight-line basis over the expected lives of the related assets.
FIN-4.1.17 Employee benefits
Short-term employee benefits
Short-term employee benefits are recorded as an expense in the income statement in the
period in which the services have been rendered. Any unpaid compensation is included in
‘Employee benefit liabilities’ in the statement of financial position.
Post-employment benefits
Group companies operate various pension schemes. Most of the schemes are unfunded. Some
schemes are funded through payments to insurance companies or pension funds, determined
by periodic actuarial calculations. The Group has both defined benefit and defined contribution
plans. A defined contribution plan is a pension plan under which the Group pays fixed
contributions into a separate entity. The Group has no legal or constructive obligations to pay
further contributions if the fund does not hold sufficient assets to pay all employees the
benefits relating to employee service in the current and prior periods. A defined benefit plan is
a pension plan that is not a defined contribution plan. Typically, defined benefit plans define an
amount of pension benefit that an employee will receive on retirement, usually dependent on
one or more factors such as age, years of service and compensation.
The liability recognized in the statement of financial position in respect of defined benefit
pension plans is the present value of the defined benefit obligation at the end of the reporting
period less the fair value of plan assets. The defined benefit obligation is calculated annually by
independent actuaries using the projected unit credit method. The present value of the defined
benefit obligation is determined by discounting the estimated future cash outflows using
interest rates of high-quality corporate bonds that are denominated in the currency in which
the benefits will be paid, and that have terms to maturity approximating to the terms of the
related pension obligation. In countries where there is no deep market in such bonds, the
market rates on government bonds are used.
Actuarial gains and losses arising from experience adjustments and changes in actuarial
assumptions are charged or credited to other comprehensive income in the period in which
they arise.
Past-service costs are immediately recognized in the income statement. The net interest cost
relating to the defined benefit plans is recognized within financial expenses.
>> 91 > Ontex annual report 2024
For defined contribution plans, the Group pays contributions to publicly or privately
administered pension insurance plans on a mandatory, contractual or voluntary basis. The
Group has no further payment obligations once the contributions have been paid. The
contributions are recognized as employee benefit expense when they are due. Prepaid
contributions are recognized as an asset to the extent that a cash refund or a reduction in the
future payments is available.
Long-term employee benefits
Unfunded obligations arising from long-term benefits are provided for using the projected unit
credit method.
Termination benefits
Early termination obligations are recognized as a liability when the Group is ‘demonstrably
committed’ to terminating the employment before the normal retirement date. The Group is
‘demonstrably committed’ when, and only when, it has a detailed formal plan for the early
termination without realistic possibility of withdrawal. Where such benefits are long term, they
are discounted using the same rate as above for defined benefit obligations.
FIN-4.1.18 Share-based payments
The Group operates an equity settled share-based compensation plan, consisting of stock
options (hereafter ‘options’) (until 2020), restricted stock units (‘RSU’) (until 2020) and
performance stock units (‘PSU’) (exclusively since 2021). For grants of options, RSU’s and PSU’s,
the fair value of the employee services received is measured by reference to the fair value of
the shares or options granted on the date of the grant. The Group recognizes the fair value of
the services received in exchange for the grant of the options as an expense and a
corresponding increase in equity on a straight-line basis over the vesting period. The fair value
of the options granted is determined using option pricing models, which take into account the
exercise price of the option, the share price at date of grant of the option, the risk-free interest
rate, the expected volatility of the share price over the life of the option and other relevant
factors. Vesting conditions included in the terms of the grant are not taken into account in
estimating fair value except where those terms relate to market conditions. Non-market vesting
conditions are considered by adjusting the number of shares or options included in the
measurement of the cost of employee services so that ultimately the amount recognized in the
income statement reects the number of vested shares or options.
At each statement of financial position date, the entity revises its estimates of the number of
instruments that are expected to become exercisable and recognizes the impact of revision of
original estimates, if any, in the income statement and a corresponding adjustment to equity
over the remaining vesting period.
When the instruments are exercised, the proceeds received net of any directly attributable
transaction costs are credited to share capital (nominal value) and share premium.
The social security contributions payable in connection with the grant of the instruments is
considered an integral part of the grant itself, and the charge will be treated as a cash-settled
transaction.
FIN-4.1.19 Provisions and contingent liabilities
Provisions are recognized when (1) the Group has a present legal or constructive obligation as
a result of past events; (2) it is probable that an outflow of resources will be required to settle
the obligation; and (3) the amount has been reliably estimated. Where there are a number of
similar obligations, the likelihood that an outflow will be required in settlement is determined
by considering the class of obligations as a whole.
Provisions are measured at the present value of the expenditures expected to be required to
settle the obligation using a pre-tax rate that reflects current market assessments of the time
value of money and the risks specific to the obligation. The increase in the provision due to
passage of time is recognized as finance cost.
If the Group has an onerous contract, it will be recognized as a provision. Restructuring
provisions comprise lease termination penalties and employee termination payments.
Provisions are not recognized for future operating losses.
A provision for restructuring is only recorded if the Group demonstrates a constructive
obligation to restructure at the statement of financial position date. The constructive obligation
should be demonstrated by: (a) a detailed formal plan identifying the main features of the
restructuring; and (b) raising a valid expectation to those affected that it will carry out the
restructuring by starting to implement the plan or by announcing its main features to those
affected.
>> 92 > Ontex annual report 2024
Contingent liabilities are disclosed when there is a possible obligation depending on the
occurrence of an uncertain event, or when there is a present obligation but the payment is not
probable or the amount cannot be reliably measured.
FIN-4.1.20 Income taxes
Income tax expense represents the sum of the tax currently payable and deferred tax.
The current income tax charge is calculated on the basis of the tax laws enacted or
substantively enacted at the end of the reporting period in the countries where the Group’s
subsidiaries operate and generate taxable income. In line with paragraph 46 of IAS 12 Income
taxes, management periodically evaluates positions taken in tax returns with respect to
situations in which applicable tax regulations are subject to interpretation and establishes
provisions where appropriate on the basis of amounts expected to be paid to the tax
authorities. This evaluation is made for tax periods open for audit by the competent authorities.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to
the period when the asset is realized or the liability is settled, based on tax rates (and tax laws)
that have been enacted or substantively enacted by the end of the reporting period.
Deferred tax is recognized on temporary differences arising between the tax bases of assets
and liabilities and their carrying amounts in the consolidated financial statements.
However, the deferred tax is not recognized for:
the initial recognition of goodwill; and
the initial recognition of an asset or liability in a transaction other than a business
combination that at the time of the transaction affects neither accounting nor taxable profit
or loss.
Deferred tax is recognized on temporary differences arising on investments in subsidiaries and
associates, except for deferred income tax liabilities where the timing of the reversal of the
temporary difference is controlled by the Group and it is probable that the temporary
difference will not reverse in the foreseeable future.
Deferred tax liabilities are generally recognized for taxable temporary differences.
Deferred tax assets are generally recognized for tax losses and tax attributes to the extent that
it is probable that taxable profits will be available against which those deductible temporary
differences can be utilized. The carrying amount of deferred tax assets is reviewed at the end
of each reporting period and reduced to the extent that it is no longer probable that sufficient
taxable profits will be available to allow all or part of the asset to be recovered.
Deferred taxes are calculated at the level of each fiscal entity in the Group. The Group is able
to offset deferred tax assets and liabilities only if the deferred tax balances relate to income
taxes levied by the same taxation authority.
FIN-4.1.21 Financial liabilities
Financial liabilities (including borrowings and trade and other payables) are classified as at
amortized cost, except for derivative instruments (see FIN-4.1.22 below).
Borrowings are recognized initially at fair value, net of transaction costs incurred. Borrowings
are subsequently stated at amortized cost; any difference between the proceeds (net of
transaction costs) and the redemption value is recognized in the income statement over the
period of the borrowings using the effective interest method. Borrowings are classified as
current liabilities unless the Group has an unconditional right to defer settlement of the liability
for at least 12 months after the end of the reporting period.
The effective interest method is a method of calculating the amortized cost of a financial liability
and of allocating interest expense over the relevant period. The effective interest rate is the
rate that exactly discounts estimated future cash payments (including all fees and points paid
or received that form an integral part of the effective interest rate, transaction costs and other
premiums or discounts) through the expected life of the financial liability, or (where
appropriate) a shorter period, to the net carrying amount on initial recognition.
When a financial liability measured at amortized cost is modified without this resulting in
derecognition, a gain or loss is recognized in profit or loss. The gain or loss is calculated as the
difference between the original contractual cash flows and the modified cash flows discounted
at the original effective interest rate.
Financial assets and liabilities are offset and the net amount is reported in the statement of
financial position when there is a legally enforceable right to offset the recognized amounts and
there is an intention to settle on a net basis or realize the asset and settle the liability
simultaneously.
>> 93 > Ontex annual report 2024
FIN-4.1.22 Derivative financial instruments
The Group enters into a variety of derivative financial instruments to manage its exposure to
interest rate, foreign exchange rate and commodity price risks, including foreign exchange
forward contracts, commodity hedging contracts and interest rate CAP’s and SWAP’s.
Derivatives are accounted for in accordance with IFRS 9. Derivatives are initially recognized at
fair value at the date the derivative contracts are entered into and are subsequently re-
measured to their fair value at the end of each reporting period. The resulting gain or loss is
recognized in profit or loss immediately unless the derivative is designated and effective as a
hedging instrument, in which event the timing of the recognition in profit or loss depends on
the nature of the hedge relationship.
The fair values of various derivative instruments are disclosed in note FIN-4.5. The full fair value
of a derivative is classified as a non-current asset or liability when the remaining maturity of the
hedged item is more than 12 months and as a current asset or liability when the remaining
maturity of the hedged item is less than 12 months.
If no hedge accounting is applied, the Group recognizes all gains or losses resulting from
changes in fair value of derivatives in the consolidated income statement within Other
operating income/expense to the extent that they relate to operating activities and within Net
finance cost to the extent that they relate to the financing activities of the Group (e.g. interest
rate swaps relating to the oating rate borrowings).
FIN-4.1.23 Hedge accounting
The Group designates certain hedging instruments, which include derivatives in respect of
foreign currency risk and commodities, as cash flow hedges. Hedges of foreign exchange risk
on firm commitments are accounted for as cash flow hedges.
At the inception of the hedge relationship, the entity documents the relationship between the
hedging instrument and the hedged item, along with its risk management objectives and its
strategy for undertaking various hedge transactions. Furthermore, at the inception of the
hedge and on an ongoing basis, the Group documents whether the hedging instrument is
highly effective in offsetting changes in fair values or cash flows of the hedged item attributable
to the hedged risk.
The effective portion of changes in the fair value of derivatives that are designated and qualify
as cash flow hedges is recognized in other comprehensive income and accumulated under the
heading of cash flow hedging reserve’. The gain or loss relating to the ineffective portion is
recognized immediately in profit or loss and is included in the ‘other operating
income/(expense)' line item.
Amounts previously recognized in other comprehensive income and accumulated in equity are
reclassified to profit or loss in the periods when the hedged item is recognized in profit or loss,
in the same line of the consolidated income statement as the recognized hedged item.
However, when the hedged forecast transaction results in the recognition of a non-financial
asset or a non-financial liability, the gains and losses previously recognized in other
comprehensive income and accumulated in equity are transferred from equity and included in
the initial measurement of the cost of the non-financial asset or non-financial liability.
Hedge accounting is discontinued when the Group revokes the hedging relationship, when the
hedging instrument expires or is sold, terminated, or exercised, or when it no longer qualifies
for hedge accounting. Any gain or loss recognized in other comprehensive income and
accumulated in equity at that time remains in equity and is recognized when the forecast
transaction is ultimately recognized in profit or loss. When a forecast transaction is no longer
expected to occur, the gain or loss accumulated in equity is recognized immediately in profit or
loss.
FIN-4.1.24 Operating segments
The Group’s activities are in one segment. There are no other significant classes of business,
either singularly or in aggregate. The chief operating decision maker, the Board of Directors,
reviews the operating results (defined as Adjusted EBITDA) and operating plans, and make
resource allocation decisions on a company-wide basis; therefore, the Group operates as one
segment.
FIN-4.1.25 Statement of cash flows
The cash flows of the Group are presented using the indirect method. This method reconciles
the movement in cash for the reporting period by adjusting net profit of the year for any non-
cash items and changes in working capital, and identifying investing and financing cash flows
for the reporting period.
>> 94 > Ontex annual report 2024
FIN-4.2 Alternative performance measures
Alternative performance measures (non-GAAP) are used in the financial communication of the
Group since management believes that they are widely used by certain investors, securities
analysts and other interested parties as supplemental measure of performance and liquidity.
The alternative performance measures may not be comparable to similarly titled measures of
other companies and have limitations as analytical tools and should not be considered in
isolation or as a substitute for analysis of our operating results, our performance or our liquidity
under IFRS.
FIN-4.2.1 EBITDA adjustments
Income and expenses classified under the heading “EBITDA adjustments” are those items that
are considered by management not to relate to transactions, projects and adjustments to the
value of assets and liabilities taking place in the ordinary course of activities of the Company.
EBITDA adjustments are presented separately, due to their size or nature, so as to allow users
of the consolidated financial statements of the Company to get a better understanding of the
normalized performance of the Company. EBITDA adjustments relate to:
acquisition- and divestment-related expenses;
changes to the measurement of contingent considerations in the context of business
combinations;
changes to the Group structure, business restructuring costs, including costs related to the
liquidation of subsidiaries and the closure, opening or relocations of factories;
impairment of assets and major litigations.
EBITDA adjustments of the Group for the years ended December 31 are composed of the
following items presented in the consolidated income statement and can be reconciled in note
FIN-4.24:
income/(expenses) related to changes to Group structure; and
income/(expenses) related to impairments and major litigations.
FIN-4.2.2 Adjusted EBITDA
Adjusted EBITDA is defined as earnings before net finance cost, income taxes, depreciations
and amortizations (commonly called EBITDA) plus EBITDA adjustments. The adjusted EBITDA
margin is the adjusted EBITDA divided by revenue.
Adjusted EBITDA reconciliation of the Group for the years ended December 31 are as follows:
>> 95 > Ontex annual report 2024
Full Year 2024 2023 Continuing Discontinued Total Continuing Discontinued Total in € million Operations Operations Group Operations Operations Group Revenue 1,860.5 306.9 2,167.4 1,794.7 546.8 2,341.5 Operating profit/(loss) 75.8 2.1 77.9 88.3 22.3 110.6 Depreciation and amortization 74.1 0.0 74.1 70.7 0.0 70.7 EBITDA 149.9 2.1 152.0 159.0 22.3 181.3 EBITDA adjustments 72.7 27.1 99.9 14.9 27.1 42.0 Adjusted EBITDA 222.6 29.2 251.9 173.9 49.4 223.3 Adjusted EBITDA margin 12.0% 9.5% 11.6% 9.7% 9.0% 9.5%
Further information on the EBITDA adjustments can be found in note FIN-4.24 for the continuing operations and note FIN-4.8 for the discontinued operations.
FIN-4.2.3 Net financial debt/LTM Adjusted EBITDA ratio (Leverage)
Net financial debt is calculated by adding short-term and long-term debt and deducting cash and cash equivalents. LTM adjusted EBITDA is defined as EBITDA excluding EBITDA adjustments for the
last twelve months (LTM). Net financial debt/LTM Adjusted EBITDA ratio of the Group for the years ended December 31 are as follows:
December 31 2024 2023 Continuing Discontinued Total Continuing Discontinued Total in € million Operations Operations Group Operations Operations Group Non-current interest-bearing debts 667.1 10.9 678.0 671.8 15.3 687.0 Current interest-bearing debts 53.1 5.2 58.3 141.1 5.4 146.5 Cash and cash equivalents (56.9) (67.3) (124.2) (97.2) (71.1) (168.3) Net financial debt 663.3 (51.2) 612.0 715.7 (50.4) 665.3 [3]Adjusted EBITDA (LTM)222.6 25.7 248.3 173.9 30.7 204.6 Leverage ratio 2.46 3.25
[3] The LTM Adjusted EBITDA (LTM) in the full year 2024 excludes the €3.5 million contribution of the Algerian and Pakistani activities, which were sold in the first half of 2024. The LTM Adjusted EBITDA (LTM) in the full year 2023 excludes the
€18.7m contribution of the Mexican activities which were sold in May 2023
>> 96 > Ontex annual report 2024
FIN-4.2.4 Free Cash Flow
Free cash flow is defined as net cash generated from operating activities (as presented in the
consolidated cash flow statement, i.e. including income taxes paid) less capital expenditures
(Capex, defined as purchases of property, plant and equipment and intangible assets), less
repayment of lease liabilities and including cash (used in)/from disposal, less financing cash
flows, i.e. interests paid and received, and other financing cash ows (Other costs of financing,
realized foreign exchange (losses)/gains on financing activities and derivative financial assets).
Free Cash Flow of the Group for the years ended December 31 is as follows:
Full Year in € million 2024 2023 Operating profit/(loss) 75.8 88.3 Depreciation and amortization 74.1 70.7 EBITDA 149.9 159.0 EBITDA from discontinued Operations 2.1 22.3 Non-cash items and items relating to investing and 61.0 29.1financing activities Change in working capital Inventories (45.4) 17.2 Trade and other receivables and prepaid expenses (16.3) (52.9) Trade and other payables and accrued expenses 70.8 0.1 Employee benefit liabilities 4.0 6.6 Cash from operating activities before taxes 226.0 181.4 Income taxes paid (10.3) (20.8) Net cash generated from operating activities 215.7 160.6 Capex (112.4) (96.5) Cash (used in)/from on disposal 0.2 15.8 Repayment of lease liabilities (24.8) (25.0) Free Cash Flow before financing 78.7 54.9 Interests paid & received (30.4) (46.4) Other financial cash flow (0.4) 0.6 Free Cash Flow 47.9 9.1
FIN-4.2.5 Adjusted Basic Earnings and Adjusted Basic
Earnings per Share
Adjusted Basic Earnings (or Adjusted Profit) are defined as profit for the period plus EBITDA
adjustments and tax effect on EBITDA adjustments, attributable to the owners of the parent.
Adjusted Basic Earnings per share are defined as Adjusted Basic Earnings divided by the
weighted average number of ordinary shares. Adjusted Basic Earnings per Share for the years
ended December 31 are presented in note FIN-4.16.
FIN-4.2.6 Net Working Capital
The components of our net working capital are inventories, trade receivables and prepaid
expenses and other receivables plus trade payables and accrued expenses and other payables.
December 31 in € million 2024 2023 Inventories 292.9 252.8 Trade receivables 204.1 206.1 Prepaid expenses and other receivables 67.2 63.5 Trade payables (440.1) (370.5) Accrued expenses and other payables (21.1) (20.6) Total Net Working Capital 103.0 131.3
>> 97 > Ontex annual report 2024
FIN-4.2.7 Alternative Performance Measures included in the
Press releases and other Regulated information
Like-for-Like (LFL) revenue
Like-for-Like revenue is defined as revenue at constant currency excluding change in scope of
consolidation or M&A and hyperinflation.
in € million 2023 Vol/mix Price Scope change 2024 LFL Forex 2024 Continuing Operations 1,794.7 101.8 (39.2) - 1,857.2 3.3 1,860.5 Discontinued Operations 546.8 (20.3) 1.1 (196.6) 331.0 (24.1) 306.9 Total Group 2,341.5 81.5 (38.1) (196.6) 2,188.2 (20.8) 2,167.4
>> 98 > Ontex annual report 2024
FIN-4.3 Capital management
The Group’s objectives when managing capital are to safeguard the Group’s ability to continue
as a going concern in order to provide benefits for shareholders.
The Group monitors capital on the basis of the net financial debt position and its leverage. The
Group’s net financial debt position is calculated by adding all short and long-term interest-
bearing debts and by deducting the available short-term liquidity.
The leverage is computed as the net financial debt divided by the LTM adjusted EBITDA (i.e.
EBITDA plus EBITDA adjustments for the last twelve months (LTM)).
The net financial debt and leverage of the Group for the years ended December 31 are as
follows:
December 31 in € million 2024 2023 Non-current interest-bearing debts 678.0 687.0 Current interest-bearing debts 58.3 146.5 Cash and cash equivalents (124.2) (168.3) Net Financial Debt 612.0 665.3 LTM Adjusted EBITDA 248.3 204.6 Net Financial Debt/LTM Adjusted EBITDA ratio 2.46 3.25
For more information on the applicable debt covenants related to the available credit facilities,
refer to note FIN-4.4.
FIN-4.4 Critical accounting estimates and judgments
The amounts presented in the consolidated financial statements involve the use of estimates
and assumptions about the future. Estimates and judgments are continually evaluated and are
based on historical experience and other factors, including expectations of future events that
are believed to be reasonable under the circumstances. The actual amounts may differ from
these estimates. The estimates and assumptions that could have an impact on the consolidated
financial statements are discussed below.
FIN-4.4.1 Liquidity situation
The consolidated financial statements have been prepared on a going concern basis, which
contemplates the realization of assets and the satisfaction of liabilities during the normal
course of business.
On November 27, 2024, the Group refinanced its €242.5 million revolving credit facility, which
had a maturity date in December 2025, with a new revolving credit facility that has a principal
amount of 270.0 million and a maturity date in November 2029. The new revolving credit
facility is subject to one financial covenant, being a leverage covenant. The leverage ratio of net
financial debt over the last-twelve-months adjusted EBITDA is not to exceed 3.50 throughout
all reporting periods.
Management has prepared detailed budgets and cash flow forecasts for the next years, which
reflect the strategy of the Group. The Company is confident that, taking into account its
available cash, cash equivalents and facilities available to the Company as committed facilities,
it has sufficient liquidity to meet its present and future obligations and cover working capital
needs.
The Group complied with all requirements of the loan covenants on its available credit facilities
throughout the reporting period.
FIN-4.4.2 Income taxes
The Group has tax losses and other tax incentives that can be used to offset future taxable
profits, mainly in Belgium, France, United States and Spain amounting to €633.8 million at
December 31, 2024 (€595.1 million at December 31, 2023).
>> 99 > Ontex annual report 2024
The Group has only recognized deferred tax assets on €115.4 million of tax losses and other
tax incentives out of the €633.8 million mentioned above. The measurement of these deferred
tax assets depends on a number of judgmental assumptions regarding the future probable
taxable profits of different Group subsidiaries in different jurisdictions. These estimates are
made prudently to the extent of the best current knowledge.
The Group applies significant judgement in identifying uncertainties over income tax
treatments. Since the Group operates in a complex multinational environment, it assesses
whether certain uncertain tax provisions should be recognized in its consolidated financial
statements (based on the requirements of IFRIC 23).
The European Commission challenged Belgium’s excess profit ruling (EPR) system,
characterizing this system as illegal state aid. Ontex, through its Belgian subsidiary Ontex BV,
had an EPR covering the years 2011-2015. Ontex has lodged an appeal against this EC Decision.
The General Court has handed down its judgment on February 14, 2019 in the joint case of
Belgium vs Commission and Magnetrol International vs Commission. The General Court
annulled the EC Decision for the reason that the Commission erroneously considered that the
excess profit exemption system constituted an aid scheme. The European Commission
appealed the General Court’s judgement of February 14, 2019 to the EU Court of Justice and in
September 2021, the Court decided that the proceedings regarding the EPR decision must be
re-opened before the General Court. The General Court judgement of September 20, 2023
upholds the EC Decision. On December 6, 2023 Ontex appealed the judgement of September
20, 2023 before the EU Court of Justice. Ontex awaits the outcome.
Furthermore, the European Commission opened individual investigations in September 2019
into each of the individual EPRs including that of Ontex, as it believes that each EPR grants illegal
state aid, even if the EPR system does not constitute an aid “scheme”. The formal investigation
into the Ontex EPR continues and it is unclear when a final decision can be expected. Ontex
will have the right to appeal against any decision that concludes the Ontex EPR grants illegal
state aid. Any such appeal will take some time to be heard.
Ontex had fully taken into account the impact of the Commission’s position that the EPR system
is illegal state aid being successful, and the Commission concluding that the Ontex EPR grants
illegal state aid in its tax position. Since the outcome of both challenges is not yet final, Ontex
will not release the relevant provisions at this stage.
FIN-4.4.3 Business combinations
For business combinations, the Group must make assumptions and estimates to determine
the purchase price allocation of the business being acquired. To do so, the Group must
determine the acquisition-date fair value of the identifiable assets acquired and liabilities
assumed. These assumptions and estimates have an impact on the asset and liability amounts
recorded in the consolidated statement of financial position on the acquisition date. In addition,
the estimated useful lives of the acquired property, plant and equipment, the identification of
other intangible assets and the determination of the indefinite or finite useful lives of other
intangible assets acquired requires significant judgments and will have an impact on the
Group’s profit or loss.
FIN-4.4.4 Impairment
The Group tests annually whether goodwill has suffered any impairment in accordance with
the accounting policy stated in note FIN-4.1.4. The outcome of these goodwill impairment tests
in 2024 did not result in an impairment, nor in 2023. For more detailed information, see note
FIN-4.9.
The Group identifies the following cash-generating units:
Europe
Russia
North America
As part of Assets held for sale (Brazil and Turkey). For more information, see note FIN-4.4.9
and FIN-4.8
The recoverable amounts of cash-generating units (‘CGUs’) have been determined based on
value-in-use calculations. These calculations require the use of estimates and assumptions,
including macroeconomic conditions, demand and competition in the markets where we
operate, product offerings, product mix and pricing, raw materials availability and cost, direct
and indirect expenses, operating margins, growth rates, capital expenditure and working
capital, etc. as reflected in Ontex’ financial budgets and strategic plans, as well as discount rates.
>> 100 > Ontex annual report 2024
Climate-related matters
In the preparation of its impairment exercises, the Group also considers climate risks. A climate
risk assessment has been conducted during 2023 and re-assessed during 2024, focusing on
both physical and transition risks to better prepare the Group for and mitigate the effects of
climate change.
Physical risks entail more frequent and severe adverse natural events, such as the disruption
of both own operations and key suppliers’ activities due to extreme weather events. Transition
risks are related to changes made in response to climate change issues, such as carbon taxes
and upcoming legislations, the latter are industry-related and not entity-specific.
The scenarios studied (RCP 2.6 and RCP 8.5, see Sustainability Report) are scientifically validated
by the Intergovernmental Panel on Climate Change (IPCC) and represent two extreme
possibilities for future greenhouse gas emissions and resulting climate change impacts. The
exposure to specific climate risks integrates the likelihood of each climate risk at the specific
area or location of a production site, as well as the existing solutions in place to protect
production sites against such risks and also the effects on the performance of the activity.
Although some production sites might already be exposed to extreme weather such as heat
waves, a business continuity plan has already been developed to prevent any impact on our
operations.
The climate risk assessment has also identified exposure to potential physical risks (such as
wildfire) that could disrupt the supply chain related to renewable materials (pulp, cotton). To
limit the exposure associated to such risks, the Group is already implementing preventive
actions, with the ambition to source 100% certified materials (94% in 2024), thereby mitigating
these risks.
The Group efforts to limit the exposure of transitional risks (such as carbon taxes and upcoming
legislations) that the industry could face is translated into the Sustainability Strategy by
(1) having climate targets recognized by the Science Based Targets initiative (SBTi), aligning with
the Paris Agreement goals;
(2) increasing the recycled content in our packaging (with the aim to reach >30% recycled or
renewable content in our plastic packaging by 2025) on top of already having 100% recyclable
packaging.
Although the Group has a certain exposure to different climate related risks, it was concluded
that they do not have a material impact on the current impairment exercise as they only have
an impact on a long term and the Group is confident that it has already taken the necessary
measures or will be able to take these in order to limit the exposure to the current risks. The
Group will continue to monitor climate related risks and mitigate those through a mitigation
plan.
Sensitivity analysis
For more details on the impairment test performed, we refer to note FIN-4.9. The discount
rates used are summarized here below:
Pre-tax discount rate Full Year in % 2024 2023 Europe 9.4% 8.9% North America 8.9% 8.1% Russia 22.4% 18.5%
As a result of the impairment recognized in 2022 on the CGU “Russia”, no goodwill is allocated
anymore to this CGU.
A sensitivity analysis indicates that the recoverable amount of Europe, North America and
Russia would be equal to their carrying amount if the pre-tax discount rates of the CGUs were
18.7%, 11.6% and 37.0% respectively and all other variables kept constant.
As indicated in note FIN-4.9, cash flows beyond the four-year period are extrapolated using an
estimated growth rate of 2.0% for both Europe and North America. These same percentages
are used as perpetual growth rates. The growth rates have been determined by management
but do not exceed the current market expectations in which the two CGUs are currently
operating. Should the long growth rate for the CGUs decrease by 40.0%, no impairment would
need to be recognized. For Russia, no perpetual growth rate has been taken into account, given
the uncertain economic environment.
Should the estimated operating margins for any of the CGUs decrease by 20.0%, no impairment
would be recognized.
Future cash flows are estimates that are likely to be revised in future periods as underlying
assumptions change. Key assumptions in supporting the value of goodwill include long-term
interest rates and other market data. Should the assumptions vary adversely in the future, the
>> 101 > Ontex annual report 2024
value in use of goodwill may reduce below their carrying amounts. Based on current valuations,
headroom appears to be sufficient to absorb a normal variation in the underlying assumptions.
FIN-4.4.5 Expected useful lives
The expected useful lives of the property, plant and equipment and intangible assets must be
estimated. The determination of the useful lives of the assets is based on management’s
judgment and it is reviewed at least at each financial year-end, pursuant to IAS 16 and IAS 38.
FIN-4.4.6 Fair value of derivatives and other financial
instruments
The fair value of financial instruments that are not traded in an active market (for example,
over-the-counter derivatives) is determined by using valuation techniques. The Group uses its
judgment to select a variety of methods and make assumptions that are mainly based on
market conditions existing at the end of each reporting period. All derivative financial
instruments are, in accordance with IFRS 7, level 2. This means valuation methods are used for
which all inputs that have a significant effect on the recorded fair value are observable in the
market, either directly or indirectly.
FIN-4.4.7 Employee benefits
The carrying amount of the Group’s employee benefit obligations is determined on an actuarial
basis using certain assumptions. One particularly sensitive assumption used for determining
the net cost of the benefits granted is the discount rate. Any change to this assumption will
affect the carrying amount of those obligations.
The discount rate depends on the duration of the benefit, i.e. the average duration of the
engagements, weighted with the present value of the costs linked to those engagements.
According to IAS 19, the discount rate should correspond to the rate of high-quality corporate
bonds of similar term to the benefits valued and in the same currency.
FIN-4.4.8 Revenue recognition
For the accrual for volume discounts (to customers and from suppliers) some judgements are
made on the impact of commercial decisions that will influence the final discount to be received
or to be granted.
FIN-4.4.9 Discontinued operations and disposal group held
for sale
Following its strategic review that was announced at the end of 2021 and formalized beginning
of 2022, the Group announced that it would pursue divestment opportunities for the activities
located in the “Emerging Markets”. Activities in “Emerging Markets” were and are primarily
driven by own brands and essentially grouped the Central and South American activities, as
well as those in the Middle East and Africa.
As such, these operations have been classified as a disposal group held for sale and presented
separately in the statement of financial position. The sale of the Central American activities was
finalized beginning of May 2023 and as such, are no longer included in the Assets held for sale
at December 31, 2023. In the first half of 2024, the sale of both the Algerian and Pakistani
activities was realized, and these are therefore no longer included in the Assets held for sale at
December 31, 2024.
Non-current assets (and disposal groups) classified as held for sale are measured at the lower
of their previous carrying amount and fair value less costs to sell. Any excess of the carrying
amount over the fair value less costs to sell is recognized as an impairment loss. On December
31, 2024, the discontinued CGUs (Assets held for Sale) are carried at their estimated fair value
less cost to sell. Depreciation of such assets is discontinued as from their classification as held
for sale.
FIN-4.4.10 Operations in Russia
Ontex is closely following the developments in the conflict between Russia and Ukraine as this
disrupts Ontex’s ability to operate in these regions. Ontex’s first focus is the safety of its
employees, and the Group is providing the necessary support. Ontex has sales and marketing
offices in Russia and Ukraine and a manufacturing plant in Noginsk, near Moscow.
>> 102 > Ontex annual report 2024
In 2024, Ontex generated €95.0 million (2023: €104.1 million) revenue in its Russian subsidiary.
The fixed assets held in Russia represent €12.5 million (2023: €18.7 million) consolidated fixed
assets, including mainly machinery and right-of-use assets (leased manufacturing facilities). The
manufacturing and commercial operations are ongoing as the Russian Ontex operation
provides essential care products, but these are significantly dependent from the supply of the
necessary raw materials and resources to the local manufacturing facility.
From the start of the invasion of Ukraine by Russia, Ontex has defined tight conditions to its
continued operation in Russia including an investment stop with funds not generated by the
Russian operations as well as a stop on exports from Russia to other Europe entities, and the
adaptation to the evolving economic sanctions and supply disruptions. The operating model
evolved to ensure compliance with the evolving applicable regulations on economic sanctions.
This has led to the progressive autonomation of most local activities in Russia within a
framework defined by the Group, allowing to remain compliant to Ontex’s standards on quality,
safety as well as financial controls, reporting and objectives.
The Group already had a very limited presence in Ukraine prior to the conflict, only having a
few people in commercial roles and no owned production or assets, and now maintains a
minimum activity level without putting any of its employees in danger. Ontex realized a revenue
of approximately €5.0 million in 2024 in Ukraine.
>> 103 > Ontex annual report 2024
FIN-4.5 Financial instruments and financial risk
management
FIN-4.5.1 Overview of financial instruments
The table below summarizes all financial instruments by category in accordance with IFRS 9 and
discloses the fair values of each instrument and the fair value hierarchy:
December 31, 2024 in € million Designated in hedge relationship At amortized cost Fair value Fair value level Non-current receivables 11.1 11.1 Level 3 Trade receivables 204.1 204.1 Level 2 Other receivables 67.2 67.2 Level 2 Derivative financial assets 6.3 6.3 Forward foreign exchange contracts 6.3 6.3 Level 2 Cash and cash equivalents 56.9 56.9 Level 2 Assets classified as held for sale 259.3 259.3 Level 3 Total financial assets 6.3 598.7 605.0 Interest-bearing debts - non-current 667.1 668.2 Senior Notes 577.2 578.3 Level 1 Lease & other liabilities 89.9 89.9 Level 2 Derivative financial liabilities 2.0 2.0 Forward foreign exchange contracts 2.0 2.0 Level 2 Other payables - non-current 2.0 2.0 Level 2 Interest-bearing debts - current 53.1 53.1 Revolving Credit Facility 24.0 24.0 Level 2 Accrued interests - Other 9.3 9.3 Level 2 Lease & other liabilities 19.8 19.8 Level 2 Trade payables 440.1 440.1 Level 2 Other payables - current 21.1 21.1 Level 2 Liabilities related to assets classified as held for sale 104.6 104.6 Level 3 Total financial liabilities 2.0 1,288.0 1,291.1
>> 104 > Ontex annual report 2024
December 31, 2023 in € million Designated in hedge relationship At amortized cost Fair value Fair value level Non-current receivables 29.0 29.0 Level 3 Trade receivables 206.1 206.1 Level 2 Other receivables 63.5 63.5 Level 2 Derivative financial assets 5.1 5.1 Interest rate swap 4.2 4.2 Level 2 Forward foreign exchange contracts 0.9 0.9 Level 2 Cash and cash equivalents 97.2 97.2 Level 2 Assets classified as held for sale 296.1 296.1 Level 3 Total financial assets 5.1 691.8 696.9 Interest-bearing debts - non-current 671.8 647.6 Senior Notes 575.5 551.4 Level 1 Lease & other liabilities 96.3 96.3 Level 2 Derivative financial liabilities 5.4 5.4 Forward foreign exchange contracts 5.2 5.2 Level 2 Commodity hedging contracts 0.2 0.2 Level 2 Other payables - non-current 1.0 1.0 Level 2 Interest-bearing debts - current 141.1 141.1 Syndicated Term Loan A < 1 year 113.1 113.1 Level 2 Accrued interests - Other 9.5 9.5 Level 2 Lease & other liabilities 18.6 18.6 Level 2 Trade payables 370.5 370.5 Level 2 Other payables - current 20.6 20.6 Level 2 Liabilities related to assets classified as held for sale 136.6 136.6 Level 3 Total financial liabilities 5.4 1,341.5 1,322.8
>> 105 > Ontex annual report 2024
Hedge accounting
In the context of the Group’s financial risk management, the Group uses derivative instruments to cover specific risks, such as foreign currency exposure, interest rate exposure and commodity
price exposure. The following table presents an overview of the derivative instruments outstanding at reporting date:
Fair value Nominal amounts in € million December 31, 2024 December 31, 2023 December 31, 2024 December 31, 2023 Derivative financial assets 6.3 5.1 223.5 237.1 Interest rate swap 0.0 4.2 0.0 150.0 Forward foreign exchange contracts 6.3 0.9 216.5 87.1 Commodity hedging contracts 0.0 0.0 7.0 0.0 Derivative financial liabilities 2.0 5.4 149.5 211.9 Forward foreign exchange contracts 2.0 5.2 149.5 198.1 Commodity hedging contracts 0.0 0.2 0.0 13.8
The derivative instruments presented in the tables above are all designated in a cash flow hedge relationship (see below in notes FIN-4.5.3 to FIN-4.5.5). The impact on OCI of the different derivates
is as follows:
OCI Amounts derecog-Amounts recognized nized in 2024 Total movement in € million December 31, 2023 in 2024 (Recycled to P&L) in 2024 December 31, 2024 Forward foreign exchange contracts (2.7) 8.6 (1.6) 7.0 4.3 Commodity hedging contracts (0.2) (1.8) 2.0 0.2 (0.0)
OCI Amounts derecog-Amounts recognized nized in 2023 Total movement in € million December 31, 2022 in 2023 (Recycled to P&L) in 2023 December 31, 2023 Forward foreign exchange contracts (9.3) 5.1 1.5 6.6 (2.7) Commodity hedging contracts (1.1) (5.4) 6.3 0.9 (0.2) Interest rate swap 7.6 0.5 (8.1) (7.6) 0.0
>> 106 > Ontex annual report 2024
The tables above do not reconcile with the Consolidated Statement of Changes in Equity as a
result of the deferred tax on the derivatives included in the Other Comprehensive Income for
an amount of €-0.3 million for the Total Group (2023: €0.7 million), and derivates within Assets
held for sale for an amount of €-0.1 million (2023:-0.3 million).
The fair value of a derivative is classified as a non-current asset or liability if the remaining
maturity of the hedged item is exceeding 12 months and, as a current asset or liability, if the
maturity of the hedged item is less than 12 months.
The fair value of the derivatives is based on level 2 inputs as defined under IFRS 7.27, meaning
inputs that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e.
derived from prices).
The above table provides an analysis of financial instruments grouped into Levels 1 to 3 based
on the degree to which the fair value (recognized on the statement of financial position or
disclosed in the notes) is observable:
Level 1 fair value measurements are those derived from quoted prices (unadjusted) in
active markets for identical assets or liabilities.
Level 2 fair value measurements are those derived from inputs other than quoted prices
included within Level 1 that are observable for the asset or liability, either directly (i.e. as
prices) or indirectly (i.e. derived from prices).
Level 3 fair value measurements are those derived from valuation techniques that include
inputs for the asset or liability that are not based on observable market data (unobservable
inputs).
The fair values of financial assets and financial liabilities are based on mathematical models that
use market observable data and are determined as follows:
The fair values of financial assets and financial liabilities with standard terms and conditions
and traded on active liquid markets are determined with reference to quoted market prices
(includes listed redeemable notes).
The fair values of derivative instruments are calculated using quoted prices. Where such
prices are not available, a discounted cash flow analysis is performed using the applicable
yield curve for the duration of the instruments for non-optional derivatives, and option
pricing models for optional derivatives. Foreign currency forward contracts are measured
using quoted forward exchange rates and yield curves derived from quoted interest rates
matching maturities of the contracts. Interest rate swaps are measured at the present
value of future cash flows estimated and discounted based on the applicable yield curves
derived from quoted interest rates.
The fair values of other financial assets and financial liabilities (excluding those described
above) are determined in accordance with generally accepted pricing models based on
discounted cash flow analysis.
Level 3 liabilities: the amount has been determined based on contractual agreements.
The Group has derivative financial instruments which are subject to offsetting, enforceable
master netting arrangements and similar agreements. No offsetting needed to be done per
December 31, 2024 (nor 2023).
The counterparties of the outstanding derivative instruments have an A-credit rating.
FIN-4.5.2 Financial risk factors
The Group's activities expose it to a variety of financial risks: market risk (including currency risk,
interest rate risk and commodity price risk), credit risk and liquidity risk.
There have been no changes in the risk management department since last year-end or in any
risk management policies.
FIN-4.5.3 Foreign exchange risk
The Group operates internationally and is exposed to foreign exchange risk arising from various
currency exposures, primarily with respect to the British pound (GBP), the Polish zloty (PLN),
the Australian dollar (AUD) and Russian ruble (RUB) in relation to sales, and the US dollar (USD)
and the Czech crown (CZK) in relation to procurement. Foreign exchange risk arises from future
commercial transactions and recognized assets and liabilities. The Group also has exposures
to the Russian ruble (RUB), Czech crown (CZK) and Australian dollar (AUD) due to their net
investments in foreign operations.
>> 107 > Ontex annual report 2024
The carrying amounts of the Group's main foreign currency denominated monetary assets and
monetary liabilities at the end of the reporting period are as follows:
Assets Liabilities December December December December in € million 31, 2024 31, 2023 31, 2024 31, 2023 EUR 1,339.5 1,880.8 1,974.4 2,520.2 USD 223.7 187.6 266.1 188.2 MXN 66.7 91.7 66.0 97.7 PLN 48.7 84.8 11.8 51.6 GBP 29.3 79.2 2.5 51.0 RUB 26.7 37.6 3.8 3.3 AUD 11.0 19.1 1.4 12.0 CZK 7.0 13.4 1.4 12.6
The Group monitors its foreign exchange exposure closely and will enter into hedging
transactions if deemed appropriate to minimize exposure throughout the Group to foreign
exchange fluctuations. All hedging decisions are subject to approval of the Board of Directors.
The strategy regarding FX hedges was maintained.
To manage their foreign exchange risk arising from future commercial transactions, recognized
assets and liabilities, the Group uses forward exchange contracts. Foreign exchange risk arises
when future commercial transactions, recognized assets and liabilities are denominated in a
currency that is not the entity’s functional currency. The Group treasury is responsible for
optimizing the net position in each foreign currency when possible and appropriate. The Group
applies hedge accounting for the hedge related transactions, the impact of the revaluation is
recognized in other comprehensive income.
The Group has entered into foreign exchange forward contracts in 2024 maturing at the latest
in March 2026 in order to limit volatility in the business resulting from exposures to sales in
British pound, Polish zloty, Australian dollar as well as purchases in US dollar and Czech crown
during 2025. Based on the hedge strategy, the foreign exchange forward contracts hedge the
following forecasted exposures until December 31, 2025: for British pound (GBP) 84.1 million,
for Polish zloty (PLN) 238.5 million, for Australian dollar (AUD) 27.2 million, for Czech crown
(CZK) 939.7 million, for US dollar (USD) 58.5 million versus EUR and US dollar (USD) 17.1 million
versus Czech crown (CZK).
The terms of the foreign currency forward contracts have been negotiated to match the terms
of the highly probable forecast transactions. The Group applies hedge accounting to the foreign
currency forward contracts.
The changes in the fair value of these hedging instruments, designated as effective instruments
in a cash flow hedge, are recognized in OCI until the moment the transaction occurs. At the
moment the transaction leads to the recognition of a trade receivable or a trade payable, this
cash flow hedge reserve including the changes in fair value of the hedging instrument is
included in P&L where it adjusts revenue/costs or, if the transaction leads to the recognition of
a non-financial asset or non-financial liability, as an adjustment of the carrying amount of the
asset and liability. Further changes in the hedging instrument are recognized in P&L together
with the changes in the trade receivables or payables.
For the year ended December 31, 2024, an unrealized gain of €8.5 million (mainly Brazilian real
versus EUR for €3.1 million, US dollar versus EUR for €2.7 million and Polish zloty versus EUR
for €1.6 million) has been recognized in other comprehensive income, offset by an unrealized
loss of €1.5 million (mainly British pound).
As of December 31, 2024, the fair value of the derivative financial asset for the foreign exchange
contracts amounted to 6.3 million (2023: €0.9 million) and of the derivative financial liability
amounted to €2.0 million (2023: €5.2 million).
An amount of €1.6 million was reclassified to P&L (gain) during 2024 (2023: €1.5 million loss).
The following table sets forth the impact on pre-tax profit and equity for the year of a 10%
weakening/strengthening of the Euro against the reported currency for the outstanding
derivative positions with all other variables held constant.
10% weakening of the 10% strengthening of the € impact on impact on 2024 2023 2024 2023 in € million P&L Equity P&L P&L Equity P&L AUD (0.2) (1.6) (0.2) 0.2 1.3 0.2 GBP (1.2) (10.0) (1.0) 1.0 8.2 0.8 PLN (0.5) (5.5) (0.7) 0.4 4.5 0.5 USD (4.9) 4.7 1.7 4.0 (3.8) (1.4)
>> 108 > Ontex annual report 2024
FIN-4.5.4 Interest rate risk
The Group’s interest rate risk arises from long-term borrowings. Borrowings issued at variable
rates expose the Group to cash flow interest rate risk which is partially offset by cash held at
variable rates. Borrowings issued at fixed rate expose the Group to fair value interest rate risk.
These risks are managed centrally by Group treasury taking into account the expectations of
the Group with respect to the evolutions of the market rates. The Group has used interest rate
swaps to manage these risks.
On November 27, 2024, the Group refinanced its €242.5 million revolving credit facility, which
had a maturity date in December 2025, with a new revolving credit facility that has a principal
amount of 270.0 million and a maturity date in November 2029. The credit facility bears an
interest rate of EURIBOR 1 month + margin.
At December 31, 2024, there has been €24.0 million withdrawn on the Floating Rate Revolving
Credit Facility, carrying an interest of EURIBOR 1 month + margin of 1.60%. In 2023, the Group
had an interest rate swap in place for a notional amount of €150.0 million, but this has ended
on December 8, 2024.
There was no OCI net impact for 2024 as all gains/losses were recorded within P&L during
2024. In 2023, the OCI net impact was a €7.7 million gain and €8.1 million was reclassified to
P&L (gain).
FIN-4.5.5 Price risk (commodity)
The Group has some exposure to the price of oil because certain of the raw materials used in
production are manufactured from oil derivatives. These include glues, polyethylene, propylene
and polypropylene.
The Group also decided to continue to hedge a portion of the fluff, propylene, polypropylene,
polyethylene and LDPE exposure in 2024.
Forward contracts to cover the commodity price risk are being reviewed and potentially
executed monthly. Forward contracts are initiated over a future period of 12 months covering
monthly expected exposure. The total notional amount hedged in 2024 was €42.8 million
covering fluff (€28.3 million) and propylene (€14.5 million). The average hedged rate for 2024
was €1,765/Ton for fluff and €1,118/Ton for propylene.
The OCI net impact for 2024 was a €0.2 million loss (2023: €0.9 million loss). €2.0 million was
reclassified to P&L (loss) during 2024 (2023: loss of €6.3 million).
Sensitivity of the fair value of derivative financial instruments related to commodities: at December
31, 2024, if there would be a shift of the commodity forward curve by 10% increase/decrease
with all other variables held constant, pre-tax other comprehensive income for the year would
have been respectively €0.7 million higher / €0.7 million lower (2023: impact was €1.4 million
higher / €1.4 million lower).
FIN-4.5.6 Equity price risk
Following the issuance of options, RSU’s and PSU’s as share-based payment arrangements
under the different long-term incentive programs (“LTIP”) (refer to note FIN-4.28 for details of
these programs), the Group is exposed to variations in the Group share price.
In addition, in May 2023, the Company issued a one-time grant of PSUs covering financial years
2023, 2024 and 2025 under the Company’s 2023-2025 “Value Creation Projects” Long-Term
Incentive Plan (the “VCP LTIP”). For further details on the VCP LTIP, please refer to the
Remuneration Report, which forms part of the annual report. The VCP LTIP provides that, at
vesting (in May 2026), the Company shall deliver to beneficiaries either existing shares of the
Company, newly issued shares of the Company or a combination of both. As the default option,
the Board has foreseen that the shares to be delivered upon vesting under the VCP LTIP will be
newly issued shares. The Board may however elect to deliver (in full or in part) existing shares
instead of newly issued shares. To deliver newly issued shares, the Board would make use of
the authorized capital, which allows the Board, within the limits set by Belgian law and the
authorization granted by the shareholders’ meeting, to increase the Company’s capital without
further shareholder approval. Any such issuance of new shares would lead to a corresponding
dilution for existing shareholders.
In December 2024, the Group launched a share buy-back program to acquire a maximum of
1.5 million shares, representing 1.8% of its issued shares. The shares acquired through the
program will contribute to meeting Ontex’s obligations under its current and future long-term
incentive plans. The share purchases will be spread over a seven-month period, starting on
December 1, 2024 and ending on June 30, 2025.
FIN-4.5.7 Credit risk
Credit risk is managed on a Group basis. Credit risk arises from cash and cash equivalents,
derivative financial instruments and deposits with banks and financial institutions, as well as
credit exposures to corporate customers, including outstanding receivables and committed
>> 109 > Ontex annual report 2024
transactions. The Group assesses the credit quality of the customer, taking into account their
financial position, past experience and other factors based on which individual risk limits are
set in accordance with the limits set by business managers. Historical default rates have been
below 1% for 2024 and 2023. Trade receivables are spread over different countries and
counterparties and there is no large concentration with one or a few counterparties.
Refer to note FIN-4.13 for the aging of the receivables and the doubtful receivables.
All financial instruments are held at banks and financial institutions with a credit rating of at
least A.
The maximum exposure to credit risk at the reporting date is the carrying amount as presented
in the table above in the note FIN-4.5.1.
FIN-4.5.8 Liquidity risk
Group treasury monitors rolling forecasts of the Group’s liquidity requirements to ensure it has
sufficient cash to meet operational needs while maintaining sufficient headroom on its
undrawn committed borrowing facilities (note FIN-4.17 Interest-bearing debts) at all times so
that the Group does not breach borrowing limits or covenants (where applicable) on its
borrowing facilities.
The table below analyzes the Group’s financial liabilities (including interest payments) into
relevant maturity groupings based on the remaining period at the statement of financial
position date to the contractual maturity date.
Between Between Less than 1 and 2 2 and 5 Over in € million 1 year years years 5 years At December 31, 2024 Interest-bearing debts (44.4) (590.6) - - Lease liabilities (25.9) (19.8) (43.3) (53.5) Trade payables (440.1) - - - Total non-derivative financial liabilities (510.4) (610.4) (43.3) (53.5) Forward foreign exchange contracts (355.0) (11.0) - - Total derivative financial liabilities (355.0) (11.0) - - At December 31, 2023 Interest-bearing debts (136.1) (20.4) (590.6) - Lease liabilities (30.0) (26.9) (46.2) (70.9) Trade payables (370.5) - - - Total non-derivative financial liabilities (536.6) (47.3) (636.8) (70.9) Forward foreign exchange contracts (274.5) (10.7) - - Total derivative financial liabilities (274.5) (10.7) - -
>> 110 > Ontex annual report 2024
FIN-4.6 Operating segments
According to IFRS 8, reportable operating segments are identified based on the “management
approach”. This approach stipulates external segment reporting based on the Group’s internal
organizational and management structure and on internal financial reporting to the chief
operating decision maker. The Group’s activities are in one segment, “Hygienic Disposable
Products”. There are no other significant classes of business, either singularly or in aggregate.
The chief operating decision maker, the Board of Directors, reviews the operating results and
operating plans, and make resource allocation decisions on a company-wide basis. Therefore,
the Group operates as one segment. Enterprise-wide disclosures about product sales,
geographic areas and revenue from major customers are presented below:
FIN-4.6.1 Information by product group
The key product categories are:
Baby Care products, principally baby diapers, baby pants and, to a lesser extent, wet wipes;
Adult Care products, such as adult pants, adult diapers, incontinence towels and bed
protection; and
Feminine Care products, such as sanitary towels, panty liners and tampons.
Full Year in € million 2024 2023 Adult Care 800.5 736.4 Baby Care 793.4 790.0 Feminine Care 236.6 241.3 Other 30.0 27.0 Total revenue 1,860.5 1,794.7
FIN-4.6.2 Information by country
The sales in the country of domicile of Ontex Group NV (Belgium) represent less than 3% of
Ontex Revenue. Sales to countries in our top five markets are presented in the table below. The
sales in all other individual countries represent less than 10% of the Group’s revenue.
Full Year in € million 2024 2023 United Kingdom 316.2 303.9 Italy 252.7 219.3 USA 248.9 197.2 France 188.3 190.2 Poland 173.7 167.8 Other countries 680.7 716.2 Total revenue 1,860.5 1,794.7
The following table presents an overview of the non-current assets (property, plant and
equipment (PP&E), right to use assets and intangible assets) located in the main countries.
Goodwill is not included in the below table as this is not monitored on a country-basis, but at
the divisional level.
December 31 in € million 2024 2023 Belgium 133.5 123.5 Spain 89.9 72.3 Poland 87.9 83.7 United States 71.8 42.1 Mexico 56.9 68.0 Other countries 192.3 209.8 Total 632.3 599.4
FIN-4.6.3 Revenue from major customers
The Group does not have a single significant customer. In 2024 the largest customer represents
8.3% (2023: 8.5%) of the revenue. The 10 largest customers represent 37.9% of 2024 revenue
(2023: 37.3%).
>> 111 > Ontex annual report 2024
FIN-4.7 List of consolidated companies
Percentage of interest held by the Group Name Country 2024 2023 Registered office Company legal number [4]Can Hygiène SPA Algeria 0.0% 100.0% Haouch Sbaat Nord, Zone Industrielle de Rouiba, Voie H, lot 83B, 04/B/0965101 16012 Rouiba, Alger, Algeria Ontex Australia Pty Ltd Australia 100.0% 100.0% Suite 10, 27 Mayneview Street, Milton, QLD 4064, Australia ABN 59 130 076 283 Ontex Manufacturing Pty Ltd Australia 100.0% 100.0% Wonderland Drive 5, Eastern Creek, NSW, 2766, Australia ABN 16 145 822 528 Eutima BV Belgium 100.0% 100.0% Korte Moeie 53, 9900 Eeklo, Belgium 0415.412.891 Ontex BV Belgium 100.0% 100.0% Genthof 5, 9255 Buggenhout, Belgium 0419.457.296 Active Industria De Cosméticos S.A. Brazil 100.0% 100.0% Rua Contorno Oeste 1/16 Quadra 01, Lote 01/16, Modulo 2 CNPJ 22.010816/0001-39 Senador Canedo, Goiania, Brazil Falcon Distribuidora Armazenamento E Transporte Brazil 100.0% 100.0% Rua Iza Costa 1.104 Quadra: Area Lote Modulo 2, Fazenda Retio, CNPJ 23.191.831/0001-93 S.A. Goiania, Brazil Ontex Hygienic Disposables (Yangzhou) Co.TD China 100.0% 100.0% Hangji industrial park, Hanjiang Dictrict, N°1 Zhaizhuang Road, 321000400010102 225111 Yangzhou, China Ontex Hygienic Disposables (Shanghai) LTD China 100.0% 100.0% 4F, Building G, No. 69, Hongqiao Green Valley Community, Yuhong 91310000MA1GCW6L6Y Road, Minhang District, Shanghai Ontex CZ S.r.o. Czech 100.0% 100.0% Vesecko 491, 51101 Turnov, Czech Republic 44564422 Republic Ontex Hygienic Disposables PLC Ethiopia 100.0% 100.0% Tracon Tower Building Addis Ababa, Subcity Arada, Werada 02, EIA-PC/01/005318/08 Kebele 01, House n° : 30/97, Ethiopia Hygiène Medica SAS France 100.0% 100.0% 30 Rue Hubble Parc Européen de la Haute Borne, 59262 Sainghin-401 439 872 en-Mélantois, France Ontex France SAS France 100.0% 100.0% 586 Boulevard Albert Camus, 69400 Villefranche-sur-Saône, 338 081 102 France Ontex Santé France SAS France 100.0% 100.0% Quai du rivage 62119 Dourges, France 502 601 297 Moltex Baby-Hygiene GmbH Germany 100.0% 100.0% Robert-Bosch-Straße 8, 56727 Mayen, Germany HRB 5260 Ontex Engineering GmbH & Co .KG Germany 100.0% 100.0% Robert-Bosch-Straße 8, 56727 Mayen, Germany HRA 21335 Ontex Healthcare Deutschland GmbH Germany 100.0% 100.0% Hansaring 6, Lotte 49504, Germany HRB 9669 Ontex Hygiënartikel Deutschland GmbH Germany 100.0% 100.0% Fabrikstrasse 30, 02692 Grosspostwitz, Germany HRB 3865 Ontex Inko Deutschland GmbH Germany 100.0% 100.0% Robert-Bosch-Straße 8, 56727 Mayen, Germany HRB 20630
[4] Can Hygiène SPA and Ontex Pakistan Ltd were sold during 2024, see note FIN-4.8
>> 112 > Ontex annual report 2024
Percentage of interest held by the Group Name Country 2024 2023 Registered office Company legal number Ontex Care GmbH Germany 100.0% 100.0% Robert-Bosch-Straße 8, 56727 Mayen, Germany HRB 21024 Ontex Mayen GmbH Germany 100.0% 100.0% Robert-Bosch-Straße 8, 56727 Mayen, Germany HRB 11699 Ontex Vertrieb GmbH Germany 100.0% 100.0% Robert-Bosch-Straße 8, 56727 Mayen, Germany HRB 4983 WS Windel-Shop GmbH Germany 100.0% 100.0% Robert-Bosch-Straße 8, 56727 Mayen, Germany HRB 2793 Ontex Manufacturing Italy S.r.l. Italy 100.0% 100.0% Localita Cucullo, Zona Industriale, 66026 Ortona (Chieti), Italy 02456370697 Serenity Holdco S.r.l. Italy 100.0% 100.0% Localita Cucullo, Zona Industriale, 66026 Ortona (Chieti), Italy CH-178769 Serenity Spa Italy 100.0% 100.0% Localita Cucullo, Zona Industriale, 66026 Ortona (Chieti), Italy CH-99632 Ontex Mexico Operations S.A. de C.V. Mexico 100.0% 100.0% Calle 12 Norte No. 105, Ciudad Industrial, Tijuana, Mexico OMO220624KA3 [4]Ontex Pakistan ltdPakistan 0.0% 100.0% Office No 705, 7th Floor, Park Avenue, Main Sharh-e-Faisal, Karachi 076658 Sindh 7400, Pakistan Ontex Polska sp. z.o.o. Poland 100.0% 100.0% ul. Przedsiebiorcrow 6, 97-500 Radomsko, Poland 0000010044 Ontex Romania Srl Romania 100.0% 100.0% Bucharest Mun. District 1, 48 Iancu de Hunedoara Boulevard, 2nd J1995007353400 Floor, Office 1, Bucharest, Romania Ontex RU LLC Russia 100.0% 100.0% Zemlyanoy Val Street 9, 10564 Moscow, Russia 1055008702649 Ontex ES Holdco S.A. Spain 100.0% 100.0% Poligono Industrial Nicomedes Garcia, C/Fresno s/n, sector C, B85082832 40140 Valverde del Majano, Segovia, Spain Ontex ID SAU Spain 100.0% 100.0% Poligono Industrial Nicomedes Garcia, C/Fresno s/n, sector C, NIFA-60617875 40140 Valverde del Majano, Segovia, Spain Ontex Peninsular S.A. Spain 100.0% 100.0% Poligono Industrial Nicomedes Garcia, C/Fresno s/n, sector C, A40103855 40140 Valverde del Majano, Segovia, Spain Valor Brands Europe, S.L Spain 100.0% 100.0% Torviscal 12, 45007 Toledo, Spain B2837-1540 Ontex Hygienic Spain, S.L.U. Spain 100.0% 100.0% Poligono Industrial Nicomedes Garcia, C/Fresno s/n, sector C, M635-328 40140 Valverde del Majano, Segovia, Spain Ontex Tüketim. Urn. San. ve Tic. AS Turkey 100.0% 100.0% Tekstilkent Cad. Koza Plaza B Blok Kat:31 No:116-117 Esenler, 137334 Istanbul Ontex Ukraine LLC Ukraine 100.0% 100.0% Building 7(C), 13 M. Pymonenko Street, 04050 Kyiv, Ukraine, 37728333 Ontex Healthcare UK Ltd United 100.0% 100.0% Kettering Parkway, Kettering Venture Park, Kettering, Northants, 02274216 Kingdom NN156XR, United Kingdom Ontex Retail UK Ltd United 100.0% 100.0% Unit 5 (1st Floor), Grovelands Business Centre, Boundary Way, 1613466 Kingdom Hemel Hempstead, Hertfordshire, HP2 7TE, United Kingdom Ontex US Holdco, LLC USA 100.0% 100.0% 1201 North Market Street, 19801 Wilmington, New Castle county, 35-2548297 Delaware, United States of America
>> 113 > Ontex annual report 2024
Percentage of interest held by the Group Name Country 2024 2023 Registered office Company legal number Valor Brands, LLC USA 100.0% 100.0% 960 North Point Parkway, Suite 100, Alpharetta, GA 30005, USA 06-1661367 Ontex Operations USA, LCC USA 100.0% 100.0% 1900 Barnes Street, Reidsville, NC 27320 85-0811594
The percentage of voting rights directly or indirectly held by the Group in the subsidiaries listed
in the table above is equal to the percentage of equity interest directly or indirectly held by the
Group.
The Group’s most significant subsidiaries are Ontex BV, Ontex Mayen GmbH, Ontex
Hygiënartikel Deutschland GmbH, Ontex Santé France SAS, Ontex CZ Sro, Serenity Spa, Ontex
Manufacturing Italy S.r.l. and Valor Brands LLC.
For the financial year ending December 31, 2024 the following companies make use of the
exemptions in accordance with the German regulations of § 267 section 3 HGB:
Ontex Vertrieb GmbH, Mayen;
Ontex Mayen GmbH, Mayen;
Moltex Baby-Hygiene GmbH, Mayen;
WS Windel-Shop, Mayen;
Ontex Healthcare Deutschland GmbH, Lotte;
Ontex Hygiëneartikel Deutschland GmbH, Grosspostwitz; and
Ontex Engineering GmbH & Co. KG, Mayen.
>> 114 > Ontex annual report 2024
FIN-4.8 Disposal group held for sale and discontinued
operations
Following its strategic review that was announced at the end of 2021 and formalized in the
beginning of 2022, the Group announced that it would pursue divestment opportunities for
the activities located in the Emerging Markets”. Activities in “Emerging Markets” were and are
primarily driven by own brands and essentially grouped the Central and South American
activities, as well as those in the Middle East and Africa.
These operations, which are expected to be sold within 12 months, have been classified as a
disposal group held for sale and are presented separately in the statement of financial position.
As a result, discontinued operations are shown as one line item in the consolidated financial
statements as detailed below. The discontinued statement of financial position items are
presented at lower of the fair value less cost-to-sell and the carrying amount, in accordance
with IFRS 5.
The associated assets and liabilities are consequently presented as held for sale as from
January 1, 2022. The related financial performance is thereby reported as discontinued
operations in the income statement.
Ontex entered into a binding agreement in July 2022 to sell its Mexican and related export
activities to Softys S.A., marking a milestone in the transformation of Ontex. Closing of the
transaction occurred at the beginning of May 2023 and the proceeds from the transaction were
exclusively applied to reduce debt. During 2023, Ontex entered into binding agreements for
the sale of both its Algerian and Pakistan business. Both transactions were closed in the first
half of 2024.
In September 2024, Ontex entered into a binding agreement to sell its Brazilian business
activities to Softys S.A. The transaction is expected to be completed in the first half of 2025. In
February 2025, Ontex announced that it has entered into a binding agreement to sell its Turkish
subsidiary to Dilek Grup, with an expectation to close the transaction in the third quarter of
2025. Upon closing of the Turkish transaction, all assets held for sale at December 31, 2024 will
be disposed.
[5] The reclassification of foreign currency translation reserve is for €9.2 million related to the Algerian activities
and for €10.5 million to the Pakistani activities
Disposal group classified as held for sale
Within the result for the period from discontinued operations, there are EBITDA adjustments
for an amount of €27.1 million (in 2023: €27.1 million) of which €51.6 million (in 2023: 14.4
million) is related to changes to the group structure, including the sale of the Algerian and
Pakistani business as well as project costs made for the sale of the Brazilian business, while an
income of €24.5 million was booked related to impairments (in 2023: loss of €12.7 million). This
€24.5 million consists of the reversal of previously booked impairments on the Brazilian
business of €30.9 million based on the expected proceeds of the Brazilian sale versus the
Brazilian net assets, while an impairment of €6.4 million was booked for Turkey, based on the
expected proceeds from that transaction.
From the €51.6 million loss related to changes to the group structure, a loss of €26.5 million is
related to the sale of the Algerian and Pakistani business and is detailed as follows:
Full Year in € million 2024 Total cash received at December 31, 2024 33.6 Cash disposed (9.5) Net cash impact 24.1 Tax on realized statutory gain (7.4) Carrying amount of net assets sold (23.4) Result on disposal before reclassification (6.8) of foreign currency translation reserve [5]Reclassification of foreign currency translation reserve(19.7) Result on disposal (26.5)
The remaining amount is mostly related to the sale of the Brazilian activities for which an
upfront cost of €21.1 million has been incurred and which is therefore part of the investing
cash flow. The incurred cost relates to the Protege legal case which is disclosed in note FIN-
4.29 and the amounts corresponds to the Protege contributions for the period 2020 to date.
>> 115 > Ontex annual report 2024
The €14.4 million loss related to changes to the group structure in 2023 was mostly related to
the sale of the Mexican business (€11.2 million), while the impairment losses in 2023 were
related to impairments on the business in Algeria (€9.0 million) and Pakistan (€3.6 million). The
Mexican transaction entailed a deferred consideration for which we refer to FIN-4.13.
The major classes of assets and liabilities comprising the operations classified as held for sale
are as follows:
December 31 in € million 2024 2023 Non-current Assets Intangible assets 7.6 0.1 Property, plant and equipment 81.1 69.4 Right-of-use assets 20.8 18.0 Deferred tax assets 0.0 4.1 Non-current receivables 0.2 0.3 109.8 92.0 Current Assets Inventories 34.0 57.7 Trade receivables 41.2 63.6 Prepaid expenses and other receivables 4.8 7.9 Current tax assets 1.8 3.8 Derivative financial assets 0.4 0.0 Cash and cash equivalents 67.3 71.1 149.5 204.1 Assets classified as held for sale 259.3 296.1
2023
December 31 in € million 2024 Non-current liabilities Employee benefit liabilities 4.3 2.8 Interest-bearing debts 10.9 15.3 Deferred tax liabilities 11.6 7.6 26.8 25.7 Current liabilities Interest-bearing debts 5.2 5.4 Derivative financial liabilities - 0.2 Trade payables 58.2 82.2 Accrued expenses and other payables 7.2 11.8 Employee benefit liabilities 5.6 8.5 Provisions 1.5 2.8 77.8 110.9 Liabilities related to assets classified as held for sale 104.6 136.6
The cumulative foreign exchange losses recognized in other comprehensive income in relation
to the discontinued operations as at December 31, 2024 were €210.7 million.
>> 116 > Ontex annual report 2024
Financial performance
The results of the discontinued operations, which have been included in the consolidated
income statement, were as follows:
Full Year in € million 2024 2023 Revenue 306.9 546.8 Operating expenses (excl. depreciations and amortizations) (277.7) (497.4) Adjusted EBITDA 29.2 49.4 Income and expenses related to impairment losses and (27.1) (27.1) restructuring EBITDA 2.1 22.3 Depreciation and amortization (0.0) (0.0) Financial result (6.4) (8.8) Profit/(loss) before income tax (4.3) 13.5 Income tax expense (6.3) (5.7) Profit/(loss) for the period from discontinued operations (10.7) 7.9
Earnings per share for discontinued operations Full Year in € 2024 2023 Basic earnings per share (0.13) 0.10 Diluted earnings per share (0.13) 0.09
Cash flows
The cash flow information presented for the period ended December 31, 2024 and 2023:
Full year in € million 2024 2023 Net cash generated from / (used in) operating activities 24.2 117.6 Net cash generated from / (used in) investing activities (11.0) 37.8 Net cash generated from / (used in) financing activities (12.7) (139.1) Net increase / (decrease) in cash and cash equivalents 0.5 16.3 Effects of exchange rate changes on cash and cash (4.3) (4.9) equivalents
The above cash flow does not include the total cash received for the sale of the Mexican
activities in 2023 as this was received by the owners of the Mexican activities, i.e. Ontex BV and
Eutima BV, which are part of the continuing operations
>> 117 > Ontex annual report 2024
Hyperinflation
In 2022, the Turkish economy faced further rapid inflation resulting in the three-year cumulative
inflation of Turkey to exceed 100%, thereby triggering the requirement to transition to
hyperinflation accounting as prescribed by IAS 29 Financial Reporting in Hyperinflationary
Economies as of January 1, 2022. The main principle in IAS 29 is that the financial statements
of an entity that reports in the currency of a hyperinflationary economy must be stated in terms
of the measuring unit current at the end of the reporting period. Therefore, the non-monetary
assets and liabilities stated at historical cost, the equity and the income statement of
subsidiaries operating in hyperinflationary economies are restated for changes in the general
purchasing power of the local currency applying a general price index. Monetary items that are
already stated at the measuring unit at the end of the reporting period are not restated. These
re-measured accounts are used for conversion into euro at the period closing exchange rate.
Consequently, Ontex has applied hyperinflation accounting for its Turkish subsidiary in these
financial statements applying the IAS 29 rules as follows:
Hyperinflation accounting was applied as of January 1, 2022 and was continuously applied
during 2023 and 2024;
Non-monetary assets and liabilities stated at historical cost (e.g. property plant and
equipment, intangible assets, goodwill, etc.) and equity of Turkey were restated using
official Consumer Price Index (‘CPI’) published by the Turkish Statistic Institute TUIK. The
hyperinflation impacts resulting from changes in the general purchasing power until
December 31, 2021 were reported in cumulative translation reserves and the impacts of
changes in the general purchasing power from January 1, 2022 are reported through the
income statement on a dedicated account for hyperinflation monetary adjustments in the
finance line. This impact on the finance line in 2024, in combination with the application of
the CPI on the income statement, amounted to -12.2 million (2023: -10.0 million). The
CPI index at December 31, 2024 amounted to 2,684.55 which means an increase of 44%
versus December 31, 2023; and
Next to adjusting the income statement at the end of each reporting period using the
change in the consumer price index, it is also converted at the closing exchange rate of
each period (rather than the monthly average rate for non-hyperinflationary economies),
of which the impact is offset in the finance line. This impact in 2024 amounted to €2.0
million (2023: €1.2 million).
In 2024, the Turkish operations after hyperinflation accounting represented 34.4% (2023:
17.0%) of the company’s revenue from discontinued operations. The increase is explained by
the sale of the Mexican, Algerian and Pakistani business during 2023 and 2024.
The hyperinflation impact on the net assets held for sale presented above of €154.8 million,
amounts to €15.3 million (2023: €14.7 million).
>> 118 > Ontex annual report 2024
FIN-4.9 Goodwill and intangible assets
in € million Goodwill Capitalized Development IT implementation costs Other intangibles Total Period ended December 31, 2024 Opening carrying amount 796.0 7.4 17.7 7.5 828.6 Additions 0.0 1.1 6.0 2.6 9.8 Transfers 0.0 2.8 1.3 (2.8) 1.3 Reclassified as held for sale 0.0 0.0 (0.0) 0.1 0.1 Amortization expense 0.0 (2.3) (7.5) 0.0 (9.7) Impairment 0.0 (0.2) 0.0 (0.0) (0.2) Exchange differences 3.4 0.0 (0.0) 0.0 3.4 Closing carrying amount 799.4 8.8 17.5 7.4 833.2 At December 31, 2024 Cost 841.2 18.6 82.2 21.5 963.6 Accumulated amortization and impairment (41.8) (9.8) (64.7) (14.1) (130.4) Carrying amount 799.4 8.8 17.5 7.4 833.2 Period ended December 31, 2023 Opening carrying amount 797.9 4.1 18.9 9.6 830.6 Additions 0.0 0.3 7.4 3.0 10.7 Transfers 0.0 5.0 0.3 (5.0) 0.3 Amortization expense 0.0 (1.7) (7.6) 0.0 (9.2) Impairment 0.0 (0.4) (1.4) 0.0 (1.8) Exchange differences (1.9) 0.0 (0.0) (0.0) (1.9) Closing carrying amount 796.0 7.4 17.7 7.5 828.6 At December 31, 2023 Cost 847.1 14.7 75.4 21.6 958.9 Accumulated amortization and impairment (51.1) (7.4) (57.7) (14.1) (130.2) Carrying amount 796.0 7.4 17.7 7.5 828.6
Capitalized IT implementation costs represent internally developed and externally purchased software for own use.
>> 119 > Ontex annual report 2024
The amortization expense is included in the captions of the consolidated income statement as
follows:
Full year in € million 2024 2023 Cost of sales 0.2 0.1 General and administrative expenses 9.6 9.2 Total amortization expense 9.7 9.2
The Group incurred €14.5 million of research and development expenses in 2024 (2023: 13.5
million) that has been recorded under the caption ‘General and administrative expenses’.
No intangible assets have been pledged in the context of financial liabilities.
FIN-4.9.1 Goodwill
History
At the end of 2010, Ontex was acquired from Candover by Goldman Sachs Capital Partners and
TPG Capital, both holding 50% of the shares of the new Ontex top-holding company. At the
time of the acquisition, the net assets of Ontex were negative which resulted in the generation
of goodwill of €841.5 million.
In 2013, Ontex acquired Serenity, a company operating in the adult incontinence market in
Italy. This acquisition resulted in the recognition of a goodwill of €18.6 million.
In February 2016, Ontex acquired Grupo Mabe, a leading Mexican manufacturer of disposable
personal hygiene products. This major acquisition resulted in the recognition of a goodwill for
€236.1 million, which was denominated in Mexican peso and US dollars.
In March 2017, Ontex has completed the acquisition of the personal hygiene business of
Hypermarcas (renamed to “Ontex Brazil”). This resulted in a goodwill of €128.3 million, which
was denominated in Brazilian real.
Following its strategic review that was announced at the end of 2021 and formalized in the
beginning of 2022, the Group announced that it would pursue divestment opportunities for
the activities located in the Emerging Markets”. Activities in “Emerging Markets” were and are
primarily driven by own brands and essentially grouped the Central and South American
activities, as well as those in the Middle East and Africa. Following this strategy, €170.6 million
of goodwill was reclassified to assets held for sale.
Goodwill impairment
The Group has determined the following cash-generating units for the purpose of the goodwill
impairment testing:
Europe
Russia
North America
Annual impairment reviews are performed during the fourth quarter of each year for all CGUs,
except if there would be factors indicating a risk for impairment loss. These reviews compare
the carrying value of each CGU with the recoverable amount of the CGU’s assets calculated
using a discounted cash flow model. If the recoverable amount is less than the carrying value
of the CGU, an impairment loss is recognized immediately in the income statement. The test at
year-end did not lead to any impairment, nor in 2023.
The judgments and estimates considered in the context of the impairment tests are disclosed
in note FIN-4.4.4.
Goodwill allocated to the CGUs as at December 31 was as follows:
Full year in € million 2024 2023 Europe 743.1 743.1 North America 56.3 53.0 Goodwill allocated to the CGU's 799.4 796.0
The recoverable amount of a CGU is determined by means of value-in-use calculations. These
calculations are based on pre-tax cash flow projections (prepared in euros) using key
parameters from the consolidated financial budget approved by Ontex’ Board of Directors, the
Group’s Strategic Plan through 2027 and 2028 figures based on the average growth rate in the
>> 120 > Ontex annual report 2024
Strategic Plan. Cash flows beyond the four-year period are extrapolated using an estimated
growth rate of 2.0% for both Europe and North America.
The key assumptions for the value-in-use calculations used to determine the recoverable
amount are those regarding the discount rates, estimated changes to selling prices, product
offerings, direct costs, operating margins and terminal growth rates. Climate-related matters
were considered but did not have a material impact on the value-in-use calculation as explained
in note FIN-4.4.4.
The discount rate is a measure based on industry average weighted cost of capital and risk-free
rates weighted for the different regions in which the CGU’s are operating.
Changes in selling practices and direct costs are based on past practices and expectations of
future changes in the market. The calculation uses cash flow projections based on key
parameters from the consolidated financial budget approved by the Board of Directors, the
Group’s Strategic Plan through 2027, and pre-tax discount rates for each CGU, as described in
note FIN-4.4.4, based on current market assessments of the time value of money and the risks
specific to the Group.
The development of the financial budget and Strategic Plan relies on a number of assumptions,
including:
The market growth, the evolution of the Group’s market share, competitive landscape and
innovation trends in the different markets as well as strategic initiatives
The product mix
The expected evolution of various direct and indirect expenses
The estimated future capital expenditure
The assumptions were derived mainly from:
Available historic data
External market research
Internal market expectations based on trend reports, etc.
The key assumptions used are reviewed and updated on a yearly basis by the Group’s
management. Taking into account the excess of the cash-generating unit’s recoverable amount
over its carrying amount, and based on sensitivity testing performed, management is of the
opinion that any reasonably possible changes in key assumptions on which the recoverable
amount is based would not cause the carrying amount to exceed the recoverable amount at
December 31, 2024. The Group has performed a sensitivity analysis by reducing the risk-
adjusted cash flow projections and by increasing the pre-tax discount rate as disclosed in note
FIN-4.4.4.
>> 121 > Ontex annual report 2024
FIN-4.10 Property, plant and equipment
Land, Assets under land improvements Plant, machinery Furniture Other tangible construction and in € million and buildings and equipment and vehicles assets advance payments Total Period ended December 31, 2024 Opening carrying amount 75.9 300.6 0.9 1.1 83.0 461.5 Additions 1.8 41.1 0.3 0.1 55.8 99.2 Transfers 1.7 42.9 0.0 0.1 (46.0) (1.3) Disposals 0.0 (0.0) (0.0) 0.0 0.0 (0.1) Depreciation expense (4.1) (38.6) (0.3) (0.2) 0.0 (43.1) Impairment 0.0 (10.5) 0.0 0.0 0.1 (10.4) Capital grants received 0.0 (0.9) 0.0 0.0 0.0 (0.9) Exchange differences (0.9) (5.5) (0.0) 0.0 (1.3) (7.8) Reclassified as held for sale (0.1) (2.5) 0.0 0.0 3.1 0.5 Closing carrying amount 74.4 326.5 0.9 1.1 94.7 497.6 At December 31, 2024 Cost 126.2 634.3 3.8 4.2 94.7 863.3 Accumulated depreciation and impairment (51.8) (307.8) (2.9) (3.2) (0.0) (365.7) Carrying amount 74.4 326.5 0.9 1.1 94.7 497.6
>> 122 > Ontex annual report 2024
Land, Assets under land improvements Plant, machinery Furniture Other tangible construction and in € million and buildings and equipment and vehicles assets advance payments Total Period ended December 31, 2023 Opening carrying amount 77.8 300.4 0.9 0.4 40.6 420.1 Additions 1.9 25.4 0.3 0.7 51.9 80.3 Transfers 3.2 12.2 (0.1) (0.3) (15.4) (0.3) Disposals (3.9) (0.3) (0.0) 0.0 (0.3) (4.5) Depreciation expense (2.8) (36.7) (0.2) (0.2) 0.0 (39.9) Impairment (0.0) 0.3 0.0 0.0 (0.3) 0.0 Capital grants received 0.0 (0.4) 0.0 0.0 0.0 (0.4) Exchange differences (0.0) 2.9 (0.0) 0.0 0.9 3.8 Reclassified as held for sale (0.1) (3.4) (0.0) 0.4 5.5 2.4 Closing carrying amount 75.9 300.6 0.9 1.1 83.0 461.5 At December 31, 2023 Cost 124.1 567.0 3.7 4.1 83.0 781.9 Accumulated depreciation and impairment (48.2) (266.4) (2.8) (3.0) 0.0 (320.4) Carrying amount 75.9 300.6 0.9 1.1 83.0 461.5
The additions to property, plant and equipment represent mainly investments in capacity
extension, investments in innovation, investments to improve the efficiency and IT
investments.
Impairment losses in 2024 amount to €10.4 million and are mostly related to the Belgian
restructuring with the closure of the Eeklo plant and the reorganization of the Buggenhout
plant, leading to the cancellation of some production lines, while others were moved to
different plants within the Group. This had an overall impact of €6.4 million. In 2023, no material
impairments were needed.
The depreciation expense is included in the consolidated income statement as follows:
Full year in € million 2024 2023 Cost of Sales 38.7 36.1 Distribution expenses 1.3 1.2 Sales and marketing expenses 0.1 0.1 General administrative expenses 1.4 1.4 Other operating income 1.6 1.1 Total depreciation expense 43.1 39.9
No pledges have been set on the items of property, plant and equipment, except for some
machinery in the context of local borrowings.
>> 123 > Ontex annual report 2024
FIN-4.11 Leases
Land, land improvements Plant, machinery Furniture and in € million and buildings and equipment vehicles Total Period ended December 31, 2024 Opening carrying amount 92.3 2.3 10.6 105.2 Additions 3.5 2.0 7.5 13.0 Depreciation expense (14.6) (1.2) (5.4) (21.2) Modifications to lease liabilities 3.7 0.1 0.0 3.7 Exchange differences 0.3 (0.0) (0.1) 0.1 Closing carrying amount 85.2 3.0 12.7 100.9 At December 31, 2024 Cost 158.0 6.3 23.4 187.8 Accumulated depreciation and impairment (72.8) (3.3) (10.7) (86.8) Carrying amount 85.2 3.0 12.7 100.9 Period ended December 31, 2023 Opening carrying amount 100.1 2.5 7.5 110.1 Additions 0.3 0.7 7.2 8.2 Disposals 0.0 0.0 0.1 0.1 Depreciation expense (15.5) (1.2) (4.7) (21.5) Impairment (2.9) 0.0 0.0 (2.9) Modifications to lease liabilities 10.5 0.3 0.6 11.4 Exchange differences (0.1) 0.0 (0.1) (0.2) Closing carrying amount 92.3 2.3 10.6 105.3 At December 31, 2023 Cost 157.4 5.3 21.8 184.5 Accumulated depreciation and impairment (65.0) (3.1) (11.2) (79.3) Carrying amount 92.3 2.3 10.6 105.2
The Group leases mainly plants and warehouses (lease terms between 3 and 25 years),
machinery (lease terms of 5 years on average) and company cars (lease terms between 4 and
5 years).
For the lease of land and buildings, the Group is exposed to potential future increases in
variable lease payments based on an index, which are not included in the lease liability until
>> 124 > Ontex annual report 2024
they take effect. When adjustments to lease payments based on an index or rate take effect,
the lease liability is reassessed and adjusted against the right-of-use asset.
Extension and termination options are included in a number of property and equipment leases
across the Group. These are used to maximize operational flexibility in terms of managing the
assets used in the group’s operations. As at December 31, 2024, potential future cash outflows
of 15.4 million (undiscounted) have not been included in the lease liability because it is not
reasonably certain that the leases will be extended (or not terminated) (2023: €9.3 million).
The consolidated income statement presents the following amounts relating to leases:
Full year in € million 2024 2023 Cost of Sales 8.4 7.5 Distribution expenses 8.8 9.4 Sales and marketing expenses 1.3 1.1 General administrative expenses 2.8 3.2 Other operating income/(expenses) 0.0 0.3 Total depreciation expense 21.2 21.5 Interest expense 4.5 4.4 Expense relating to short-term leases 16.0 13.8 Expense relating to leases of low-value assets 0.2 0.2 Expense relating to variable lease payments 4.1 3.4
The lease liabilities are detailed in note FIN-4.17.
FIN-4.12 Inventories
Inventories can be split as follows:
December 31 in € million 2024 2023 Raw materials 128.2 122.8 Work in progress 1.4 1.0 Finished goods 175.1 137.2 Other 6.6 6.2 Write-down on inventories (18.3) (14.4) Inventories 292.9 252.8
The Group mainly uses fluff, super-absorbers and non-woven fabrics. Other raw materials used
by the Group for its production include polyethylene, adhesives and tapes as basic raw
materials. The finished products are baby diapers, baby pants, towels, tampons, panty liners,
incontinence products and trade goods.
The cost of inventories recognized as an expense and included under ‘Cost of sales’ amounted
to €1,316.7 million in 2024 (€1,327.3 million in 2023).
>> 125 > Ontex annual report 2024
FIN-4.13 Trade receivables, prepaid expenses and other
receivables
The current trade and other receivables are detailed below:
December 31 in € million 2024 2023 Trade receivables 208.1 210.4 Less: allowance for impairment of trade receivables (4.0) (4.4) Trade receivables - net 204.1 206.1 Prepayments 3.4 4.8 Other amounts receivable 63.9 58.7 Prepaid expenses and other receivables 67.2 63.5 Trade and other receivables - Current 271.3 269.5
Other amounts receivable include recoverable VAT for an amount of €59.0 million for 2024
(2023: €55.5 million). The fair value of the current receivables approximates their carrying
amounts.
The aging of the trade receivables (net) at December 31 is as follows:
December 31 in € million 2024 2023 Not due 183.8 182.5 0 to 30 days 12.3 12.6 31 to 60 days 2.9 4.4 61 to 90 days 1.5 1.6 Over 90 days 3.6 5.0 Total 204.1 206.1
The Group does not systematically apply external credit rating.
The carrying amount of the Group’s trade receivables (net) are denominated in the following
currencies:
December 31 in € million 2024 2023 EUR 75.7 87.7 PLN 35.9 33.6 USD 34.9 25.9 GBP 28.0 29.0 RUB 12.9 14.7 Other 16.8 15.3 Total 204.1 206.1
During the year, the payment terms for the receivables have neither deteriorated nor been
renegotiated that affect the overall payment terms. The maximum credit risk exposure at the
end of the reporting period is the carrying value of each caption of receivables mentioned
above. The Group does not hold any collateral as security.
An impairment analysis of trade receivables is done based on expected losses, next to
individual assessments, but there are no significant impairments.
Movements on the Group allowance for impairment of trade receivables are as follows:
December 31 in € million 2024 2023 Opening Balance 4.4 4.1 Allowance for receivable impairment 0.5 0.8 Receivables written off during the year as uncollectible (0.7) (0.3) Unused amounts reversed (0.0) (0.0) Foreign exchange differences (0.1) (0.2) At December 31 4.0 4.4
The Group applies the IFRS 9 simplified approach to measuring expected credit losses which
uses a lifetime expected loss allowance for all trade receivables and contract assets. To
measure the expected credit losses, trade receivables and contract assets have been grouped
based on shared credit risk characteristics and the days past due.
The creation and the release of the allowance for impaired receivables have been included in
‘Sales and marketing expense’ in the income statement.
>> 126 > Ontex annual report 2024
Factoring
The Group has a long term, standing non-recourse syndicate factoring agreement with BNP
Paribas Fortis Factor and KBC Commercial Finance (the “Factor”). The Agreement provides us
with a maximum credit facility of up to 200.0 million and up to 95% of the amount of the
approved outstanding receivables on all debtors that we transfer to the Factor. The remaining
5% of the relevant receivables is paid by the Factor to us upon receipt of payment from the
relevant debtor, upon which also the remaining balance of the receivable is derecognized.
Financing per debtor is capped at 10% of the aggregate amount of all approved outstanding
receivables transferred to the Factor. Any financing within the credit limit is non-recourse to
the Group.
The non-recourse syndicate factoring agreement with BNP Paribas Fortis Factor and KBC
Commercial Finance has an interest rate based on Euribor 3 months + margin and the all-in
cost for factoring, including interest and factoring fees is €7.1 million for 2024, compared to
€6.4 million in 2023.
In accordance with IFRS 9 Financial instruments, all non-recourse trade receivables, included in
these factoring programs, are derecognized for the non-continuing involvement part.
For the non-recourse syndicate factoring agreement with BNP Paribas Fortis Factor and KBC
Commercial Finance, at December 31, 2024 the trade receivables before factoring amounted
to €185.3 million out of which €127.6 million was derecognized leading to a continuing
involvement of 57.7 million. As at December 31, 2023 the trade receivables before factoring
balance was €178.3 million out of which €112.0 million was derecognized leading to a
continuing involvement of €66.3 million.
Next to the above-mentioned Group factoring agreement a number of local non-recourse
agreements are in place at local level. Bilateral factoring agreements are in place for Serenity
(Italian subsidiary) with Ifitalia, Banca Sistema and BFF and Ontex Russia has agreements with
AK BARS BANK PJSC and Rosbank. The all-in cost for factoring, including interest and factoring
fees for these programs amounts to €3.1 million for 2024, compared to €3.1 million in 2023.
As at December 31, 2024, €167.9 million (December 31, 2023: €155.8 million) of financing was
obtained through the above mentioned factoring programs, this is in addition to €6.4 million
(December 31, 2023: €4.3 million) of financing which was obtained through the use of supply
chain financing programs offered by our customers. Including the factoring amount in the
Assets held for sale (€1.5 million), the total outstanding factoring amount at December 31, 2024,
amounts to €175.8 million (2023: €163.8 million). The late payment risk related to the factoring
has been assessed as immaterial at closing 2024 and 2023.
Non-current receivable
During 2023, Ontex completed the sale of its Mexican business for which a part of the total
consideration was classified as a deferred consideration, amounting to €28.6 million at
December 31, 2023. A large part of this deferred consideration has been paid in the meantime
and is part of the ‘proceeds from divestments, net of cash disposed and transaction costs’ in
the investing cashflow. The remaining balance amounts to €10.8 million.
>> 127 > Ontex annual report 2024
FIN-4.14 Cash and cash equivalents
The net cash position as presented in the consolidated statement of cash flows is as follows:
December 31 in € million 2024 2023 Short-term bank deposits (no longer than 3 months) 15.7 23.5 Cash at bank and on hand 41.3 73.7 Total 56.9 97.2
The carrying amount of the cash and cash equivalents is a reasonable approximation of their
fair value. Ontex Russia has cash that can only be used to a certain extent by other entities
within the group but is accessible on demand by the subsidiary and is therefore included in
cash and cash equivalents in the statement of financial position.
The credit quality of the banks and financial institutions the Group is working with is mentioned
in the following table:
December 31 in € million 2024 2023 AA 0.3 0.8 A 38.0 69.7 BBB 1.3 0.4 BB - 0.5 No credit rating 17.3 25.8 Total 56.9 97.2
FIN-4.15 Share capital
The share capital and premium of €1,208.0 million is represented by 82,347,218 shares, of
which 1,260,044 treasury shares (2023: 1,199,429 treasury shares). As such, 81,087,174 shares
(2023: 81,147,789) are held by third parties.
The issued capital is fully paid up and consists of ordinary shares without par value. For
information on the amount of authorized shares, refer to GOV-4.8.
>> 128 > Ontex annual report 2024
FIN-4.16 Earnings per share
In accordance with IAS 33, the basic earnings per share amounts are calculated by dividing net
profit for the year attributable to ordinary equity holders of the parent by the weighted average
number of ordinary shares outstanding during the year. The number of shares used for 2024
was 81,178,171, which is the weighted average number of shares for 2024 (2023: 81,105,045
shares).
Diluted earnings per share amounts are calculated by dividing the net profit attributable to
ordinary equity holders of the parent (after adjusting for the effects of all dilutive potential
ordinary shares) by the weighted average number of ordinary shares outstanding during the
year plus the weighted average number of ordinary shares that would be issued on conversion
of all the dilutive potential ordinary shares into ordinary shares.
In case of Ontex Group NV, no effects of dilution affect the net profit attributable to ordinary
equity holders. The table below reflects the income and share data used in the basic and diluted
earnings per share computations:
Full Year in € million 2024 2023 Basic earnings Profit/(loss) from continuing operations attributable to equity 20.9 26.9 holders of the Company Profit/loss attributable to equity holders of the Company 10.3 34.8 Diluted earnings Profit/(loss) from continuing operations attributable to equity 20.9 26.9 holders of the Company Profit/loss attributable to equity holders of the Company 10.3 34.8 Adjusted Basic Earnings Profit from continuing operations attributable to equity 20.9 26.9 holders of the Company EBITDA adjustments 72.7 14.9 Tax correction (17.9) (3.3) Adjusted Basic Earnings 75.8 38.6 Adjustment dilution - - Adjusted Earnings, after dilution effect 75.8 38.6
Number of Shares Full Year 2024 2023 Weighted average number of ordinary shares outstanding 81,178,171 81,105,045 during the period Dilution 3,997,921 2,484,081
Earnings per share Full Year in € 2024 2023 For continuing operations Basic earnings per share 0.26 0.33 Diluted earnings per share 0.25 0.32 Adjusted basic earnings per share 0.93 0.48 Adjusted diluted earnings per share 0.89 0.46 For continuing and discontinued operations Basic earnings per share 0.13 0.43 Diluted earnings per share 0.12 0.42
A weighted average number of 1,430,523 options were not included in the denominator of the
diluted earnings per share as they were out-of-the-money at year-end 2024 (2023: 2,891,615
options).
>> 129 > Ontex annual report 2024
FIN-4.17 Interest-bearing debts
December 31 in € million 2024 2023 Non-current Borrowings: 577.4 575.7 Senior Notes 577.2 575.5 Other borrowings 0.1 0.2 Lease and other liabilities 89.8 96.1 Lease liabilities 89.8 96.1 Interest-bearing debts non-current 667.1 671.8 Current Borrowings: 33.3 122.5 Revolving Credit Facility 24.0 113.1 Accrued interests 9.3 9.5 Lease and other liabilities 19.8 18.6 Lease liabilities 19.8 18.6 Interest-bearing debts current 53.1 141.1 Total interest-bearing debts 720.2 812.9
All borrowings are denominated in € as of December 31, 2024.
On November 27, 2024, the Group refinanced its €242.5 million revolving credit facility, which
had a maturity date in December 2025, with a new revolving credit facility that has a principal
amount of 270.0 million and a maturity date in November 2029. It carries an interest rate
based on EURIBOR 1 month plus a margin. The margin is subject to the leverage ratio and
equals 1.60% at a leverage of 2.46 at the end of 2024. At December 31, 2024, an amount of
€24.0 million was utilized on the revolving credit facility, versus €115.0 million at December 31,
2023.
Ontex’s main financing consists of its €580.0 million High Yield bond (‘Senior Notes’), with a
coupon of 3.50% fixed rate maturing in July 2026.
>> 130 > Ontex annual report 2024
The following table reconciles the movements of the financial liabilities to the cash flows arising from financing activities:
Opening Non-cash movements Closing carrying Exchange carrying Of which in € million Acquisition Descope amount Cash flows differences Reclasses Other amount held for sale December 31, 2024 Non-current interest-bearing debts Borrowings 575.7 (0.1) - - 0.0 - 1.7 577.4 Lease and other liabilities 111.3 (24.7) 13.6 (0.4) (2.4) (1.8) 5.0 100.7 10.9 Current interest-bearing debts Borrowings 123.5 (92.0) 0.0 0.0 - 1.8 33.3 Lease and other liabilities 23.0 0.7 - (0.1) (0.3) 1.8 (0.0) 25.0 5.2 Total liabilities from financing activities 833.5 (116.1) 13.6 (0.5) (2.7) 0.0 8.5 736.3 16.1 Presented in the statement of cash flows (financing activities) as follows: Proceeds from borrowings 67.4 [6] Repayment of borrowings(183.6) December 31, 2023 Non-current interest-bearing debts Borrowings 793.4 (220.0) - - (0.3) (1.9) 4.4 575.7 0.0 Lease and other liabilities 115.2 (24.8) 11.0 (1.1) (3.2) 1.6 12.7 111.3 15.3 Current interest-bearing debts Borrowings 134.1 (11.1) - - (0.5) 1.9 (0.9) 123.5 0.9 Lease and other liabilities 33.5 (8.0) - (0.9) 0.2 (1.6) (0.1) 23.0 4.5 Total liabilities from financing activities 1,076.1 (263.9) 11.0 (2.0) (3.8) 0.0 16.2 833.5 20.7 Presented in the statement of cash flows (financing activities) as follows: Proceeds from borrowings 121.9 Repayment of borrowings (385.8)
[6] Repayment of borrowings differs from the €184.7 million as reported in note FIN-3.5 as the share buy-back program is included there for €1.1 million
>> 131 > Ontex annual report 2024
FIN-4.17.1 Collateral for borrowings
The Group is subject to regular information covenants, and certain financial ratios are
monitored. At year-end 2024 and 2023, all covenants were met.
No assets have been pledged in the context of the syndicated term loans. However, certain
subsidiaries act as guarantors for these loans. For local borrowings, some machinery are
pledged.
FIN-4.17.2 Other information
Serenity Spa has a total of €55.0 million lines of credit available, of which €28.7 million has been
used through the issuance of external bank guarantees:
€30.0 million from UniCredit
€25.0 million from BPER
A line of credit of AUD 1.0 million has been granted to Ontex Manufacturing Pty Ltd
by Commonwealth Bank Australia, of which AUD 0.2 million has been used.
FIN-4.18 Employee benefit liabilities
The Group grants its working and retired personnel post-employment benefits, long-term
benefits, and termination benefits. These benefits have been valued in conformity with IAS 19.
The related IAS 19 liability recognized in the statement of financial position can be analyzed as
follows:
December 31 in € million 2024 2023 Post-employment benefits 12.8 13.8 Long-term benefits 0.6 1.1 Employee benefit liabilities 13.4 14.9 Short-term employee benefit liabilities 45.3 41.0 Net liability 58.7 55.9
The calculation of the liability is based on actuarial assumptions that have been determined on
the various statement of financial position dates. They are based not only on macro-economic
factors valid for the dates in question but also on the specific characteristics of the various
schemes evaluated. They represent the Group’s best estimate for the future. They are
periodically reviewed in accordance with the evolution of the markets and available statistics.
Post-employment benefits
Ontex makes payments on a defined contribution basis to both state and private pension
arrangements across our operations. In addition, Ontex operates a defined benefit insurance
scheme in Belgium and Ontex also has an obligation to make severance payments to
employees upon their retirement in France.
Ontex also operates several unfunded pension arrangements in respect of its German
operations. The German operations do not fund the pension arrangements but reflect pension
scheme liabilities in company accounts on an IAS 19 basis. The pension benefits are paid by
the relevant company as they fall due.
The Group operates a couple of defined contribution (DC) plans which receive fixed
contributions. The Group’s legal or constructive obligation for these plans is limited to the
>> 132 > Ontex annual report 2024
contributions. The expense recognized in the current period in relation to these contributions
amounts to €3.6 million (see also note FIN-4.22 below; 2023: €3.3 million).
In Belgium, the defined contribution (DC) plans are subject to a minimum guaranteed rate of
return by law and are hence treated as defined benefit (DB) plans. In practice, this guarantee is
mainly covered by insurance companies. As there is no deficit as per December 31, 2024, no
liability has been recognized (2023: nil). The accumulated reserves of these plans are equal to
the assets. There are no risks to which the plan exposes the entity, focusing on any unusual,
entity-specific or plan-specific risks, and of any significant concentrations of risk.
Reconciliation of the post-employment employee benefit liabilities
Recognition of the obligation December 31 in € million 2024 2023 Defined benefit obligation (DBO) at end of period (32.0) (32.0) Fair value of plan assets at end of period 20.8 19.6 Funded status (11.2) (12.4) Net (liability)/asset in statement of financial position (11.2) (12.4) Defined benefit cost Current service cost (2.1) (1.6) Past service cost 0.4 0.1 Service cost recognized in Income Statement (1.7) (1.5) Interest expense on DBO (1.1) (1.1) Interest income on plan assets 0.7 0.6 Net interest cost (0.4) (0.5) Pension expense (2.1) (2.0)
Reconciliation of the obligation December 31 in € million 2024 2023 Defined benefit obligation (DBO) at beginning of year (32.0) (26.2) Other significant events (transfers) - (4.4) Current service cost (2.1) (1.6) Past service cost 0.4 0.1 Service cost (1.7) (1.5) Interest expense on DBO (1.1) (1.1) Participant contributions (0.1) (0.1) Administrative expenses included in the DBO 0.1 0.1 Taxes included in the DBO 0.2 0.1 Benefit payments from plan 1.0 0.7 Benefit payments from employer 0.7 0.6 Effect of changes in financial assumptions 0.2 (0.5) Effect of experience adjustments 0.6 0.3 Effect of changes in foreign exchange rates 0.1 - Defined benefit obligation (DBO) at end of year (32.0) (32.0)
Reconciliation of plan assets at fair value December 31 in € million 2024 2023 Fair value of plan assets at beginning of year 19.6 15.2 Interest income 0.7 0.6 Employer contribution 2.2 1.8 Plan participants' contributions 0.1 0.1 Other significant events (transfers) - 3.7 Benefit payments from plan (1.0) (0.7) Benefit payments from employer (0.7) (0.6) Administrative expenses included in the DBO (0.1) (0.1) Taxes paid from plan assets (0.2) (0.1) Return on plan assets (excluding interest income) 0.2 (0.1) Fair value of plan assets at end of year 20.8 19.6
>> 133 > Ontex annual report 2024
Reconciliation of net (liability)/asset in statement of financial position December 31 in € million 2024 2023 Net (liability)/asset at beginning of year (12.4) (11.1) Other significant events (transfers) - (0.8) Defined benefit cost included in the income statement (1.7) (1.5) Net interest expense (0.4) (0.5) Total remeasurements included in OCI 1.0 (0.4) Employer contributions 2.2 1.8 Effect of changes in foreign exchange rates 0.1 - Net (liability)/asset at end of year (11.2) (12.4) Unfunded versus Funded Part of DBO from plans that are wholly unfunded (11.2) (12.4)
The plan assets consist of insurance contracts.
Expected contributions to post-employment benefit plans for the year ending December 31,
2025 are €1.7 million.
>> 134 > Ontex annual report 2024
Significant actuarial assumptions
December 31, 2024 Country Poland Mexico Belgium Germany France Italy Discount rate 5.80% 9.90% 3.55% 3.30% / 3.46% / 3.40% 3.30% 3.50% pensions & jubilee and 2,00% ATZ Expected Interest Income 5.80% 9.90% 3.55% 3.30% / 3.46% / 3.40% 3.30% 3.50% pensions & jubilee and 2.00% ATZ Salary increase rate (on top of inflation) 7.50% in 2025 4.54% 3.50% N/A / N/A / 2.50% 3.70% N/A 2.70% in 2026 ATZ 2.50% afterwards Rate of inflation 5.20% in 2025 4.00% 2.00% 2.00% / 0.00% / 2.00% 1.90% 2.70% in 2026 2.00% only pensions 2.50% afterwards Mortality table For men: 90% PTTZ EMSSA09 MR -5 / FR -5 Heubeck 2018 G INSEE 2018/2020 IPS55 2023 men For women: 90% PTTZ 2023 women Turnover table/rates 7.70% Company experience Mercer turnover N/A / N/A / only New client's table, nil 5% until age 50, 2% table jubilee: 10% of after age 50 from age 51 to employees 60 years retirement including old and younger an allowance for advance payments Disability table/rates N/A N/A N/A N/A N/A N/A Weighted average durations 10.3 11.0 4.8 6.7 10.1 7.1
>> 135 > Ontex annual report 2024
December 31, 2023 Country Mexico Belgium Germany France Italy Discount rate 9.90% 3.50% 3.20% / 3.50% / 3.20% 3.40% 3.50% pensions & jubilee and 3,10% ATZ Expected Interest Income 9.90% 3.50% 3.20% / 3.50% / 3.20% 3.40% 3.50% pensions & jubilee and 3,10% ATZ Salary increase rate (on top of inflation) 4.54% 3.50% N/A / N/A/ 2.50% ATZ 4.00% N/A Rate of inflation 4.00% 2.25% 2.25% / 0.00% / 2.25% 2.50% 2.00% only pensions Mortality table EMSSA09 MR FR with age Heubeck 2018 G INSEE 2017/2019 IPS55 correction minus 5 years Turnover table/rates Based on company Mercer turnover N/A / N/A / only New client's table, nil 5% until age 50, 2% experience table jubilee: 10% of after age 50 from age 51 to employees 60 years retirement including old and younger an allowance for advance payments Disability table/rates N/A N/A N/A N/A N/A Weighted average durations 11.0 5.8 7.0 11.2 8.2
There are no unusual entity-specific or plan-specific risks to which the plan exposes the entity,
neither are there any significant concentrations of risk.
December 31, 2024 in € million Poland Mexico Belgium Germany France Italy Discount rate 0.25bp (0.1) (0.8) (22.5) (6.0) (2.0) (1.6) Discount rate +0.25bp 0.1 0.8 22.2 5.8 1.9 1.5 Salary increase -0.25bp (0.1) (0.8) (22.4) (5.9) (1.9) (1.5) Salary increase +0.25bp 0.1 0.8 22.4 5.9 2.0 1.5
The sensitivity analyses below have been determined based on a method that extrapolates the
impact on defined benefit obligation as a result of reasonable changes in key assumptions
occurring at the end of the reporting period.
December 31, 2023 in € million Mexico Belgium Germany France Italy Discount rate -0.25bp (0.9) (22.6) (6.4) (1.9) (1.7) Discount rate +0.25bp 0.9 22.1 6.2 1.8 1.6 Salary increase -0.25bp (0.9) (22.3) (5.6) (1.8) (1.6) Salary increase +0.25bp 0.9 22.3 5.6 1.9 1.6
>> 136 > Ontex annual report 2024
Post-Employment Benefits by Country
Recognition of the obligation December 31, 2024 in € million Poland Mexico Belgium Germany France Italy Defined benefit (0.1) (0.8) (21.9) (5.7) (2.0) (1.5) obligation (DBO) at end of period Fair value of plan assets - - 20.8 - - - at end of period Funded status (0.1) (0.8) (1.1) (5.7) (2.0) (1.5) Net (liability)/asset in (0.1) (0.8) (1.1) (5.7) (2.0) (1.5) statement of financial position
Recognition of the obligation December 31, 2023 in € million Mexico Belgium Germany France Italy Defined benefit obligation (DBO) at (0.9) (21.5) (6.2) (1.8) (1.6) end of period Fair value of plan assets at end of - 19.6 - - - period Funded status (0.9) (1.9) (6.2) (1.8) (1.6) Net (liability)/asset in statement of (0.9) (1.9) (6.2) (1.8) (1.6) financial position
FIN-4.19 Deferred taxes and current taxes
FIN-4.19.1 Deferred taxes
Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset
and when the deferred taxes relate to the same fiscal authority. The deferred tax assets and
liabilities are attributable to the following items:
December 31, 2024 December 31, 2023 in € million DTA DTL DTA DTL Intangible assets 1.7 - 2.1 - Property, plant and equipment - (40.1) - (45.4) Leases 14.1 (17.9) 27.2 (23.0) Inventories 2.6 - 6.1 - Financial instruments 7.9 - - (0.6) Employee benefits 3.3 - 3.2 - Accrued expenses and other payables 5.1 - 4.3 - Others 4.0 - - (0.2) Tax losses 156.8 - 145.9 - Tax credit 10.6 - 11.4 - Deferred tax assets & liabilities - Gross 206.2 (58.0) 200.4 (69.2) Net deferred tax assets not recognized (136.6) - (139.3) - Offsetting (42.0) 42.0 (49.3) 49.3 Deferred tax assets & liabilities - Net 27.6 (16.0) 11.7 (19.9)
Deferred tax assets are recognized on temporary differences, tax attributes carried forward
and tax losses carried forward to the extent that the realization of the related tax benefit
through the future taxable profits is probable.
The tax losses carried forward mainly relate to Belgium, France, United States and Spain. In
Belgium and France, deferred tax assets have been recognized on tax losses carried forward
considering the expected taxable profits in the foreseeable future.
The Group did not recognize deferred tax assets for an amount of €136.6 million (2023: €139.3
million) on the tax losses carried forward and tax incentives of tax attributes carried forward.
>> 137 > Ontex annual report 2024
Tax losses can in principle be carried forward indefinitely. The countries for which no deferred
tax asset has been recognized are Belgium (€52.4 million), France (€39.4 million), United States
(€26.5 million), Spain (€9.5 million), Poland (€4.5 million), Czech Republic (€2.5 million) and
Germany (€1.7 million).
The Group did not recognize deferred taxes associated with investments in subsidiaries. There
is currently no policy or detailed plan in relation to the payment of dividends within the Group.
The Group is in scope for Pillar II legislation. Pillar II taxes are those arising from tax laws enacted
or substantively enacted to implement the Pillar Two framework published by the OECD. This
tax reform aims to ensure that multinational groups pay taxes at a minimum rate of 15 percent
on income arising in each jurisdiction in which they operate by applying a system of top-up
taxes. The ultimate parent company of the Group is Ontex Group NV, located in Belgium. On
14 December 2023, the Belgian government has enacted the Pillar Two income taxes legislation
effective from 1 January 2024. Given that the consolidated revenue threshold of 750 million is
exceeded, the Group is required to pay top up tax on profits of its subsidiaries that are taxed
at an effective tax rate of less than 15 per cent. Pillar II legislation has further been enacted or
substantively enacted in several other jurisdictions in which the Group operates, effective for
the financial year beginning 1 January 2024. The Group has applied a temporary mandatory
relief from deferred tax accounting for the impacts of the top-up tax and accounts for it as a
current tax when it is incurred.
The Pillar II legislation has no material impact on the Group’s tax position, since:
in most of the jurisdictions, the Simplified Pillar II effective tax rate is above 15% and/or at
least one of the other Transitional CbCR Safe Harbour tests is met (Routine Profits test
and/or the Simplified De-Minimis test);
in a very limited number of jurisdictions, the Transitional CbCR Safe Harbour relief does not
apply. However, the Group has no Pillar II top-up tax exposure in those jurisdictions based
on the full Pillar II calculations.
FIN-4.19.2 Current taxes
December 31 in € million 2024 2023 Current tax assets 3.3 4.9 Current tax liabilities (31.8) (27.0)
The current tax assets mainly relate to the excess of pre-payments made compared to the
actual income tax payable for the year. The current tax liabilities include an amount of 23.7
million actual corporate taxes payable (2023: €20.9 million) and €8.1 million of provision for
uncertain taxes (2023: €6.1 million).
>> 138 > Ontex annual report 2024
FIN-4.20 Current and non-current liabilities
Other current liabilities (excluding provisions, income tax liabilities, financial liabilities and
liabilities directly associated with non-current assets intended for sale) can be presented as
follows: December 31 in € million 2024 2023 Accrued expenses and other payables 21.1 20.6 Current accrued expenses and other payables 21.1 20.6 Trade payables 440.1 370.5 Employee benefit liabilities 45.3 41.0 Total current liabilities 506.5 432.1
The trade payables contain an accrual of €5.0 million regarding MedTech payback measure of
the Italian Healthcare Law which was voted in 2015. Initially, there was a significant uncertainty
on the scope and practical implementation of this law. During 2023, assessments were received
for the period 2015-2018, which took into account incorrect revenue data and these were
therefore appealed by Ontex. In October 2024, the Constitutional Court confirmed the
constitutionality of the Italian MedTech payback measure, but confirmed that all entities should
receive a discount on the assessment. Despite this outcome, there remains an uncertainty on
the determination of the assessment, which is subject to further legislative and ministerial
clarifications. Ontex has kept the provision of €5.0 million for the period 2015-2018 unchanged
at December 31, 2024, as it believes that this still represents the best estimate. Ontex has no
provision for the period as of 2019 as there is uncertainty whether the payback measure is
applicable in those years and no reasonable estimate of a possible cost can be made.
FIN-4.21 Provisions
Restruc-Legal claims Other in € million turing Total Opening Balance 6.6 3.4 0.1 10.0 Additional provisions 0.3 60.1 - 60.4 Unused amounts reversed (0.0) (0.5) - (0.6) Used during the year (0.0) (31.6) - (31.6) As at December 31, 2024 6.8 31.4 0.1 38.3 of which current 6.8 31.4 0.1 38.3
The Group recognizes a provision for certain legal claims filed against the Group by customers,
suppliers or former employees. The restructuring provision in 2024 is related to the
restructuring of its Belgian production and distribution activities, which entails the closure of
the Eeklo plant as well as the transformation of the Buggenhout site into a Center of Excellence
for research, development and production of medium & heavy incontinence care products. The
used provision during the year is related to the social plan in Eeklo, which has mostly been paid
in December 2024, and its related project costs. The outstanding provision at December 31,
2024, is the remaining part of the social plan for Eeklo as well as the social plan for the
employees in Buggenhout.
On September 2, 2014, Ontex received a notification that the Spanish Competition Authorities
(CNMC) opened infringement proceedings against 15 companies in the sector (including three
subsidiaries of the Company: Ontex Es Holdco, S.A., Ontex Peninsular, S.A.U. and Ontex ID,
S.A.U.) with respect to alleged conduct of fixing prices and other commercial conditions in the
Spanish market for heavy adult incontinence products. On May 26, 2016, following the
investigation, the CNMC issued its decision. In its decision, the CNMC has found eight
companies, including Ontex' Spanish subsidiaries guilty of being part of a cartel. For its
involvement from 1999 to 2014, the CNMC issued an administrative fine of €5.2 million to
Ontex. All companies, including Ontex, filed appeals with the National Court, and, following the
rejection of the appeals by the National Court, with the Spanish Supreme Court. On July 6, 2023,
the Supreme Court has rejected Ontex's appeal, rendering the CNMC decision and related
administrative fine final. As per December 31, 2016, a provision amounting to €5.2 million has
been accounted for, which has not been adjusted up till December 31, 2024. During February
2025, Ontex has received a formal request for payment of the administrative fine
corresponding to the provisioned amount.
>> 139 > Ontex annual report 2024
FIN-4.22 Employee benefit expenses
Full Year in € million 2024 2023 Wages and salaries (224.1) (211.7) Social security costs (63.8) (49.3) Defined benefit plans - Service cost (1.7) (1.5) Defined contribution costs (3.6) (3.3) Other employee benefit expenses (49.2) (46.6) Total employee benefit expenses (342.4) (312.4)
The FTEs listed in the table below only contains the employees part of the continuing operations
and therefore deviates significantly from the number of employees included in section FIN-1.2.
Full Year in full time equivalents 2024 2023 Workers 3,570 3,458 Employees 1,888 1,954 Management 68 58 Average number of total employees 5,526 5,470
FIN-4.23 Other operating income/(expenses), net
Full Year in € million 2024 2023 Gain on sale of assets 0.0 0.3 Foreign exchange differences on operating activities (8.1) (4.1) Losses on sale of assets (0.1) (0.3) Other income/(expenses) (2.0) (2.5) Total other operating income/(expense), net (10.1) (6.6)
“Other income/(expenses)” consists mainly of depreciation expenses on idle equipment and
machinery and pension expenses.
>> 140 > Ontex annual report 2024
FIN-4.24 EBITDA adjustments
Full Year in € million 2024 2023 Business restructuring (61.9) (10.3) Income and expenses related to (61.9) (10.3) changes to Group structure Impairment of assets (10.6) (4.4) Litigation and legal claims (0.3) (0.2) Income and expenses related to impairments and (10.8) (4.6) major litigations Total EBITDA adjustments (72.7) (14.9)
Items classified under the heading EBITDA adjustments are those items that are considered by
management not to relate to items in the ordinary course of activities of the Company. The
Group has adopted this classification to allow a better understanding of its recurring financial
performance.
These items are presented as follows in the consolidated income statement as follows:
income and expenses related to changes to Group structure; and
income and expenses related to impairments and major litigations.
FIN-4.24.1 Income and expenses related to changes to Group
structure
Business restructuring
The majority of the business restructuring costs in 2024 are related to the Belgian restructuring,
which entails the closure of the Eeklo site, as well as the transformation of the Buggenhout site
into a Center of Excellence for research, development and production of medium and heavy
incontinence care products. The total cost, which includes the social plan for both Eeklo and
Buggenhout, but also other related costs, amounts to €61.3 million.
The restructuring expenses in 2023 are related to smaller restructuring projects in various
countries and is part of the continuous search for organizational optimization.
FIN-4.24.2 Income and expenses related to impairments and
major litigations
Impairment of assets
As a consequence of the Belgian restructuring, a number of production lines were stopped and
others were moved to different plants within the Group. The combination of both items had an
impact of €6.4 million.
In 2023, the impairment losses mainly include the impairment loss on a leased building under
IFRS 16 which is no longer used by the Group.
Litigation and claims
The Company incurred specific legal fees in the context of certain on-going or potential litigation
matters which are expected to result in a potential benefit for the Company or in the avoidance
of potential future expenses.
>> 141 > Ontex annual report 2024
FIN-4.25 Expenses by nature
Expenses by nature represent an alternative disclosure for amounts included in the
consolidated income statement. There are classified under ‘Cost of sales’, ‘Distribution
expenses’, ‘Sales and marketing expenses’, ‘General administrative expenses’ and ‘Other
operating income / expense (net)’ in respect of the years ended December 31:
Full Year in € million Note 2024 2023 Changes in inventory work in progress and 15.8 3.9 finished goods Raw materials and consumables purchased (993.4) (1,031.4) Employee benefit expenses 22 (342.4) (312.4) Depreciation and amortization 9, 10, 11 (74.1) (70.7) Rendered services (287.4) (256.8) Lease expenses 11 (20.4) (17.4) Other income / (expenses) 23 (10.1) (6.6) Total cost of sales, distribution expenses, sales and (1,712.0) (1,691.5) marketing expenses, general administrative expenses and other operating income / (expense)
FIN-4.26 Net finance cost
The various items comprising the net finance cost are as follows:
Full Year in € million 2024 2023 Interest income on current assets 4.2 2.8 Gains on derivatives - 4.2 Finance income 4.2 7.0 Interest expense on group borrowings (26.4) (31.9) Amortization of borrowing expenses (3.7) (4.8) Interest expense on other borrowings and other liabilities (13.7) (14.9) Interest expense (43.7) (51.7) Banking cost (1.6) (1.6) Factor fee (2.6) (1.8) Losses on derivatives and cost of hedging (1.2) (2.1) Other (0.0) (0.5) Finance cost (49.1) (57.6) Finance income as per income statement 4.2 7.0 Finance expense as per income statement (49.1) (57.6) Net exchange differences relating to financing activities (6.5) 5.5 Net finance cost as per income statement (51.4) (45.1)
The interest expense on other borrowings and other liabilities includes also the interest
expense on lease liabilities as disclosed in note FIN-4.11. The decreased interest expense on
group borrowings is mainly explained by the repayment of the term loan in the first half of
2023.
>> 142 > Ontex annual report 2024
FIN-4.27 Income tax expense
The income tax (charged)/credited to the income statement during the year is as follows:
Full Year in € million 2024 2023 Current tax (expense) / income (24.5) (17.2) Deferred tax (expense) / income 21.1 1.0 Total income tax expense (3.4) (16.3)
The income tax expense can be reconciled as follows:
Full Year in € million 2024 2023 Profit/(loss) before income tax 24.3 43.2 Income tax expense calculated at domestic tax rates (5.7) (8.3) Disallowed expenses (5.0) (2.7) Tax-exempt income 3.1 1.6 Write-off of previously recognized deferred tax assets (0.0) (0.6) on losses Current year tax losses not recognized as deferred tax asset (10.9) (10.9) Recognition of previously unrecognized deferred tax assets 23.9 4.3 on losses Adjustments in respect of prior year (1.7) 0.6 Difference in statutory tax rates - (0.6) Withholding tax (4.2) Other (2.8) 0.3 Total income tax expense (3.4) (16.3)
FIN-4.28 Share-based payments
Since September 2014 the Company implemented yearly Long-Term Incentive Plans (‘LTIP’),
which are based on a combination of stock options (further Options’) and restricted stock units
(further ‘RSU’s’). In 2019, the long-term incentive plan changed in a combination of RSU’s,
Options and Performance Stock Units (further ‘PSU’s’), each representing one third of the total
long-term incentive grant value, while as of 2021, the long-term incentive plan consisted only
of PSU’s. The Options, RSU’s and PSU’s are accounted for as equity-settled share-based
payments. The Options, RSU’s and PSU’s can only vest and Options giving the right to receive
shares of the Company (further ‘Shares’) or any other rights to acquire Shares can only be
exercisable as from three years after the grant. The RSU’s, PSU’s and Options will vest subject
to the condition that the participant remains in service. The share price is considered to be the
relevant performance indicator and the vesting of the award will not be subject to additional
specific performance conditions. The Articles of Association authorize the Company to deviate
from such rule, as allowed under the Belgian Companies Code.
The exercise price of the Options will be equal to the last closing rating of the Share immediately
preceding the option grant date. For the Options, the exercise period will start on the vesting
date.
The Shares underlying the RSU’s and PSU’s will be granted for free as soon as practicable after
the vesting date of the RSU’s and the PSU’s.
Upon vesting of RSU’s and PSU’s, the Shares underlying the RSU’s and PSU’s are transferred to
the participants, while upon vesting, Options may be exercised until their expiry date (eight
years from the date of grant).
On or about May 10, 2017 a total of 299,914 stock options and 69,023 RSU’s were granted,
86,338 options and 69,023 RSU’s have forfeited, expired or have been exercised as of
December 31, 2024. The stock options are exercisable between June 2020 and June 2025.
On or about June 15, 2018, a total of 471,064 stock options and 93,576 RSU’s were granted,
173,236 options and 93,576 RSU’s have forfeited, expired or have been exercised as of
December 31, 2024. The stock options are exercisable between June 2021 and June 2026.
On or about June 13, 2019, a total of 393,403 stock options, 124,420 RSU’s and 124,420 PSU’s
were granted. 183,421 options, 124,420 RSU’s and 124,420
PSU’s have forfeited, expired or
have been exercised as of December 31, 2024. The stock options are exercisable between June
2022 and June 2027.
>> 143 > Ontex annual report 2024
On or about May 28, 2020, the Group granted an LTIP plan consisting of 374,622 stock options,
119,244 RSU’s and 119,244 PSU’s. 243,676 options, 119,244 RSU’s and 119,244 PSU’s have
forfeited, expired or have been exercised as of December 31, 2024. The stock options are
exercisable between June 2023 and June 2028.
On or about May 27, 2021, the Group granted an LTIP plan consisting of 432,438 PSU’s. 432,438
PSU’s have been forfeited or exercised as of December 31, 2024.
On or about March 10, 2022, the Group granted an LTIP plan consisting of 611,477 PSUs.
262,094 PSU’s have been forfeited as of December 31, 2024.
During 2023, the Group granted LTIP plans consisting of 5,206,379 PSU’s. 1,181,681 PSU’s have
been forfeited as of December 31, 2024.
During the period, the Group granted new LTIP plans consisting of 301,634 PSU’s. 47,971 PSU’s
have been forfeited as of December 31, 2024.
>> 144 > Ontex annual report 2024
The following share-based payment arrangements were in existence during the current and
prior years:
# stock options/ # stock options/ Exercise Price per Weighted average RSU's/PSU's RSU's/PSU's Expiry Date stock option (€) Fair value (€) December 31, 2024 December 31, 2023 LTIP 2017 Options 2025 33.11 7.62 213,576 220,230 LTIP 2018 Options 2026 23.56 4.68 297,828 309,806 LTIP 2019 Options 2027 14.00 3.99 209,982 217,955 LTIP 2020 Options 2028 13.90 3.13 130,946 187,503 LTIP 2021 PSU's 2024 N/A 10.37 - 271,489 LTIP 2022 PSU's 2025 N/A 7.30 349,383 356,470 LTIP 2023 PSU's - Plan A 2026 N/A 2.49 2,942,949 2,942,949 PSU's - Plan B 2026 N/A 2.47 1,003,635 1,276,735 PSU's - Plan C 2026 N/A 2.34 78,114 99,412 LTIP 2024 PSU's - Plan A 2026 N/A 1.31 188,173 - PSU's - Plan B 2027 N/A 1.10 65,490 - Total outstanding stock options [7] 852,332 1,167,746 Total outstanding PSU's 4,627,744 4,947,055
[7] The total outstanding stock options of 1,167,746 for 2023 includes the amounts for LTIP 2016 at the end of December 31, 2023 (232,252) as these were still outstanding at that moment in time, but are no longer included in the overview as
expired at December 31, 2024
>> 145 > Ontex annual report 2024
The following reconciles the options, RSU’s and PSU’s outstanding at the beginning and end of the year:
Average exercise price per stock [8]option (€) Stock options RSU's PSU's As at January 1, 2023 23.25 1,318,087 52,101 859,857 Granted - - - 5,206,379 Forfeited 19.31 (28,267) (1,810) (1,057,433) Exercised - - (50,291) (20,780) Expired 26.60 (122,074) - (40,968) As at December 31, 2023 23.00 1,167,746 - 4,947,055 Granted - - - 301,634 Forfeited 19.87 (16,136) - (535,220) Exercised - - - (85,725) Expired 26.20 (299,278) - - As at December 31, 2024 22.11 852,332 - 4,627,744 of which vested and exercisable 852,332 - -
The fair value of the PSU’s in 2024 has been determined using a stochastic valuation model based on the Monte Carlo methodology. The expected volatility used in the model is based on the implied
volatility of the Company. Below is an overview of all the parameters used in this model:
[9]LTIP 2017 LTIP 2018 LTIP 2019 LTIP 2020 LTIP 2021 LTIP 2022 LTIP 2023 LTIP 2024Exercise Price (€) 33.11 23.56 14.00 13.90 - - - - Expected volatility of the shares (%) 27.12% 25.63% 37.98% 31.90% 43.12% 39.01% 34.14% 27.53% Expected dividends yield (%) 2.31% 2.70% 3.82% 4.00% 3.00% 4.10% 4.00% 4.00% Risk free interest rate (%) 0.60% 0.69% 0.10% -0.18% 0.00% 0.00% 2.61% 2.79%
The fair value of the RSU’s and PSU’s has been determined by deducting from the exercise price the expected and discounted dividend flow, based on the same parameters as above.
The total cost incurred regarding the existing share-based payment plans amounted to €4.8 million during 2024 (2023: €3.9 million) and was included within employee benefit expenses. Social
charges related to the LTIP are accrued for over the vesting period.
[8] The average exercise price mentioned in the table above relates only to the stock options, as the RSU's and PSU’s do not have an exercise price
[9] LTIP 2023 and LTIP 2024 consisted of respectively three and two different plans. As the parameters were very similar, the average of the plans has been included in this overview
>> 146 > Ontex annual report 2024
FIN-4.29 Contingencies
The Group is involved in a number of environmental, contractual, product liability, intellectual
property, employment and other claims and disputes incidental to our business.
In October 2021, COFECE, the Mexican antitrust authority, announced its decision following its
investigation into certain legacy practices in the personal hygiene industry in Mexico. In this
decision, COFECE confirmed that Grupo PI Mabe, S.A. de C.V. (Mabe”) and certain individuals
had committed antitrust violations in periods prior to the acquisition of Mabe by Ontex. Mabe
recently won an appeal on grounds of unconstitutionality of the fines imposed and is awaiting
a new COFECE resolution expected during the first quarter of 2025. Under the purchase
agreement for its acquisition of Mabe in 2016, Ontex received a full indemnity for all resulting
fines and legal fees from the selling shareholders of Mabe. In May 2023, Ontex completed the
divestiture of Mabe to Softys, S.A.. As part of such divestiture, Ontex granted a back-to-back
indemnity to Softys. Based on the back-to-back indemnity arrangements that are in place, the
Group does not expect these proceedings to result in a net financial cost to it.
In 2018, the State of Goias issued a decree requiring Falcon Distribuição Armazenamento e
Transportes S/A (Falcon) to pay a contribution to the Social Protection Fund of the State of
Goias (Protege) in order to further benefit from a previously granted tax incentive under a
Special Regime Agreement Term (TARE). As this condition was not provided for in the TARE,
Falcon challenged this in court. In 2023, the court of first instance issued a favourable decision,
against which the State of Goias filed an appeal. On November 19, 2024, this appeal was
rejected by the court in second instance. The State of Goias can now still file an appeal to the
superior court.
The Group believes that there are good arguments to support its position (as has been
evidenced by the courts in first and second instance ruling in Falcon’s favour) and as a result
the Group does not believe that the loss of €5.5m is probable. Note that as part of the binding
agreement entered into with Softys S.A. for the sale of Ontex’s Brazilian business, Ontex paid
the Protege contributions for the period 2020 to date, thus limiting the remaining risk to the
period 2017-19. If and when a final decision is issued in favour of Ontex, Falcon will have the
right to file a claim against the State of Goiás for reimbursement of such Protégé contributions,
and such reimbursement received by Falcon shall be paid to Ontex.
The Group currently believes that the disposition of the claims and disputes, individually or in
aggregate, should not have a material adverse effect on our consolidated financial condition,
results of operations or liquidity.
FIN-4.30 Commitments
FIN-4.30.1 Capital commitments
The Group has contracted expenditures for the acquisition of property, plant and equipment
at December 31, 2024 of €42.9 million (2023: €43.1 million).
FIN-4.30.2 Bank guarantees
As indicated in note FIN-4.17 ‘Interest-bearing debts’, no assets are pledged as security for
these borrowings. The entire amount of the Group’s bank borrowings and accrued interest are
secured according to collective pledge agreements.
The Group has given bank guarantees for an amount of €28.8 million in order to participate in
public tenders as at December 31, 2024 (2023: €25.9 million).
For Ontex BV, a bank guarantee issued by BNL is in place for €1.5 million in favour of the Italian
Custom Agency as at December 31, 2024.
For OMO, a bank guarantee issued by BBVA is in place for MXN 100.0 million in favour of the
Mexican VAT authorities as at December 31, 2024.
For Ontex Group NV, a bank guarantee issued by Commerzbank is in place for €5.2 million in
light of a legal case as at December 31, 2024.
For Eutima BV, a bank guarantee issued by BNP is in place for €0.2 million in favour of Koramic
Real Estate Investment at December 31, 2024.
>> 147 > Ontex annual report 2024
FIN-4.31 Related party transactions
As part of our business, Ontex has entered into several transactions with related parties.
FIN-4.31.1 Consolidated companies
A list of subsidiaries is given in note FIN-4.7 ‘List of consolidated companies’.
FIN-4.31.2 Relations with the shareholders
There are no transactions with shareholders per December 31, 2024 (nor in 2023).
FIN-4.31.3 Relations with non-executive members of the
Board of Directors
Full Year in € million 2024 2023 Remuneration 1.1 1.2
FIN-4.31.4 Relations with the key management personnel
Key management personnel include those persons having authority and responsibility for
planning, directing and controlling the activities of the Group. Key management for the Group
are all the members of Management Committee.
FIN-4.31.5 Key management compensation
Remuneration of the CEO Full Year in € million 2024 2023 Fixed and variable remuneration 1.7 1.8
The above remuneration includes post-employee benefits of €0.2 million (2023: €0.2 million),
the remainder concerns short-term employee benefits. Next to the above remuneration, the
CEO was not awarded any performance stock units in 2024 (2023: 1,005,668 performance
stock units), as explained below. The share based payment cost amounted to €0.8 million in
2024 (2023: €0.5 million).
Remuneration of the Executive Team (excluding the CEO) Full Year in € million 2024 2023 Fixed remuneration 3.5 3.1 Variable remuneration 1.0 0.7 Other remuneration 0.4 0.5 Total 4.8 4.2
The fixed and variable remuneration concerns short-term employee benefits, while the other
remuneration mainly relates to post-employment benefit plans. Next to the above items, the
executive team was not awarded any performance stock units in 2024 (in 2023: 1,937,281
performance stock units). The total share based payment cost (including older plans) amounted
to €1.7 million in 2024 (2023: €1.2 million). For a more detailed breakdown, refer to the
Remuneration Report.
The Company implemented Long-Term Incentive Plans (LTIP), which are based on a
combination of stock options, restricted stock units and performance stock units (see note FIN-
4.28).
>> 148 > Ontex annual report 2024
The number of stock options, restricted stock units and performance stock units granted to the
CEO and the Executive Management Team is summarized below:
For the year ended December 31, 2024 Number of Number of Number of RSU's PSU's Stock Options LTIP 2019 CEO 18,414 18,414 64,610 Executive Team (excluding CEO) 53,376 53,376 171,928 LTIP 2020 CEO 19,891 19,891 88,333 Executive Team (excluding CEO) 56,265 56,265 249,870 LTIP 2021 CEO - 94,954 - Executive Team (excluding CEO) - 229,572 - LTIP 2022 CEO - 149,891 - Executive Team (excluding CEO) - 213,070 - LTIP 2023 CEO - 1,005,668 - Executive Team (excluding CEO) - 1,937,281 -
FIN-4.32 Events after the end of the reporting period
On February 5, 2025, Ontex announced that it has entered into a binding agreement to sell its
Turkish subsidiary to Dilek Grup. The transaction includes Ontex’s business in Türkiye and
related export business, as well as its plant in Istanbul. It is expected to close the transaction
by the third quarter of 2025.
On Saturday March 8, 2025, local heavy rain caused water damage around and inside Ontex’s
plant and R&D center in Segovia, Spain. While the water has been fully evacuated, the cleaning
and the restart of the operations are in progress. There is an insurance policy in place on
Property and Business Loss. At this stage, a reasonable estimate of the net financial impact
cannot be determined with sufficient reliability.
There were no other significant events that occurred after the end of the reporting period.
FIN-4.33 Audit fees
Full Year in € thousands 2024 2023 Audit Fees 1,221.0 1,046.9 Additional Services rendered by the auditor's mandate: Audit related fees 304.6 302.6 Tax advisory & compliance services 12.4 41.2 Total 1,538.0 1,390.7
The fees in the above table concern the audit fees for the full Group and not only the continuing
operations.
>> 149 > Ontex annual report 2024
FIN-5 Summary statutory financial statements
FIN-5.1 Statutory balance sheet after appropriation
December 31 in € million 2024 2023 Assets 3,035.1 3,018.7 Fixed assets 2,759.9 2,583.4 Formation expenses 0.0 - Intangible assets 13.6 14.2 Tangible assets 0.2 0.4 Financial fixed assets 2,746.0 2,568.8 Participating interests 1,687.1 1,687.1 Amounts receivable 1,058.8 881.6 Other financial fixed assets 0.2 0.2 Current assets 275.2 435.3 Amounts receivable within one year 209.6 349.7 Treasury shares 10.6 9.1 Cash at bank and in hand 28.8 53.0 Deferred charges and accrued income 26.3 23.4
December 31 in € million 2024 2023 Equity and liabilities 3,035.1 3,018.7 Equity 1,677.2 1,661.7 Capital 823.6 823.6 Share premium 412.7 412.7 Reserves 269.1 266.9 Accumulated profits/(losses) 171.8 158.5 Provisions and deferred taxes 8.0 8.5 Amounts payable 1,349.9 1,348.5 Amounts payable after more than one year 580.0 580.0 Financial debt 580.0 580.0 Amounts payable within one year 760.5 758.9 Financial debt 209.2 293.3 Trade debts 18.6 7.6 Taxes, remunerations and social security 4.3 4.8 Other amounts payable 528.4 453.2 Accruals and deferred income 9.5 9.5
>> 150 > Ontex annual report 2024
FIN-5.2 Statutory income statement
Full Year in € million 2024 2023 Operating income 56.6 56.2 Operating charges (42.9) (49.6) Operating gain / (loss) 13.7 6.6 Financial result 3.9 (0.8) Profit/(loss) for the period before taxes 17.6 5.8 Income taxes (2.1) (3.1) Profit/(loss) for the period 15.5 2.7
FIN-5.3 Extract from Ontex Group NV separate (non-
consolidated) financial statements prepared in
accordance with Belgian GAAP
The preceding information is extracted from the separate Belgian GAAP financial statements of
Ontex Group NV and is included as required by article 3:17 of the Belgian Company Code. The
separate financial statements, together with the annual report of the Board of Directors to the
general assembly of shareholders as well as the auditors’ report, will be filed with the National
Bank of Belgium within the legally foreseen time limits. These documents are also available on
request at Ontex Group NV, Korte Keppestraat 21, 9320 Aalst (Erembodegem).
The statutory auditor’s report is unqualified and certifies that the non-consolidated financial
statements of Ontex Group NV prepared in accordance with Belgian GAAP for the year ended
December 31, 2024 (full financial year) give a true and fair view of the financial position and
results of Ontex Group NV in accordance with the legal and regulatory dispositions applicable
in Belgium.
>> 151 > Ontex annual report 2024
Sustainability statements
For the financial year ended December 31, 2024
SUS-1 Creating value through sustainability ................................................................................................................................................................................................................................ 152
SUS-2 General Information ............................................................................................................................................................................................................................................................ 153
SUS-2.1 Basis for preparation ......................................................................................................................................................................................................................................................................... 153
SUS-2.2 Governance ......................................................................................................................................................................................................................................................................................... 155
SUS-2.3 Strategy ................................................................................................................................................................................................................................................................................................ 159
SUS-2.4 Material impacts, risks, and opportunities and their interaction with strategy and business model ..................................................................................................................................... 163
SUS-2.5 Targets and target effectiveness ...................................................................................................................................................................................................................................................... 168
SUS-2.6 Policies adopted to manage material sustainability matters ........................................................................................................................................................................................................ 169
SUS-2.7 Overview of disclosure requirements addressed in the sustainability statements ................................................................................................................................................................... 170
SUS-2.8 Disclosure requirements that derive from other EU legislation ................................................................................................................................................................................................... 173
SUS-3 Environmental Information ................................................................................................................................................................................................................................................ 177
SUS-3.1 ESRS E1: Climate change ................................................................................................................................................................................................................................................................... 177
SUS-3.2 ESRS E5: Resource use and circular economy ................................................................................................................................................................................................................................ 187
SUS-3.3 Disclosures pursuant to Article 8 of Regulation 2020/852 (Taxonomy Regulation) ................................................................................................................................................................... 191
SUS-4 Social information ................................................................................................................................................................................................................................................................ 199
SUS-4.1 ESRS S1: Own workforce .................................................................................................................................................................................................................................................................... 199
SUS-4.2 ESRS S2: Workers in the value chain ................................................................................................................................................................................................................................................ 215
SUS-4.3 ESRS S4: Consumers and end-users ................................................................................................................................................................................................................................................ 225
SUS-5 Governance information ..................................................................................................................................................................................................................................................... 234
SUS-5.1 ESRS G1: Governance & business conduct...................................................................................................................................................................................................................................... 234
>> 152 > Ontex annual report 2024
SUS-1 Creating value through sustainability
Ontex is committed to building a sustainable and socially responsible business that will
continue to serve customers well for generations to come, while strengthening its positive
impact on the world. Here for you. Here for the bettermeans setting clear goals for both the
near and distant future. It means adopting the latest innovations that help the Company reduce
its environmental impact. It means making sure that the Company’s people commitments are
progressiveso that it can continue to keep its employees safe at work and help them be the
best they can be. And it means standing up as a catalyst for achieving something better in the
communities Ontex serves and the wider world.
On the following pages Ontex presents its Environmental, Social and Governance Statements, each highlighting a key dimension of its sustainability approach.
>> 153 > Ontex annual report 2024
SUS-2 General Information
SUS-2.1 Basis for preparation
SUS-2.1.1 General basis for preparation of the sustainability
statements
These sustainability statements have been prepared against the European Sustainability
Reporting Standards (ESRS) on a consolidated basis, with the scope of consolidation being
Ontex Group NV and its subsidiaries. The scope of consolidation matches the consolidated
financial statements and excludes Ontex Pakistan and Ontex Algeria due to not having access
to sustainability information as a result of their divestment in the course of 2024. The latter
have no material impact on the non-financial statements due to the size of their operations
and the divestments having happened in Q1/Q2 of 2024.
The report covers the consolidated group’s entire value chain, apart from the above mentioned
exceptions, and where material provides information on upstream and downstream activities
in accordance with ESRS 1. In the double materiality assessment of impacts, risks and
opportunities, the value chain was considered as follows:
the upstream value chain includes direct tier 1 suppliers, and indirect engagement for the
rest of the upstream value chain;
the downstream value chain is limited to direct customers, unless a material impact, risk or
opportunity was identified beyond direct customers (such as consumer safety). Through
indirect engagement we covered topics for the rest of the downstream value chain.
How far Ontex’s policies, actions, targets and metrics extend to its value chain is described in
the sections relating to the topical standards.
The contents of the sustainability statement were subject to a limited assurance report in
accordance with ISAE 3000 (Revised). The Independent Auditor’s Report on a Limited Assurance
Engagement can be found in the auditor report section at the back of the annual report. No
external body outside the assurance provider validated metrics.
SUS-2.1.2 Disclosures in relation to specific circumstances
Time horizons
Time horizons are defined in accordance with European Sustainability Reporting Standards 1
(ESRS 1) as follows: short-term (one year or less), medium-term (one to five years) and long-
term (over five years).
Value chain estimations
When calculating greenhouse gas (GHG) emissions for suppliers and customers, predominantly
indirect sources like industry-average emission factors were used. Note that scope 3 metrics
are subject to significant measurement uncertainty. See SUS-3.1.3 for more information.
Uncertainty of information presented
Where estimations have been used or where there are outcome uncertainties related to the
metrics disclosed in the statement, this is disclosed along with the respective metrics within
each topical chapter.
Events after the end of the reporting period
The relevant events after the end of the reporting period can be found in note FIN-4.32 of the
consolidated financial statements.
Based on a preliminary assessment of the water damage caused by heavy rain which took place
at our Segovia plant in Spain, no impact on our physical climate risk assessment is expected.
>> 154 > Ontex annual report 2024
Changes in preparation or presentation of sustainability
information
For the 2024 reporting period, Ontex restructured its sustainability disclosure for Corporate
Sustainability Reporting Directive (CSRD) compliance:
including a sustainability statement within the annual sustainability report, structured in
accordance with ESRS requirements;
conducting a double materiality assessment to identify material impacts, risks and
opportunities;
adding new ESRS-required disclosures and metrics, including descriptions of material
impacts, risks and opportunities, and policies, actions and metrics and targets to address
them;
including Russia in climate data to align with the financial report’s scope;
updating the GHG emissions calculation model (see sectionSUS-3.1.7);
updating the human rights impacts assessment model.
Presenting comparative information
Where metrics have been reported previously, comparative information is presented. The
comparative information in the sustainability statement and related disclosures are presented
on a voluntary basis and have not been subject to reasonable or limited assurance procedures,
unless stated otherwise in the relevant sections of the sustainability statement. For newly
introduced metrics, the Company makes use of the transitional provisions for the first year in
accordance with ESRS 1.
Reporting error in prior period
In the previous reporting period, CapEx and OpEx related to research and development (R&D)
activities were mistakenly included in the EU Taxonomy disclosure due to a misinterpretation
of reporting requirements. To ensure alignment with the EU Taxonomy framework, a
comprehensive reassessment was conducted this year to clarify the applicable reporting
categories. As a corrective measure, R&D-related CapEx and OpEx have been excluded from
this year’s disclosure, ensuring greater accuracy and compliance with regulatory guidance.
Information on intellectual property
No information on intellectual property, knowhow or the results of innovation were omitted in
the sustainability statements.
Information on matters under negotiation
No disclosure of impending developments or matters under negotiation has been omitted in
the sustainability statements.
Phase-in provisions
In these sustainability statements, Ontex uses the option to omit information for ESRS 2 SBM-
3 paragraph 48(e), ESRS E1-9, E5-6, S1-14 (non-employees) in accordance with Appendix C of
ESRS 1.
Immaterial ESRS standards
Ontex has omitted all the disclosure requirements in the topical standards ESRS ‘E2 Pollution’,
ESRS ‘E3 Water and marine resources’ and ESRS ‘E4 Biodiversity & ecosystems & ESRS ‘S3
Affected communities’ as these topics were deemed immaterial in its double materiality
assessment (DMA). All of them followed the same methodology and process steps as for the
topics deemed material, but fell under the material threshold set during the DMA process.
Disclosures stemming from other legislation or generally accepted
sustainability reporting pronouncements
All greenhouse gas data points (GHG scope 1-3) are reported based on the Greenhouse Gas
Protocol.
Incorporation by reference
The table below provides an overview of where information can be found relating to ESRS
disclosures that have been incorporated by reference and stated outside the sustainability
statement as part of other sections of this Annual Report.
>> 155 > Ontex annual report 2024
Disclosure requirement
Data points
Section in the report
GOV-1 §21a Number of executive and non-executive members of the Board of Directors Corporate governance statement
GOV-1
§21d, §23a-b Diversity of the Board of Directors
Corporate governance statement
GOV-1
§21e Percentage of independent Board of Directors’ members
Corporate governance statement
GOV-5 §36a-e Information on risk management and controls Corporate governance statement
GOV-3 / E1.GOV-3
§27, §29a-e, §13 Information on sustainability-linked remuneration
Remuneration report
S1-16
§97b The annual total remuneration ratio (the CEO pay ratio)
Remuneration report
SBM-1
§42, §42a-b Business model and value chain
Strategic report
SBM-1
§40a i-ii, 40e-g Business strategy and products/services linkage to sustainability matters
Strategic report
Forward-looking information
When reporting forward-looking information in accordance with the ESRS, management of the
Company is required to prepare the forward-looking information based on disclosed
assumptions about events that may occur in the future and possible future actions by the
Company. The actual outcome is likely to be different since anticipated events frequently do
not occur as expected. Forward-looking information relates to events and actions that have not
yet occurred and may never occur.
SUS-2.2 Governance
SUS-2.2.1 ESG Governance
Sustainability has long been embedded in Ontex’s functions and operations.
The Company’s Sustainability Strategy 2030 is a result of the double materiality assessment and
its related impacts, risks & opportunities and defines its ambitions and commitments, creating
a shared agenda that aligns all business units towards 2030. It provides a clear focus and
roadmap for the entire organization while allowing each unit to set its own goals and targets in
support of this strategy. This approach enables locally tailored and relevant implementation.
The strategy is deployed throughout the Group and integrated into all departments.
>> 156 > Ontex annual report 2024
Composition and diversity of the members of the undertaking’s
administrative, management and supervisory bodies
The Company refers to section GOV-2.7 of the Corporate Governance Statement for the
disclosures regarding the composition and diversity of the members of the undertaking’s
administrative, management and supervisory bodies. In addition to such disclosures, the
Company notes that, in line with Belgian law, employees are not represented in the company’s
Board of Directors or Executive Committee. However, many of the Group’s subsidiaries have
works’ councils, which are consulted on certain matters in accordance with applicable law.
The Board has access to appropriate expertise regarding sustainability matters, as one of the
board members, Ms. Manon Janssen, has in-depth expertise in sustainability matters. Ms.
Janssen has been involved in the Company’s double materiality assessment and the
subsequent preparation of the sustainability reporting. Additionally, the Executive Management
Committee includes Ms. Annick De Poorter, who is responsible for sustainability matters. A
dedicated sustainability team further supports the Company’s efforts by providing subject-
matter expertise. Finally, the Company has access to training and the expertise of specialized,
external consultants.
Governance oversight and strategic alignment
As shown in the figure above, Ontex applies dedicated controls and procedures to manage
sustainability-related impacts, risks and opportunities through a structured governance
framework. These controls ensure that sustainability is embedded in corporate decision-
making and integrated across key internal functions.
The Board of Directors is ultimately responsible for the Company’s sustainability commitments
and risk management. Pursuant to the Company’s Corporate Governance Charter, the Audit
and Risk Committee has been tasked with the oversight of the Company’s ESG initiatives,
including by (i) assessing, reviewing and preparing the Board of Directors’ decision-making in
>> 157 > Ontex annual report 2024
relation to ESG matters, (ii) monitoring and overseeing the process for the development of ESG
information and identifying ways to integrate ESG information into the reporting cycle, and (iii)
measuring and monitoring the Company’s performance on ESG matters and their impact on
society in order to take account of the multidimensional nature of corporate social
responsibility. In light of this, the Audit and Risk Committee has overseen and validated the
Company’s double materiality assessment before it was approved by the Board of Directors.
The Audit and Risk Committee also receives quarterly updates on the Company’s ESG initiatives
from the Group Sustainability Team.
The ESG Council, which is composed of the members of the Executive Management Committee
(EMC), is responsible for defining the sustainability strategy and key performance indicators
(KPIs), ensuring alignment with the broader business strategy. These KPIs are, depending on
their nature, validated either by the Audit and Risk Committee or the Remuneration and
Nomination Committee. The Audit and Risk Committee monitors the Company’s performance
on sustainability-related KPIs.
Operational implementation and risk management
The Group Sustainability Team defines and deploys the sustainability strategy, monitoring
progress and reporting quarterly to governance bodies. This ensures that sustainability risks
and opportunities are managed proactively. The team works cross-functionally, embedding
sustainability across business operations by collaborating with finance, procurement, R&D, and
other key departments.
The head of the Group Sustainability Team reports directly to Ms. Annick De Poorter, who is
the member of the Company’s Executive Committee that is responsible for the Company’s ESG
initiatives.
Climate Steering Committee
The Climate Steering Committee provides a dedicated control mechanism for climate-related
risks and opportunities, specifically focusing on scope 1, 2 and 3 emissions. It oversees
performance, identifies challenges and approves climate roadmaps to mitigate risks and
capitalize on opportunities.
Business integration and accountability
Sustainability is not siloed but embedded across the organization through dedicated roles
within different business functions. These roles ensure that sustainability objectives are
implemented effectively and that operational decisions align with long-term ESG goals. ESG
performance goals are an integral part of Ontex’s short term incentive plan. More information
about the Company’s incentive plans can be found in the Remuneration report section 8.3.4.
Ontex’s approach to setting and monitoring targets related to material impacts, risks and
opportunities is guided by a structured governance process, ensuring alignment with the
Company’s strategic priorities and regulatory expectations.
Materiality-driven target setting
As part of its double materiality assessment, the Company identified the most significant ESG-
related impacts, risks and opportunities across its operations and value chain.
Based on these findings, the sustainability department engaged with internal stakeholders
across key business functions (e.g. procurement, HR, compliance, operations, R&D, finance) to
define relevant and measurable targets. Once proposed, these targets were reviewed and
validated by the ESG Council to ensure that they were aligned with Ontex’s strategic objectives
and operational feasibility. Following validation by the ESG Council, the targets were presented
either to the Audit & Risk Committee or the Remuneration and Nomination Committee (for
social KPIs), which assessed their alignment with risk management frameworks and financial
implications. The final step in the governance process involved approval by the Board of
Directors, ensuring that sustainability commitments were embedded into the Company’s
overall strategy. Progress towards these targets is monitored on a quarterly basis through
structured reporting mechanisms, with updates provided to the ESG Council, Audit & Risk
Committee and Board.
By linking the double materiality process to a structured target-setting and approval workflow,
Ontex ensures that sustainability goals are not just high-level aspirations but measurable,
accountable commitments.
>> 158 > Ontex annual report 2024
SUS-2.2.2 Integration of sustainability-related performance
in incentive schemes
The Executive Committee oversees the implementation of the remuneration policy, advised by
the Remuneration and Nomination Committee. For key remuneration policy elements,
sustainability-related performance integration, variable remuneration proportion tied to
sustainability-related targets and pay-outs for performance against 2024 STI targets, see section
8.3.4 in the Remuneration report.
SUS-2.2.3 Statement on due diligence
The following table maps how Ontex applies core due diligence elements for sustainability
matters and their presentation in this sustainability statement.
Core elements of due diligence
Reference in the annual report
Embedding due diligence in governance, strategy and business model
SUS-1 Creating value through sustainability
SUS-2.2 Governance
GOV-3: Board & executive management
Strategic report Defining our path
Engaging with affected stakeholders in all key steps of the due diligence
SUS-2.3.2 Interests and views of stakeholders
SUS-2.4.2 Process for identifying & assessing IROs
SUS-2.6.3 Integration & cross functional collaboration
SUS-4.2.1 Strategy
SUS-4.3.1 Strategy
Identifying and assessing adverse impacts
SUS-2.4.2 Process for identifying & assessing IROs
SUS-4.2.5 Processes to remediate negative impacts and channels to raise concerns
Taking actions to address adverse impacts
SUS-2.4.2 IRO management
SUS-3.1.2 IRO management E1
SUS-3.2.1 IRO management E5
SUS-4.1.2 IRO management S1
SUS-4.2.2 IRO management S2
SUS-4.3.2 IRO management S4
>> 159 > Ontex annual report 2024
Core elements of due diligence
Reference in the annual report
Tracking the effectiveness of these efforts and communicating results SUS-3.1.3 Metrics & targets E1
SUS-3.2.2 Metrics & targets E5
SUS-4.1.3 Metrics & targets S1
SUS-4.2.3 Metrics & targets S2
SUS-4.3.3 Metrics & targets S4
SUS-2.2.4 Risk management and internal controls over
sustainability reporting
For a detailed overview of the Company's risk management framework and internal controls
related to sustainability reporting, including how we identify, assess and mitigate sustainability-
related risks, please refer to the Risk Management section of our Annual Report. This section
outlines the governance structures, processes and controls in place to ensure the accuracy,
reliability and compliance of our sustainability disclosures.
SUS-2.3 Strategy
SUS-2.3.1 Strategy, business model and value chain
Key strategy elements relating to sustainability, business model and value chain are described
in sections:
SUS-1 Creating value through sustainability
SUS-4.2.1 Key stages and stakeholders in the value chain
Strategic report - Defining our path
A breakdown of our total revenues can be found in FIN-4.6.
SUS-2.3.2 Interests and views of stakeholders
Ontex actively engages in stakeholder dialogues across its business activities through various
channels and activities. Engagement methods vary based on topic and on stakeholder
relevance. Regular contacts include customers, employees, suppliers and partners,
shareholders and other investors, financial and ESG analysts, rating agencies, governmental
bodies, media, civil society organizations, and educational and research institutions. In the table
below you can find an overview on how Ontex engages with its key stakeholders. A double
materiality exercise specifically links sustainability engagement, asking stakeholders to identify
key topics to address. Detailed information is available in section SUS-2.4.1.
>> 160 > Ontex annual report 2024
Stakeholder group
Methods
Key topics
Responses
Customers Product sales monitoring
Contact through sales team
Regular customer visits
Joint business planning
Surveys and research
Product quality/safety
Product composition
Carbon footprint
Smart, innovative solutions
Eco-labeling
Sourcing
Innovation
Working conditions
Human rights
Consumer insights
Single-use plastics
Evolving regulations
Ensuring sustainable manufacture/production
Offering more eco-labeled products
Ensuring safe and healthy working conditions
Ensuring responsible and documented sourcing
Ensuring sustainable innovation
Ensuring ethical operations
Training institutional customers
Consumers
Consumer panels and focus groups
Social media networks
Product sales’ monitoring
Surveys and research
Product quality and safety
Products' environmental impact
Product labeling
Innovation
Service
Ensuring consumer health and safety
Reducing productsenvironmental impact
Offering more eco-labeled products
Ensuring sustainable innovation
Customizing products to address local needs
Employees
Recruitment
Personal development reviews
Surveys
Union/worker representative meetings
Internal and external audits
Internal communication via intranet, staff updates,
newsletter
Community and employee well-being projects
Speak-Up line
Social media & website
Health & Safety
Working conditions & remuneration
Equal opportunities
Business ethics
Leadership
Personal development
Ensuring safe and healthy working conditions
Ensuring business ethics
Supporting diversity and equal opportunities
Ensuring training and education opportunities
Promoting internal mobility
Promoting talent development
Developing a leadership competency model
Developing personal growth plans
Organizing third-party social audits
>> 161 > Ontex annual report 2024
Stakeholder group
Methods
Key topics
Responses
Suppliers Visits and meetings
Supplier conferences
Procurement
Supplier tracking
Raw material sourcing
Business ethics/human rights
Management systems
Quality
Innovation
Material safety
Evolving regulations
Purchasing agriculture and forestry material from
certified suppliers
Organizing supplier audits
Implementing the Supplier Code of Conduct
Outlining requirements and providing
documentation on material safety and quality
Investors
Ongoing dialogue
Presentations/meetings
Annual General Meeting
Quarterly earnings reports and webcasts
PR
ESG indices and information requests
Governance
Business ethics
Risk management
Environment/carbon footprint
Providing a clear and transparent governance
framework and sustainability strategy
Ensuring business ethics
Responding to ESG indices to enhance
transparency
Publishing a yearly integrated report including ESG
data
Communities and
non-governmental
organizations
Ongoing dialogue
Partnerships on common issues
Memberships of business and industry associations
Charitable activities
Information requests from academics and students
Corporate website
Human rights
Environment
End-of-life waste
Consumer health and safety
Local community involvement
Medical face mask production to meet urgent
needs
Provide affordable personal hygiene solutions
Ensuring consumer health and safety
Conducting research
Implement quality protocols/policies regarding
chemicals
Donations
Memberships and associations
Ontex collaborates with industry associations, sustainability initiatives and climate action
networks. These partnerships ensure that the Company’s actions are informed by diverse
perspectives and uphold the highest standards in ethical and sustainable business practices.
Memberships and associations of which Ontex is a member:
Industry associations: EDANA, Group’Hygiène, BAHP, Aphma UK, INDA;
Sustainable due diligence: FSC, PEFC, GOTS, OCS, SMETA, REDcert2;
Sustainability networks: The Shift; and
Climate action: Belgian Alliance for Climate Action (BACA).
>> 162 > Ontex annual report 2024
External validation and recognition
Transparency is the foundation of Ontex’s stakeholder relationships. External ESG ratings
provide independent validation of the Company’s sustainability efforts, offering measurable
proof of its commitment and helping demonstrate progress on key challenges. By sharing these
ratings, Ontex aims to build trust, accountability and alignment with stakeholder expectations
Key achievements
Climate Change Questionnaire: Ontex achieved an A score
in 2024, placing the Company in the top companies evaluated
by the Carbon Disclosure Project (CDP).
CDP Forest Questionnaire
: Ontex received an A- score, an
improvement vs the previous year.
ISS ESG Rating: Ontex was rated C, just below the prime score.
EcoVadis Assessment
: Ontex was awarded a gold medal for
its sustainability achievements, representing an improvement
compared to the previous assessment.
MSCI ESG Ratings: In 2024, Ontex achieved an AAA rating (on
a scale of AAA
-CCC), marking an improvement compared to
the previous year.
Morningstar Sustainalytics' ESG Risk Ratings: Ontex
maintained a Medium ESG Risk rating, consistent with last
year.
>> 163 > Ontex annual report 2024
SUS-2.4 Material impacts, risks and opportunities, and
their interaction with strategy and business
model
SUS-2.4.1 Double materiality process and results
The material impacts, risks, and opportunities identified during Ontex’s initial double materiality
assessment are outlined below.
Negative impact Positive impact Financial risk Financial opportunity
Topics
ESRS
Subtopics
from our DMA
Material
impact, risk or
opportunity
Actual or
potential
Location
in the
value
chain
Expected
time horizon
Rationale
Carbon
emissions
E1
Climate change
mitigation
Climate change
adaptation
Energy
Actual
Upstream,
transport
companies
, own
operations,
downstrea
m beyond
customers
Medium-term,
long-term
Ontex’s climate risk assessment shows that its sites are exposed to physical risks
such as heat waves and floods, which could slow down its production.
Additionally, ensuring resilience in the fluff pulp supply chain is critical to limiting
procurement costs during climate-related events.
The carbon price impact analysis supports a ‘sooner rather than later’ approach
to Ontex’s decarbonization plan. Although the impact of carbon taxes is
projected to remain limited until 2030, delaying investments in decarbonization
for operations and the supply chain could negatively impact Ontex’s EBITDA.
Sustainable
products &
packaging
E5
Resource
efficiency
Resource
outflows
Resource
inflows
End-of-life waste
Actual
Upstream,
own
operations,
customers,
downstrea
m beyond
customers
Short-term,
medium-term,
long-term
Based on the scope 3 emissions calculations, the primary environmental impacts
of Ontex’s products stem from the production of raw materials and the waste
treatment of used products. In 2022, almost 800 tons of products were
produced, ultimately disposed of by consumers. It is estimated that 47% of these
products were incinerated, 43% ended up in landfills and 10% were dumped or
burned in open fires. These figures exclude human waste.
Responsible
employer
S1
Occupational
health & safety
Working
conditions
Other worker-
related rights
Actual
Own
operations
Short term
Ontex exerts significant influence on the well-being of its employees and non-
employee workers. The Company ensures compliance with local and
international human rights legislation and has mature processes in place to
address related topics. While the risk of major incidents is low, the potential
exposure from a fatality or significant human rights issue could be considerable.
>> 164 > Ontex annual report 2024
Topics ESRS Subtopics
from our DMA
Material
impact, risk or
opportunity
Actual or
potential
Location
in the
value
chain
Expected
time horizon
Rationale
Human
rights value
chain
S2
Working
conditions
Other worker-
related rights
Actual
Upstream,
transport
companies
,
customers
Short-term,
medium-term,
long-term
Global sourcing exposes Ontex to risks related to human rights violations.
Proactively addressing these issues aligns with the Company’s commitment to
responsible business practices and meets growing consumer expectations for
transparency and accountability. Safeguarding human rights enhances Ontex’s
reputation, ensures compliance with regulations like the Corporate Sustainability
Due Diligence Directive (CSDDD) and protects vulnerable individuals in the
supply chain.
Consumer
safety and
end-user
information
S4
Product safety
Actual
Customers,
downstrea
m beyond
customers
Short term
Given the sensitive nature of personal hygiene products, Ontex is dedicated to
maintaining the highest standards in its product stewardship. The Company
believes that consumers have the right to know what is in the products they use.
As regulators push for full transparency, Ontex is committed to empowering
consumers with detailed product information. This includes substantial
investments in research and safety measures and ensuring that products meet
the highest health and hygiene standards.
Addressing
societal
issues
S4 Access to
affordable
products
Donations
Actual Downstrea
m beyond
customers
n/a
Ontex provides affordable personal hygiene products, extending support to
vulnerable groups such as women and girls facing menstrual poverty and
individuals managing incontinence. The Company’s efforts contribute to societal
issues such as combatting isolation, supporting the menopause transition and
fostering the integration of the elderly into society. Addressing these challenges
is deeply embedded in Ontex’s corporate values.
Business
ethics &
compliance
G1
Business ethics
Payment
practices
Actual
Upstream,
own
operations,
customers
Short term
Ontex’s activities influence customers, suppliers, employees and partners. To
mitigate risks such as corruption, money laundering or other types of crime, the
Company implements measures such as mandatory anti-corruption training for
all employees. Additionally, risks related to supplier misconduct are addressed
through close dialogue and sustainability assessments integrated into
procurement processes.
Although these topics fall below the materiality threshold, Ontex has chosen to voluntarily
disclose information on 'Production Waste Management,' 'Diversity, Equity & Inclusion,' and
'Training & Education' to enhance transparency for ESG ratings and, in the case of
production waste management, to align with our reporting under ESRS E5, leveraging
existing data we have available. These topics have been reported as part of the respective
sector-agnostic ESRS sections.
>> 165 > Ontex annual report 2024
SUS-2.4.2 Process for identifying and assessing material
impacts, risks and opportunities
Ontex’s approach to identifying and assessing material impacts, risks and opportunities is
rooted in a comprehensive double materiality assessment. This methodology aligns with the
requirements of the European Sustainability Reporting Standards (ESRS) and ensures that
both financial materiality and impact materiality are systematically evaluated across all
operations.
Double materiality process overview
We defined five process steps for conducting the DMA.
Step 1: Preparation
The assessment began with defining roles and responsibilities within Ontex’s CSRD
governance structure. A core team was established, including representatives from
sustainability, finance, compliance, legal, HR, and internal audit. Additionally, focus was put on
building internal competence and aligning the process with CSRD requirements.
We consulted relevant internal & external information (e.g. previous materiality assessments,
internal impact reports, benchmark assessments, studies) to scope and pre-define relevant
matters per ESRS sub-topic. This gross list of IROs formed the starting point for verification
and assessment for the next steps.
During a workshop with the core team, the internal experts reviewed the predefined IROs and
adjusted wording and classification of these, where relevant. This led to a short list of potential
material topics. The latter has been validated by our EMC.
Step 2: Stakeholder scoring
A diverse set of internal and external stakeholders was engaged to score the shortlisted
potential material topics. The main criteria for stakeholder selection included ESG knowledge
and representation across the value chain.
Key stakeholder groups included:
Employees and leadership (EMC & Board)
Suppliers and end-of-life operators
Customers and consumers
Regulators and investors
Industry associations, NGOs and academics
Step 3: Materiality scoring
To systematically assess material topics, an IRO scoring framework (Impact, Risks and
Opportunities) was applied. The following scoring methodology was followed:
For assessing impacts, scale, scope, likelihood and remediability has been assessed.
For assessing risks and opportunities, the magnitude of the financial effects and likelihood
were assessed.
The process involved:
Stakeholder input analysis through a survey.
Expert scoring through interviews based on impact scale, likelihood, remediability and
financial implications.
Threshold definition: Topics ranking in the top third of the impact and financial materiality
matrix were classified as material. The impacts, risks and opportunities related to affected
communities, pollution, water and biodiversity both within its own operations and across
its value chain fall below the materiality threshold. Consequently, these topics will not be
proactively managed but will be addressed in compliance with regulatory requirements.
Step 4: Validation results
The final materiality matrix was developed based on the consolidated input. This visualization
helped prioritize key sustainability topics. In this step, the results were reviewed and approved
by the Ontex EMC. Any necessary adjustments were incorporated before their final sign-off.
The approval by the Ontex EMC did not change the overview of material topics. Finally, the
results were approved by the Board of Directors.
>> 166 > Ontex annual report 2024
Step 5: Adaptation Ontex sustainability strategy
Based on the outcome of the DMA, Ontex conducted a review of its existing sustainability
strategy to determine whether any adaptations were necessary. This process ensured that the
material topics identified through stakeholder engagement and expert analysis were
effectively integrated into the Company’s strategic priorities. As a result, in 2024, the Ontex
sustainability strategy was updated, including the refinement of targets and key performance
indicators (KPIs). This alignment ensures that Ontex not only meets regulatory expectations
under CSRD but also strengthens its long-term resilience by embedding sustainability
considerations into its core business strategy and governance.
Comprehensive risk analysis framework
The identification of material risks is integrated into the Company’s Enterprise Risk
Management (ERM) process. This involves a bi-annual ERM exercise to assess all material risks
facing the organization, complemented by management interviews during internal audits to
identify new material risks that may have emerged since the previous assessment. A range of
measures have been put in place to manage these risks, including risk prioritization,
continuous monitoring, targeted internal control assessments, and rigorous follow-up. For
more information, please refer to the Risk Management section of our Annual Report.
>> 167 > Ontex annual report 2024
Materiality matrix
>> 168 > Ontex annual report 2024
Changes versus our previous materiality assessment
In 2023, Ontex conducted its first double materiality assessment. The previous materiality
assessment was completed in 2021. The assessment will be renewed in 2026. Although the
assessment methodology is not the same due to the introduction of the double materiality
principle, some changes could be seen:
New high-priority topics in 2023
Consumer safety & end-user information: While product safety & quality was already
important in 2021, the 2023 matrix places more emphasis on consumer information,
aligning with transparency trends.
Business ethics & compliance: In 2021, this was a mid-level priority, but it has moved
further up in importance in 2023.
Topics that remained high priority in both 2021 and 2023
Sustainable products & packaging: This topic was already at the top in 2021 and remains
a key focus in 2023.
Human rights: The topic remains a high-priority topic, both in our own sites (= “responsible
employer”) and in our value chain (= “human rights value chain”)
Circular economy: Still an important focus but now integrated with Sustainable products
& packaging.
Climate change/carbon emissions: The topic remains a high-priority topic.
Decreased priority or removed topics in 2023
Animal welfare & testing: Previously a lower priority, now it is no longer a material topic
due to the very limited scope.
Production waste: The topic was not specifically mentioned in 2021 but was integrated
into the Eco-efficiency topic. Due to the small environmental & financial impact that
production waste has in Ontex’s plants, it has been considered as not being a material
topic in the latest assessment. However, as we report on ESRS E5 and we have solid
production waste data available, which is part of ESRS E5, we opted to voluntary disclose
this information as well.
SUS-2.5 Targets and target effectiveness
At the core of Ontex’s sustainability strategy lies a strong commitment to meaningful
stakeholder engagement, with the purpose of ensuring alignment between the Company’s
objectives and the expectations of those directly or indirectly impacted by its activities. For each
material sustainability topic, one or more targets have been established, serving two primary
objectives:
Driving progress in the sustainability program; and
Enabling consistent monitoring and evaluation of the Company’s advancement toward
these objectives.
The target-setting process was a continuation of the double materiality assessment, in which
the same diverse group of stakeholders was engaged. This ensured that the targets are both
ambitious and achievable and reflect both our internal priorities and external expectations.
In the topical disclosures that follow, the details of each target are presented, including:
Target level: the specific outcomes that Ontex aims to achieve;
Methodology and assumptions: the framework and principles used to determine targets;
Scope: the coverage of the target, including applicable business units, geographical areas
or activities;
Reference year(s): the timeline for implementation, including the baseline year and target
achievement date; and
Performance: current progress and status relative to the intended goals.
This structured and transparent approach ensures that stakeholders are well informed about
Ontex’s sustainability ambitions, while demonstrating accountability for its journey towards
achieving long-term sustainable growth.
>> 169 > Ontex annual report 2024
SUS-2.6 Policies adopted to manage material
sustainability matters
SUS-2.6.1 Standards and policy framework
The standards and policies at Ontex provide the cornerstone for transforming the Company’s
sustainability strategy into actionable initiatives and achieving its long-term vision. Many of
these internal standards and policies are grounded in international frameworks, ensuring
alignment with global best practices.
Each policy undergoes a standardized and automated approval process to guarantee robust
oversight and accountability. This process includes defined steps involving relevant
stakeholders and senior-level personnel responsible for executing the strategy. Once
approved, policies are implemented at the local level, ensuring consistency, transparency and
effective execution across all operations. Each policy clearly outlines its scope and, where
applicable, references the use of third-party standards. The EMC has the responsibility to
validate Ontex policies.
For each ESRS, an overview of the related policies is given in these sustainability statements.
Based on the outcome of the double materiality assessment & related strategy adaptation in
2024, the ESG policies, with exclusion of the Ontex Code of Ethics, underwent an update, which
was officially issued in 2025.
SUS-2.6.2 Management systems for sustainability
Ontex’s commitment to environmental and social responsibility is driven by a comprehensive
sustainability management system, which integrates sustainability into all facets of its
operations through clearly defined policies, procedures and processes. This system is built on
international standards and frameworks that guide responsible business practices.
Ontex’s Sustainability Policy outlines the core principles of this system, emphasizing
compliance, integration and continuous improvement. Key standards from the International
Organization for Standardization (ISO) that underpin this system include:
ISO 14001: Environmental Management System;
ISO 50001: Energy Management System; and
ISO 45001: Occupational Health and Safety Management System.
Additionally, the system incorporates a range of voluntary and mandatory requirements, such
as:
SMETA social compliance scheme;
legal and regulatory standards;
third-party certifications;
United Nations Sustainable Development Goals (UN SDGs); and
other sustainability frameworks.
These components collectively strengthen Ontex’s commitment to responsible business
practices.
SUS-2.6.3 Integration and cross-functional collaboration
To ensure coherence and efficiency, Ontex’s sustainability management system is aligned with
other core management systems, such as those for quality and information security. This
alignment, overseen by a cross-functional team, enables the Company to maintain a unified
framework for its management standards.
This cohesive system is established at Group level and is cascaded down to individual sites,
facilitating the exchange of best practices and fostering synergy across Ontex’s operations.
The annual management review, conducted both at site and Group level, serves as the
culmination of this integrated approach. During the review, the Company evaluates the past
year’s performance, addresses any complaints received and identifies key risks, opportunities,
and resources necessary to drive improvements. This process underlines Ontex’s dedication
to maintaining high standards and continuously enhancing its sustainability efforts.
>> 170 > Ontex annual report 2024
SUS-2.7 Overview of disclosure requirements
addressed in the sustainability statements
The table below provides an overview of all ESRS disclosure requirements in ESRS 2 and the
five topical ESRS standards which are material to Ontex, and which have guided the preparation
of the Company’s sustainability statements. They can be used to navigate to information
relating to a specific ESRS disclosure requirement.
Section
ESRS Standard
Reference to sustainability statements
General
disclosures
General
disclosures
(ESRS 2)
BP-1
General basis for preparation of the sustainability statement
SUS-2.1
BP-2
Disclosures in relation to specific circumstances
SUS-2.1.1
GOV-1
The role of the administrative, management and
GOV-1
GOV-2
Information provided to and sustainability matters addressed by the undertaking’s administrative, management and
supervisory bodies
SUS-2.2
GOV-3
Integration of sustainability-related performance in incentive schemes
SUS-2.2.2
GOV-4 Statement on due diligence SUS-2.2.3
GOV-5
Risk management and internal controls over sustainability reporting
SUS-2.2.4
SBM-1
Strategy, business model and value chain
SUS-4.2
SBM-2 Interests and views of stakeholders SUS-2.3.2
SBM-3
Material impacts, risks and opportunities and their interaction with strategy and business model
SUS-1
IRO-1
Description of the process to identify and assess material impacts, risks and opportunities
SUS-2.4
IRO-2
Disclosure of requirements in ESRS covered by the undertaking’s sustainability statement
SUS-2.7
Environmental
disclosures
Climate
change (E1)
ESRS 2 GOV-3
Integration of sustainability-related performance in incentive schemes
SUS-2.2.2
E1-1
Transition plan for climate change mitigation
SUS-3.1.1
ESRS 2 SBM-3
Material impacts, risks and opportunities and their interaction with strategy and business model
SUS-3.1.2
ESRS 2 IRO-1
Description of the processes to identify and assess material climate-related impacts, risks and opportunities
SUS-3.1.2
E1-2
Policies related to climate change mitigation and adaptation
SUS-3.1.3
E1-3
Actions and resources in relation to climate change policies
SUS-3.1.4
E1-4
Targets related to climate change mitigation and adaptation
SUS-3.1.5
E1-5
Energy consumption and mix
SUS-3.1.6
E1-6
Gross scopes 1, 2, 3 and Total GHG emissions
SUS-3.1.7
E1-7
GHG removals and GHG mitigation projects financed through carbon credits
SUS-3.1.8
E1-8
Internal carbon pricing
SUS-3.1.9
E1-9
Anticipated financial effects from material physical and transition risks and potential climate-related opportunities
SUS-3.1.10
>> 171 > Ontex annual report 2024
Section
ESRS Standard
Reference to sustainability statements
Environmental
disclosures
Resource use
and circular
economy (E5)
ESRS 2 IRO-1 Description of the processes to identify and assess material resource use and circular economy-related impacts, risks
and opportunities
SUS-3.2.1
E5-1
Policies related to resource use and circular economy
SUS-3.2.2
E5-2
Actions and resources related to resource use and circular economy
SUS-3.2.3
E5-3
Targets related to resource use and circular economy
SUS-3.2.4
E5-4
Resource inflows
SUS-3.2.5
E5-5
Resource outflows
SUS-3.2.7
E5-6
Anticipated financial effects from material resource use and circular economy-related risks and opportunities
SUS-3.2.4
Social
disclosures
Own
workforce (S1)
ESRS 2 SBM 2
Interests and views of stakeholders
SUS-4.1.1
ESRS 2 SBM 3
Material impacts, risks and opportunities and their interaction with strategy and business model
SUS-4.1.2
S1-1
Policies related to own workforce
SUS-4.1.3
S1-2
Processes for engaging with own workforce and workers’ representatives about impacts
SUS-4.1.4
S1-3
Processes to remediate negative impacts and channels for own workforce to raise concerns
SUS-4.1.5
S1-4
Taking action on material impacts on own workforce and approaches to managing material risks and pursuing material
opportunities related to own workforce and effectiveness of those actions
SUS-4.1.6
S1-5
Targets related to managing material negative impacts, advancing positive impacts and managing material risks and
opportunities
SUS-4.1.7
S1-6 Characteristics of the undertaking’s employees SUS-4.1.8
S1-7
Characteristics of non-employee workers in the undertaking’s own workforce
SUS-4.1.9
S1-8 Collective bargaining coverage and social dialogue SUS-4.1.10
S1-9 Diversity metrics SUS-4.1.11
S1-10 Adequate wages No material topic
S1-11 Social protection No material topic
S1-12 Persons with disabilities No material topic
S1-13 Training and skills development metrics SUS-4.1.12
S1-14 Health and safety metrics SUS-4.1.13
S1-15 Work-life balance metrics No material topic
S1-16 Remuneration metrics SUS-4.1.14
S1-17 Incidents, complaints and severe human rights impacts SUS-4.1.15
>> 172 > Ontex annual report 2024
Section
ESRS Standard
Reference to sustainability statements
Social
disclosures
Workers in
the value
chain (S2)
ESRS 2 SBM-2 Interests and views of stakeholders SUS-4.2.1
ESRS 2 SBM-3
Material impacts, risks and opportunities and their interaction with strategy and business model
SUS-4.2.2
S2-1
Policies related to value chain workers
SUS-4.2.3
S2-2 Processes for engaging with value chain workers about impacts SUS-4.2.4
S2-3
Processes to remediate negative impacts and channels for value chain workers to raise concerns
SUS-4.2.5
S2-4
Taking action on material impacts on value chain workers, and approaches to managing material risks and pursuing
material opportunities related to value chain workers and effectiveness of those actions
SUS-4.2.6
S2-5
Targets related to managing material negative impacts, advancing positive impacts and managing material risks and
opportunities
SUS-4.2.7
Consumers
and end-
users (S4)
ESRS 2 SBM-2
Interests and views of stakeholders
SUS-4.3.1
ESRS 2 SBM-3
Material impacts, risks and opportunities and their interaction with strategy and business model
SUS-4.3.2
S4-1
Policies related to consumers and end-users
SUS-4.3.3
S4-2
Processes for engaging with consumers and end-users about impacts
SUS-4.3.4
S4-3
Processes to remediate negative impacts and channels for consumers and end-users to raise concerns
SUS-4.3.5
S4-4
Taking action on material impacts on consumers and end-users and approaches to managing material risks and
pursuing material opportunities related to consumers and end-users, and effectiveness of those actions
SUS-4.3.6
S4-5 Targets related to managing material negative impacts, advancing positive impacts and managing material risks and
opportunities
SUS-4.3.7
Governance
disclosures
Business
conduct (G1)
G1 GOV-1
The role of the administrative, supervisory and management bodies
SUS-2.2.1
G1 IRO 1
Description of the processes to identify and assess material impacts, risks and opportunities
SUS-5.1.1
G1-1
Business conduct policies and corporate culture
SUS-5.1.2
G1-2
Management of relationships with suppliers
SUS-5.1.3
G1-3
Prevention and detection of corruption and bribery
SUS-5.1.4
G1-4
Incidents of corruption or bribery
SUS-5.1.5
G1-5
Political influence and lobbying activities
Not material
G1-6
Payment practices
SUS-5.1.6
>> 173 > Ontex annual report 2024
SUS-2.8 Disclosure requirements that derive from
other EU legislation
The table below provides an overview of ESRS data points that derive from other EU legislation,
cf. ESRS 2 Appendix B and where this information can be found if deemed material.
Section
ESRS
Standard
Datapoint deriving from other EU legislation
SFDR
reference
Pillar 3
reference
Benchmark
regulation
reference
EU Climate
Law
reference
Section
General
disclosures
General
disclosures
(ESRS 2)
GOV-1 Board's gender diversity paragraph 21 (d) x x GOV-3
GOV-1
Percentage of board members who are independent paragraph 21 (e)
x
GOV-3
GOV-4 Statement on due diligence paragraph 30 x SUS-2.2.3
SBM-1 Involvement in activities related to fossil fuel activities paragraph 40 (d)
I
x x x Not material to us
SBM-1
Involvement in activities related to chemical production paragraph 40
(d) II
x
x
Not material to us
SBM-1
Involvement in activities related to controversial weapons paragraph
40 (d) III
x
x
Not material to us
SBM-1
Involvement in activities related to cultivation and production of
tobacco paragraph 40 (d) IV
x
Not material to us
Environmental
disclosures
Climate
change (E1)
E1-1
Transition plan to reach climate neutrality by 2050 paragraph 14
x
SUS-3.1.1
E1-1
Transition plan to reach climate neutrality by 2050 paragraph 14
x
SUS-3.1.1
E1-1 Undertakings excluded from Paris-aligned Benchmarks paragraph 16
(g)
x x Not applicable
E1-4
GHG emission reduction targets paragraph 34
x
x
x
SUS-3.1.5
E1-5
Energy consumption from fossil sources disaggregated by sources for
high climate impact sectors paragraph 38
x
Not applicable
E1-5
Energy consumption and mix paragraph 37
x
SUS-3.1.6
E1-5
Energy intensity associated with activities in high climate impact
sectors paragraph 40-43
x
Not applicable
E1-6 Gross scope 1, 2, 3, and total GHG emissions paragraph 44 x x x SUS-3.1.7
E1-6 Gross GHG emissions intensity paragraph 53-55 x x x SUS-3.1.7
E1-7
GHG removals and carbon credits paragraph 56
x
SUS-3.1.8
E1-9 Exposure of the benchmark portfolio to climate-related physical risks
paragraph 66
x SUS-3.1.2
E1-9
Location of significant assets at material physical risk paragraph 66 (c)
x
SUS-3.1.2
>> 174 > Ontex annual report 2024
Section ESRS
Standard
Datapoint deriving from other EU legislation SFDR
reference
Pillar 3
reference
Benchmark
regulation
reference
EU Climate
Law
reference
Section
Environmental
disclosures
Climate
change (E1)
E1-9
Breakdown of the carrying value of real estate assets by energy-
efficiency classes paragraph 67 (c)
x
Not applicable
E1-9
Degree of exposure of the portfolio to climate-related opportunities
paragraph 69
x
Omission
Pollution
(E2)
E2-4
Amount of each pollutant listed in Annex II of the E-PRTR Regulation
(European Pollutant Release and Transfer Register) emitted to air,
water and soil paragraph 28
x
Not material to us
Water and
marine
resources
(E3)
E3-1
Water and marine resources 9
x
Not material to us
E3-1
Dedicated policy paragraph 13
x
Not material to us
E3-1
Sustainable oceans and seas paragraph 14
x
Not material to us
E3-4
Total water recycled and reused paragraph 28 (c)
x
Not material to us
E3-4
Total water consumption in m³ per net revenue on own operations
paragraph 29
x
Not material to us
Biodiversity
and
ecosystems
(E4)
SBM-3
Paragraph 16 (a) i
x
Not material to us
SBM-3 Paragraph 16 (b) x Not material to us
SBM-3 Paragraph 16 (c) x Not material to us
E4-2
Sustainable land/agriculture practices or policies paragraph 24 (b)
x
Not material to us
E4-2 Sustainable oceans/seas practices or policies paragraph 24 (c) x Not material to us
E4-2 Policies to address deforestation paragraph 24 (d) x Not material to us
Resource
use &
circularity
E5-5 Non-recycled waste paragraph 37 (d) x SUS-3.2.6
E5-5 Hazardous waste and radioactive waste paragraph 39 x SUS-3.2.6
Social
disclosures
Own
workforce
(S1)
SBM-3
Risk of incidents of forced labor paragraph 14 (f)
x
SUS-4.1.2
SBM-3
Risk of incidents of child labor paragraph 14 (g)
x
SUS-4.1.2
S1-1
Human rights policy commitments paragraph 20
x
SUS-4.1.3
S1-1
Due diligence policies on issues addressed by the fundamental
International Labour Organization conventions 1 to 8, paragraph 21
x
SUS-4.1.3
S1-1
Processes and measures for preventing trafficking in human beings
paragraph 22
x
SUS-4.1.3
S1-1 Workplace accident prevention policy or management system
paragraph 23
x SUS-4.1.3
S1-3
Grievance/complaints handling mechanisms paragraph 32 (c)
x
SUS-4.1.5
>> 175 > Ontex annual report 2024
Section ESRS
Standard
Datapoint deriving from other EU legislation SFDR
reference
Pillar 3
reference
Benchmark
regulation
reference
EU Climate
Law
reference
Section
Social
disclosures
Own
workforce
(S1)
S1-14
Number of fatalities and number and rate of work-related accidents
paragraph 88 (b) and (c)
x
x
SUS-4.1.13
S1-14
Number of days lost to injuries, accidents, fatalities or illness
paragraph 88 (e)
x
SUS-4.1.13
S1-16
Unadjusted gender pay gap paragraph 97 (a)
x
x
SUS-4.1.14
S1-16
Excessive CEO pay ratio paragraph 97 (b)
x
Not applicable
S1-17
Incidents of discrimination paragraph 103 (a)
x
SUS-4.1.15
S1-17
Non-respect of UNGPs on business and human rights and OECD
guidelines paragraph 104 (a)
x
x
Not applicable
Workers in
the value
chain (S2)
SBM-3
Significant risk of child labor or forced labor in the value chain
paragraph 11 (b)
x
SUS-4.2.2
S2-1
Human rights policy commitments paragraph 17
x
SUS-4.2.3
S2-1
Policies related to value chain workers paragraph 18
x
SUS-4.2.3
S2-1
Non-respect of UNGPs on business and human rights principles and
OECD guidelines paragraph 19
x
x
Not applicable
S2-1 Due diligence policies on issues addressed by the fundamental
International Labor Organization (ILO) conventions 1 to 8, paragraph
19
x SUS-4.2.3
S2-4
Human rights issues and incidents connected to its upstream and
downstream value chain paragraph 36
x
SUS-4.2.5
Affected
communities
(S3)
S3-1
Human rights policy commitments paragraph 16
x
Not material to us
S3-1
Non-respect of UNGPs on business and human rights, ILO principles
or OECD guidelines paragraph 17
x
x
Not material to us
S3-4 Human rights issues and incidents paragraph 36 x Not material to us
Consumers
and end-
users (S4)
S4-1 Policies related to consumers and end-users paragraph 16 x SUS-4.3.3
S4-1 Non-respect of UNGPs on business and human rights and OECD
guidelines paragraph 17
x x Not applicable
S4-4
Human rights issues and incidents paragraph 35
x
Not applicable
>> 176 > Ontex annual report 2024
Section ESRS
Standard
Datapoint deriving from other EU legislation SFDR
reference
Pillar 3
reference
Benchmark
regulation
reference
EU Climate
Law
reference
Section
Governance
disclosures
Business
conduct (G1)
G1-1
United Nations convention against corruption paragraph 10 (b)
x
SUS-5.1.2
G1-1
Protection of whistleblowers paragraph 10 (d)
x
SUS-5.1.2
G1-4
Fines for violation of anti-corruption and anti-bribery laws paragraph
24 (a)
x
x
SUS-5.1.5
G1-4
Standards of anti-corruption and anti-bribery paragraph 24 (b)
x
SUS-5.1.5
>> 177 > Ontex annual report 2024
SUS-3 Environmental Information
SUS-3.1 ESRS E1: Climate change
SUS-3.1.1 Transition plan for climate change mitigation
Ontex is committed to ensuring the resilience of its strategy and business model in the face of
climate change. By aligning with the goal provided by the 2015 Paris Agreement to limit global
warming to 1.5°C, the Company is integrating a decarbonization approach, the development of
sustainable innovation and risk management into its operations.
Key elements of Ontex’s approach include:
aligning the Company’s emissions reduction targets with credible economy-wide 1.5°C
scenarios to meet global climate goals and ensure accountability;
transitioning to renewable energy, improving production efficiency and developing low-
impact, circular products that meet evolving market and customer and market
expectations (for details, see the Taking actions section of this chapter);
proactive climate risk assessments and collaborative stakeholder engagement to mitigate
physical and transitional risks.
This comprehensive strategy reinforces the Company’s resilience and creates long-term value
for its stakeholders while contributing to a more sustainable future.
Ontex operates in a sector included in the EU Paris-Aligned Benchmarks that aim to provide a
realistic image of the real economy, including of sectors that should actively reduce greenhouse
gas (GHG) emissions.
Ontex’s GHG emission reduction targets are compatible with the ambition of limiting global
warming to 1.5°C, in line with the Paris Agreement:
In the consumer goods sector, emissions are more flexible and can vary depending on
production practices, material choices and supply chain management. The short lifespan of
products limits the potential impact of locked-in emissions on the achievement of Ontex’s
emissions reduction targets. Additionally, the potential locked-in emissions related to our
infrastructure are limited and primarily stem from energy consumption, which Ontex aims to
further decarbonize (see Scope 1 and 2 emissions).
>> 178 > Ontex annual report 2024
SUS-3.1.2 Material impacts, risks and opportunities and their
interaction with strategy and business model
Description of the processes to identify and assess material
climate-related impacts, risks and opportunities
Ontex is firmly committed to reducing GHG emissions and actively contributing to the global
efforts to address climate change. The Company identifies and categorizes climate-related risks
into the following key areas:
Physical risks: Acute events such as heatwaves and flooding, as well as chronic changes in
climate patterns, pose threats to Ontex’s operations and supply chain. The Company
actively assesses and mitigates these risks, ensuring operational resilience.
Transitional risks:
Policy and legal risks: Ontex adapts to evolving climate-related legislation to remain
compliant and minimize operational disruptions.
Reputation risks: Non-compliance with environmental standards, ineffective
communication or misalignment with public perception can harm Ontex’s reputation.
The Company prioritizes transparent communication, regulatory compliance and
proactive climate action to manage reputational risks.
Market risks: Increasing environmental awareness and related changing consumer
behavior can influence product demand. In order to remain competitive, Ontex aligns
the range of products it offers with the expectations of environmentally conscious
consumers.
By actively managing and addressing these risks, Ontex aims to reduce its carbon footprint and
foster resilience, compliance and sustainability across its operations in response to climate-
related challenges.
[1] RCP8.5 is the ‘business-as-usual’ or ’worst-case’ scenario: It models a future where greenhouse gas emissions
continue to increase at a high rate, resulting in the highest level of global warming and the most severe
impacts of climate change. The RCP8.5 combines assumptions about high population and relatively slow
income growth with modest rates of technological change and energy intensity improvements, leading in the
long term to high energy demand and GHG emissions in the absence of climate change policies. It also
Climate-related scenario analysis
Businesses are facing increasing physical and transition risks as a result of climate change.
To address these challenges and explore growth and innovation opportunities, in 2023,
Ontex conducted a comprehensive climate risk assessment, examining both the 2030 and
2050 time horizons
. This analysis focused on identifying vulnerabilities, enhancing
preparedness, proactively mitigating the effects of climate change and capitalizing on
opportunities for growth and innovation. The key findings are:
Physical risks: Ontex analyzed operational disruptions due to extreme weather, focusing
on core production sites and the vulnerability of pulp and cotton in the supply chain. Under
the IPPC RCP 8.5
[1]
(BAU 3.2-4.5) scenario, risks include market price fluctuations,
production inefficiencies and rising raw material costs. These risks were evaluated based on
asset value, potential turnover losses and cost increases, considering that the production
sites that would be slowed down by one or more specific climate event. Those estimations
take into account the volume produced by each site, the kind of products, the likelihood of
each climate risk at the specific location of a production site, as well as the existing solutions
in place to protect production sites against such risks.
Transition risks: Ontex explored risks under the IPPC RCP 2.6
[2]
(1.5-2.0) scenario, such as
carbon taxes and upcoming EU regulations. This analysis highlighted potential financial
impacts from carbon pricing over 30 years, assessed against potential losses of EBITDA.
Accelerating decarbonization through investments in new machinery and technology was
identified as a necessary yet costly endeavor.
Opportunities: Opportunities like public funding and tax incentives were identified to
support decarbonization efforts and innovation goals.
Early investment in decarbonization may incur higher initial costs but offer long-term value
compared to disorderly transitions, which would prove costlier if the reduction in carbon
intensity is delayed. Ontex found no assets or business activities incompatible with the
transition to a climate-neutral economy, reinforcing its ability to adapt to evolving climate
demands while reducing GHG emissions.
assumes limited new policies or regulatory measures
[2] RCP2.6 is a ’stringent mitigation’ scenario and is considered a ‘best-case’ scenario: It models a future with
lower greenhouse gas emissions, resulting in less severe impacts of climate change. It aims to below 2°C above
pre-industrial temperatures. The RCP2.6 scenario combines assumptions on the adoption of drastic climate
>> 179 > Ontex annual report 2024
Methodology of the climate-related scenario analysis
The climate-related scenario analysis considered Ontex's core operations (in Europe and the
Americas) and key suppliers potentially exposed to extreme weather events, such as fluff and
cotton suppliers. The analysis used geospatial coordinates for Ontex's operations and regional
information for value chain data. The short-, medium- and long-term time horizons were
considered in relation to material climate risks and opportunities, similar to Ontex’s Enterprise
Risk Management (ERM) exercise. Additionally, sensitivity and exposure assessments were
conducted using the following steps:
Initial risk categorization: Climate-related hazards from the ESRS were reviewed and risks
unlikely to impact Ontex’s business continuity were identified.
Relevance assessment: Risks deemed irrelevant due to geographical location, non-
applicability to Ontex’s activities or existing mitigation measures (by Ontex or third parties)
were excluded. Risk levels were evaluated based on the projected decrease in production
caused by climate-related events.
Exposure analysis: Risks with a medium to severe impact on Ontex’s business continuity
or asset value were identified.
Vulnerability assessment: A materiality analysis was performed to assess the significance
of each climate-related risk to Ontex’s operations.
The risk analysis identified the remaining risks for Ontex, for which a vulnerability analysis was
conducted. These include heatwave, wildfire, riverine flood and pluvial flood, which pose risks
to Ontex operations. Additionally, potential risks impacting Ontex operations within the supply
chain were assessed, including water stress, coastal flooding, heatwave, fire season length and
extreme fire days. These risks were assessed to have no significant impact on Ontex’s
operations or supply chain at this time.
SUS-3.1.3 Policies related to climate change mitigation and
adaptation
Ontex addresses climate concerns by integrating them into the Company’s organizational
practices and policies, demonstrating a strong commitment to sustainability.
mitigation policies, technological advancements (such as carbon capture and storage), lower energy intensity and renewable energy development.
>> 180 > Ontex annual report 2024
Policy
Purpose
ESG topics
Scope
Sustainability
policy
Emphasize the importance of renewable energy and energy efficiency, employing an
integrated management system to address climate-related risks through mitigation and
adaptation strategies.
Commit to renewable resource usage, transparency and sustainable sourcing practices.
Suppliers must ensure traceability and compliance with sustainable material standards,
including wood, cotton and bio-based plastics. This includes adherence to third-party
certifications, such as FSC for wood and GOTS for cotton, to promote ethical resource
management.
Implement measures to identify and manage climate-related risks. These actions aim to
enhance operational resilience and secure the supply chain against potential climate impacts.
Address climate change through a dual approach of mitigation and adaptation. Mitigation
efforts focus on reducing GHG emissions across the value chain, with specific goals for
minimizing resource use.
Prioritize resource efficiency by reducing dependency on virgin materials and promoting
material recovery and reuse. Key measures include adopting renewable materials,
implementing innovative recycling processes and integrating circular design principles into
products to minimize waste.
Employ an integrated management system to identify and capitalize on circular opportunities
across operations and the supply chain. Initiatives include optimizing packaging to enhance
recyclability, increasing the use of renewable and recycled content in products and
collaborating with partners to close material loops.
Through these strategies, the policy underscores Ontex’s dedication to reducing emissions
and fostering a climate-resilient business model. This policy underscores Ontex’s dedication
to reducing environmental impact, extending product lifecycles and fostering a resilient,
circular economy.
Energy consumption and mix
Gross Scopes 1, 2, 3 and Total GHG emissions
Resource inflows
Resource outflows
Products and materials
All employees and non-
employee workers in
Ontex’s workforce and
its suppliers’ workforce
Climate and
circularity
policy
Focuses on reducing GHG emissions, prioritizing energy efficiency and renewable energy, and
incorporating low-impact materials in products
Focuses on sustainable material sourcing, product design for recyclability and minimizing
waste to advance circular economy principles
Energy consumption and mix
Gross Scopes 1, 2, 3 and Total GHG emissions
Resource inflows
Resource outflows
Products and materials
All employees, suppliers,
customers, investors and
communities impacted
by Ontex’s operations
>> 181 > Ontex annual report 2024
SUS-3.1.4 Taking actions and resources in relation to climate
change policies
Ontex’s actions to address climate change actions include transitioning to renewable energy,
enhancing production efficiency and developing low-impact, circular products that align with
evolving market demands and customer expectations. While climate physical risks are limited
for Ontex, we take local measures to mitigate their impact which is integrated in the business
continuity plan (such as efficient cooling systems to address heatwaves, maintenance of green
spaces to reduce the risk of wildfires and ood barriers to protect against flooding). We plan to
further analyze climate risks to enhance resilience and adaptation strategies.
Transitioning to renewable energy and enhancing efficiency
In 2024, Ontex continued prioritizing energy efficiency through initiatives such as installing
advanced equipment to optimize energy usage and an energy recovery system, resulting in
reduced gas consumption. In the past year, the Company consistently lowered energy intensity
and it remains committed to sustaining this trajectory.
To build on these achievements, Ontex is exploring electrification options for equipment
currently reliant on fossil fuels, aiming to further decrease energy consumption per unit
produced while maintaining a strong focus on efficiency.
Developing low-impact, circular products
Ontex achieved a 6.3% reduction in scope 3 emissions compared to 2020, largely due to
innovative advancements in the usage of raw materials. Embedding sustainability into every
product remains a core commitment, with carbon reduction being a key driver of value
creation. The Company is dedicated to developing products with lower carbon footprints,
enabling customers to incorporate sustainable features into their offerings seamlessly.
Ontex’s emissions reduction journey begins with its suppliers. Accessing resources and
materials that help lower emissions in an affordable way is essential. To this end, the Company
collaborates with suppliers on two fronts:
Incorporating raw materials with high performance and lower carbon intensity to reduce
the carbon footprint of its products.
Improving transparency in sourcing key raw materials, fostering accountability and
enabling a clearer assessment of its environmental impact.
Product design is equally vital, aligning with customer needs through close collaboration. Ontex
co-designs products with customers and provides a detailed product scorecard offering
insights into environmental impact. In 2024, the product scorecard was further enhanced to
support stakeholders in making informed decisions about the environmental impact of the
Group’s products.
Future focus and resources allocation
Looking ahead, Ontex will focus on executing planned reductions across its own operations
and product designs operations while also driving anticipated reductions across its value chain.
This includes enhancing operational efficiencies, adopting sustainable practices and working
closely with partners to minimize the environmental impact of the Company’s operations.
Simultaneously, it will collaborate with suppliers and customers to embed sustainability
throughout the value chain.
Successfully implementing these actions depends on the availability and allocation of financial
and human resources. Investments in technology and capacity building are critical to driving
the necessary changes.
The graph below illustrates the planned emissions reductions by 2030, outlining key actions to
reduce emissions and support Ontex’s long-term climate goals.
>> 182 > Ontex annual report 2024
The monetary amounts for the required capital expenditures and operational expenditures for
the current year to implement these actions are disclosed in the section SUS-3.3 Taxonomy.
SUS-3.1.5 Metrics and targets
Targets related to climate change mitigation and adaptation
Ontex is committed to reducing absolute scope 1 and 2 (market-based) GHG emissions by
80% by 2030, compared to a 2020 baseline.
The Group aims to increase annual sourcing of renewable electricity from 75% in 2020 to
100% by 2030.
Ontex also seeks to reduce absolute scope 3 GHG emissions covering purchased goods
and services, upstream transportation and distribution, and end-of-life treatment of sold
products by 25% by 2030, using 2020 as a baseline.
These targets cover all of Ontex’s operational activities and align with the Paris Agreement's
goal of limiting global warming to 1.5°C, independently validated by the Science Based Targets
initiative (SBTi). Developed through the SBTi process, these targets were set with active
stakeholder involvement, ensuring broad engagement and transparency across Ontex’s
governance framework.
Ontex’s recent divestment resulted in a change to the baseline value. In 2025, Ontex will re-
submit its targets in line with SBTi guidelines whenever significant changes occur, ensuring
continued alignment. To maintain comparability and accurate progress tracking, all figures in
this report are presented using the same scope. The baseline value against which progress is
measured remains representative of Ontex’s activities.
SUS-3.1.6 Energy consumption and mix
In the past year, Ontex has consistently reduced its energy intensity and the Company is
committed to sustaining this momentum. Efforts to electrify specific equipment that is currently
dependent on fossil fuels are being explored to further reduce energy consumption per unit
of production.
The Company remains focused on sourcing 100% of its electricity from renewable sources. In
2024, 94% of Ontex’s electricity consumption was derived from renewables, with 5% generated
on-site (renewable energy is purchased via instruments such as Guarantee of Origins or
Renewable Energy Certificates, where 44% is bundled with instruments and 56% is coming from
unbundled instruments). This transition has significantly contributed to reducing scope 1 and
2 emissions by 55% compared with the 2020 baseline. Electricity remains the primary energy
source in Ontex’s plants, making renewable power a critical component of its sustainability
strategy.
>> 183 > Ontex annual report 2024
Energy consumption and mix
2022
2023
2024
(1) Fuel consumption from coal and coal products (MWh) 0 0 0
(2) Fuel consumption from crude oil and petroleum products (MWh)
18,220
20,520
19,780
(3) Fuel consumption from natural gas (MWh)
33,873
32,786
29,999
(4) Fuel consumption from other fossil sources (MWh) 376 411 392
(5) Consumption of purchased or acquired electricity, heat, steam and cooling from fossil sources (MWh)
11,214
22,666
20,103
(6) Total fossil energy consumption (MWh) (calculated as the sum of lines 1 to 5)
63,683
76,382
70,274
Share of fossil sources in total energy consumption (%)
17.7
21.0
18.5
(7) Consumption from nuclear sources (MWh)
0
0
0
Share of consumption from nuclear sources in total energy consumption (%)
0
0
0
8) Fuel consumption for renewable sources, including biomass (also comprising industrial and municipal waste of biologic origin, biogas, renewable
hydrogen, etc.) (MWh)
128
124
47
(9) Consumption of purchased or acquired electricity, heat, steam and cooling from renewable sources (MWh)
284,628
271,015
291,154
10) Consumption of self-generated non-fuel renewable energy (MWh)
11,260
16,950
17,583
(11) Total renewable energy consumption (MWh) (calculated as the sum of lines 8 to 10)
296,016
288,089
308,784
Share of renewable sources in total energy consumption (%)
82
79
81
Total energy consumption (MWh) (calculated as the sum of lines 6, 7 and 11)
359,699
364,471
379,058
Energy intensity per net revenue
2023
2024
2024/2023
Total energy consumption (MWh)
364,471
379,058
4%
Net revenue from activities in high climate
impact sectors used to calculate energy
intensity ((mio €)
2,122
2,145
1%
Net revenue (other)
(mio €)
0 0
0%
Total net revenue (mio €)
2,122
2,145
1%
Energy intensity per net revenue
(MWh/mio €)
171.8
176.8
3%
Ontex’s operations are registered under NACE codes 17220 (Manufacture of household and
sanitary goods and of toilet requisites) and 17120 (Manufacture of paper and paperboard).
These are identified as activities in high climate impact sectors under Regulation (EU)
2019/2088 and Annex 1 of the related Delegated Regulation on sustainable investment
disclosures. The intensity metrics below are derived from these activities.
Methodologies and assumptions
Ontex’s energy consumption data are collected at the plant level and consolidated at the
group level. Electricity, the largest energy source, is a key focus in the Company’s transition
to renewables under its Sustainability Strategy.
The scope of renewable energy is defined according to the Greenhouse Gas Protocol Scope
2 Guidance, encompassing energy from wind, solar, biomass (including bio- and other
naturally produced gas), hydropower (including marine hydro) and geothermal sources. All
on-site electricity is generated through solar power.
The divested plants (Algeria and Pakistan-based operations) have been excluded from the
report to ensure comparability across different years.
>> 184 > Ontex annual report 2024
SUS-3.1.7 Gross scopes 1, 2, 3 and total GHG emissions
Ontex’s scope 1, 2 and 3 GHG emissions
The table below shows the progress of Ontex’s scope 1, 2 and 3 emissions in the past 3 years.
GHG emissions
Progress reporting
Targets
2020
2023
2024
2024/2023
2024/2020
2030
2050
Scope 1 GHG emissions
Gross scope 1 GHG emissions (tCO2eq)
8,476
12,376
12,748
3.0%
Percentage of scope 1 GHG emissions from regulated emission trading schemes (%)
0
0
0
Biogenic emissions of CO2 carbon from the combustion or biodegradation of biomass
0
0
0
0%
Scope 2 GHG emissions
Gross location-based scope 2 GHG emissions (tCO2eq)
87,807
74,306
79,978
7.6%
Gross market-based scope 2 GHG emissions (tCO2eq)
36,042
6,675
7,300
9.4%
Scope 1+2 emissions (market-based)
44,517
19,051
20,049
5.2%
-55%
-80%
Scope 3 GHG emissions
Total Gross indirect (scope 3) GHG emissions (tCO2eq)
2,594,912
2,396,666
2,437,459
1.7%
-6.1%
-25%
1. Purchased goods and services (tCO2eq)
1,189,528
1,090,714
1,064,340
-2.4%
2. Capital goods (tCO2eq)
89,350
81,367
103,562
27.3%
3. Fuel and energy-related. Activities (not included in scope1 or scope 2 (tCO2eq))
7,798
9,043
9,376
3.7%
4. Upstream transportation and distribution (tCO2eq)
222,074
212,614
239,655
12,7%
5. Waste generated in operations (tCO2eq)
19,311
19,137
17,293
-9.6%
6. Business traveling (tCO2eq)
432
833
888
6.6%
7. Employee commuting (tCO2eq)
Not Applicable
8. Upstream leased assets (tCO2eq)
Not Applicable
9. Downstream transportation (tCO2eq)
57,067
52,084
53,128
2.0%
10. Processing of sold products (tCO2eq)
Not Applicable
11. Use of sold products (tCO2eq)
Not Applicable
12. End-of-life treatment of sold products (tCO2eq)
1,009,353
930,873
949,217
2.0%
13. Downstream leased assets (tCO2eq)
Not Applicable
14. Franchises (tCO2eq)
Not Applicable
15. Investments (tCO2eq)
Not Applicable
Total GHG emissions (location-based) (tCO2eq)
2,691,195
2,483,348
2,530,185
1.9%
Total GHG emissions (market-based) (tCO2eq)
2,639,429
2,415,718
2,457,507
1.7%
>> 185 > Ontex annual report 2024
Methodology and assumptions
Scope 1-2 GHG emissions
Ontex reports absolute scope 1 and 2 emissions in line with the Greenhouse Gas Protocol
methodology. The reported emissions cover sites specified in E1, excluding sales offices
unrelated to manufacturing plants. These exclusions meet the cut-off criteria, as they
represent less than 1% of the total climate impact.
The disclosed scope 1 and scope 2 emissions are expressed in tons CO
2
-equivalents
(tCO
2
e). Calculations are based on primary data collected on-site and converted to GHG
emissions using relevant emission factors, including those from Bilan Carbone, the UK
Government GHG Conversion Factors for Company Reporting, IEA, and supplier-specific
factors for electricity. These factors differentiate between the percentage of biomass or
biogenic CO
2.
Scope 2 emissions are disclosed according to both market-based
[3]
and location-based
[4]
methodologies. GHG emissions intensity is calculated by dividing the total market-based
scope 1 and scope 2 emissions (in tCO
2
e) by Ontex’s total revenues (in ):
GHG emissions intensity (tCO
2
/€) = (Scope 1 + scope 2)/Total revenues
Scope 3 GHG emissions
Scope 3 emissions are reported following the Greenhouse Gas Protocol methodology using
the operational control approach
[5]
. Ontex’s scope 3 reporting includes categories such as:
Emission conversions are based on supplier-specific emission factors when available, covering
56% of emissions from purchased goods and services. When emission conversions are
unavailable from suppliers and for other Scope 3 categories, data rely on factors published by
Ecoinvent, GLEC, DEFRA (GHG Conversion Factors for Company Reporting) and ADEME (Base
Empreinte
®
).
The following categories were identified as not applicable to Ontex: upstream leased assets,
processing of sold products, use of sold products, downstream leased assets, franchises and
investments. Additionally, employee commuting is currently excluded from the scope of the
analysis and has been identified as having a non-significant impact on the overall results (based
on Life Cycle Assessment (LCA) results). The divested plants (Algeria and Pakistan-based
operations) have been excluded from the report to ensure comparability across different years.
The exclusions have a minimal impact on the overall result, accounting for less than 5% of the
total. The recent divestment does not have an impact on the achievements from previous years
or the presentation of progress over time, as all the numbers have been restated to align with
the current scope of operations.
Assumptions and limitations
Ontex prioritizes an activity-based approach to calculate Scope 3 emissions, with a primary
focus on the most significant categories (purchased goods and services, upstream
transportation and distribution, end-of-life treatment of sold products). A spend-based
approach was only used to assess the emissions from the category: capital goods.
Allocation is minimized wherever possible. When necessary, physical allocations (e.g. end-of-
life emissions) are preferred over economic allocations (e.g. purchased goods and services,
and capital goods). Consistency across years is ensured by maintaining the same default
emission factors, with updates introduced periodically to account for significant changes. The
biogenic CO
2
emissions from the combustion or biodegradation of biomass within the
upstream and downstream value chain are not currently tracked separately from gross scope
3 emissions.
purchased goods and services
upstream distribution
capital goods
business travel
fuel and energy related activities
[6]
waste generated in operations
downstream transportation
end-of-life treatment of sold products
[3] A market-based method reflects emissions from electricity that companies have purposefully chosen,’ GHG Protocol Scope 2 Guidance.
[4] A location-based method reflects the average emissions intensity of grids on which energy consumption occurs,’ GHG Protocol Scope 2 Guidance.
[5] Under the operational control approach, a company accounts for 100 percent of the GHG emissions over which it has operational control. It does not account for GHG emissions from operations in which it owns an interest but does not
have operational control,’ Corporate Value Chain (Scope 3) Accounting and Reporting Standard.
[6] Not included in scope 1 or 2.
>> 186 > Ontex annual report 2024
GHG intensity per net revenue
The table below shows the GHG intensity per net revenue.
GHG intensity per net revenue
[7]
2023
2024
2024/2023
Total GHG emissions (market-based) per net
revenue (tCO2eq/mio €)
1,138 1,146 1%
Total GHG emissions (location-based) per net
revenue (tCO2eq/mio )
1,170
1,180
1%
SUS-3.1.8 GHG removals and GHG mitigation projects
financed through carbon credits
GHG removals and storage within Ontex’s operations or its upstream and downstream value
chains are not applicable.
SUS-3.1.9 Internal carbon pricing
Currently, Ontex does not apply internal carbon pricing schemes. While internal carbon pricing
can serve as an effective tool for embedding the cost of carbon emissions into business
decision-making, the Company has chosen alternative strategies to drive its decarbonization
efforts.
These strategies prioritize targeted initiatives to reduce emissions across the value chain, with
a particular focus on measurable reductions in scope 1, 2, and 3 emissions. Ontex will continue
evaluating the potential integration of internal carbon pricing into its sustainability program as
part of its ongoing review of tools that enhance regulatory compliance and ambitious climate
action.
[7] Total net revenue is disclosed in the section Energy consumption and mix
This evaluation will consider:
the evolving regulatory landscape;
stakeholder expectations; and
the effectiveness of carbon pricing mechanisms in achieving further carbon reductions.
SUS-3.1.10 Anticipated financial effects from material physical
and transition risks and potential climate-related
opportunities
Based on Ontex’s climate risk assessments, no significant financial effects from material
physical or transition risks are anticipated in 2025. Ontex’s current operations and strategies
are resilient with respect to foreseeable near-term climate impacts, ensuring business
continuity and financial stability. As a result, there is no immediate necessity to set specific
climate adaptation targets at this time.
However, the assessments highlight that financial effects could emerge over the longer term,
particularly after 2050, as the physical climate impacts intensify and regulatory and market
conditions evolve. Potential financial effects may include:
increased operating costs due to resource scarcity;
market demand shifts driven by the energy transition; and
required investments in climate adaptation measures.
To ensure climate resilience, a sustainability approach is already included in Ontex business
models, with a focus on competitive and sustainable innovation that in particular address
transitional risks. Ontex remains committed to monitoring climate risks and opportunities,
integrating climate resilience into long-term planning, and proactively adapting the Company’s
strategies to address emerging challenges and seize opportunities linked to the global
transition to a low-carbon economy. In the coming years, Ontex will further develop its
Adaptation and Mitigation plan to reduce vulnerabilities and enhance the capacity to adapt to
or mitigate the climate-related risks.
>> 187 > Ontex annual report 2024
SUS-3.2 ESRS E5: Resource use and circular economy
SUS-3.2.1 Impacts, risks and opportunities management
Description of the processes to identify and assess material
resource use and circular economy-related impacts, risks and
opportunities
Ontex is committed to addressing global challenges related to resource use and circularity by
embedding sustainable practices into its operations. Through a double materiality assessment,
the Company identifies and evaluates both financial and environmental-social material impacts,
risks and opportunities.
The process involves:
screening global trends, regulatory developments and stakeholder expectations;
engaging with suppliers, customers and consumers to identify critical impact areas; and
evaluating the environmental impact of products throughout their lifecycle, enabling the
Company to map risks such as resource scarcity and regulatory changes as well as
opportunities for innovation and circular design.
These findings are integrated into Ontex’s strategies to guide sustainable sourcing, improve
waste management and develop circular solutions. The Company extends its assessments
across the entire value chain, addressing upstream and downstream impacts, especially in
relation to plastics, waste and recycling. Regular consultations with stakeholders ensure
inclusivity and provide valuable insights to refine its approach. By embedding circularity and
sustainability into its operations, Ontex aims to reduce its carbon footprint, align with emerging
regulatory frameworks (such as extended producer responsibility schemes) and drive
meaningful change in the personal hygiene sector. Affected communities are addressed
through Ontex’s due diligence program. For more details, see section SUS-4.2.
SUS-3.2.2 Policies related to resource use and circular
economy
Ontex recognizes the risks posed by resource scarcity, price volatility and evolving regulations,
which could disrupt operations and increase costs. To mitigate these risks, the Company is
committed to incorporating circular economy principles into its Climate and Circularity Policy
and Sustainability Policy. The Ontex Climate and Circularity Policy incorporates climate-
related and circular economy risks into the Company’s risk management framework to enhance
resilience and sustainability. Core focus areas include strengthening climate resilience to
ensure business continuity and addressing circularity risks arising from regulatory changes and
market demands (e.g. tackling end-of-life challenges for hygiene products by developing
specialized recycling solutions, ensuring recyclability of Ontex packaging). The Climate and
Circularity Policy addresses the circular economy principles and aims to minimize waste and
maximize resource efficiency by using recyclable materials and materials made with renewable
resources for products and operations. For more details, see ‘Policies related to climate change
mitigation and adaptation’ in section SUS-3.1.3.
SUS-3.2.3 Actions and resources related to resource use and
circular economy
The pursuit of circularity is a shared commitment across Ontex. In the past five years, the
Company has achieved significant milestones, including a 10% reduction in the weight of
diapers and incontinence products, as part of its efforts to use fewer materials without
compromising performance. This progress underscores the Company’s dedication to product
innovation and continuous improvement in resource efficiency and environmental impact.
Other key initiatives include:
Actively promoting eco-labelling initiatives, empowering market actors and consumers to
contribute to a circular economy. Ontex also supports the implementation of the
extended producer responsibility scheme in France for absorbent hygiene products by
joining the board of the responsible organization in 2025. Ontex plans to stay involved in
the governance of this organization in the coming years, ensuring the Company’s continued
contribution to sustainability efforts and the advancement of a circular economy.
Enhancing the environmental profile of Ontex’s packaging by increasing the share of
recycled content. Aiming to achieve at least 30% recycled or renewable content in plastic
packaging by the end of 2025, the Company aspires to contribute to a more circular and
>> 188 > Ontex annual report 2024
eco-friendly packaging system, aiming to positively impact the entire value chain. It
promotes the incorporation of recycled content in primary packaging and already primarily
uses recycled materials for cardboard packaging. This initiative will continue, with the
ambition to further increase recycled content and expand sustainable packaging practices
in the coming years.
Optimizing materials for sustainability, a commitment reected in the use of bio-based
and natural materials in new products. The Company monitors its products’ footprint from
design to end-of-life, ensuring sustainable choices at every stage. Collaboration with
suppliers ensures the selection of optimal raw materials, while the Company empowers its
customers to embrace sustainability. This approach will remain a central focus as Ontex
moves forward, strengthening its commitment to sustainable practices for the future.
As a key partner for its retailer brand and institutional customers, Ontex supports the transition
towards sustainable products and packaging by sharing knowledge, tools and solutions.
Although the pace of this transition is largely dictated by customer demand, Ontex actively
works to reduce environmental impact through collaborative efforts across the value chain.
The monetary amounts for the required capital expenditures and operational expenditures for
the current year to implement these actions are disclosed in the section SUS-3.3 Taxonomy.
SUS-3.2.4 Metrics and targets
Targets related to resource use and circular economy
Ontex is committed to advancing a more circular economy through a comprehensive and multi-
faceted approach. Ambitious targets have been set related to resource use and circularity,
including achieving 100% recyclable packaging by 2025 and integrating alternative solutions to
replace fossil-based materials in the Company’s products. These targets were developed on a
voluntary basis through a thorough evaluation of industry best practices, material innovation
opportunities and regulatory requirements to ensure their feasibility and alignment with global
circular economy goals.
Stakeholder collaboration has been central to this process, involving partnerships with
suppliers, customers and recycling industry experts to create targets that reflect shared
priorities and practical implementation pathways. Ontex’s product design strategy prioritizes
compatibility with end-of-life solutions, enabling maximization of the value and utility of
products throughout their lifecycle and minimizing the use of primary raw materials. By
engaging stakeholders at every stage from sourcing sustainable materials to enhancing
recycling infrastructure the Company fosters a more inclusive and effective transition to
circularity while driving innovation and reducing its environmental footprint.
As part of its circular economy initiatives, Ontex prioritizes the use of renewable resources,
such as pulp and cotton. Recognizing that renewable materials can carry higher risks to
biodiversity and ecosystems, additional diligence measures have been implemented. The
Company ensures that its renewable materials are sustainably sourced (in line with the
cascading principle improving their efficient use). We aim to have wood-based raw materials
come exclusively from certified sources and cotton of organic origin.
Ontex's targets related to the circular economy reflect its commitment to focusing on
sustainable material sourcing, product design for recyclability and waste minimization to
advance circular economy principles as described in various policies.
>> 189 > Ontex annual report 2024
SUS-3.2.5 Resource inflows
For Ontex, resource inflows primarily consist of raw materials and products, including
packaging materials, used in the Company’s own operations and throughout its upstream value
chain. Key raw materials include a variety of polymers, such as polyethylene and polypropylene,
as well as absorbent materials and other components crucial for manufacturing personal
hygiene products.
Ontex is focused on increasing the recyclable content and renewable content in its products
and packaging, aiming to reduce environmental impact and increase circularity. Pulp, a
renewable resource used in the production of absorbent hygiene products, is also
incorporated, ensuring responsible sourcing of materials.
For 2024, Ontex reports a total weight of approx. 571,000 tons of materials used in
manufacturing, including packaging, pulp, polymers and other components, with 1,100 tons
sourced from recycled components (6%) and 287,000 tons of biological materials (50%). And
42% of the total tons sources has been certified against schemes such as FSC, PEFC, ISCC+, and
GOTS
[8]
.
(of the wood-based raw materials, 94% is certified by scheme such as FSC and PEFC
schemes).
The table below provides a more detailed breakdown of the technical materials used.
Sustainable products
[9]
2022 2023 2024 2024/2023
Recycled content in product (%)
0
0
0
0 pp
Recycled content in plastic
packaging (%)
[10]
NA
10
13
+3 pp
Plastic primary packaging
containing recycled content (%)
11
19
20
29
+9 pp
Recycled content in paper
and cardboard packaging (%)
[12]
96
97
92
-5 pp
[8] PEFC (PEFC/07-32-261)/FSC® (FSC-C081844)
[9] The methodologies used to calculate the data on resource inflows at Ontex are based on direct measurement
of production inputs across operations. For recycled content, data from suppliers are used to ensure accurate
accounting of recycled materials. For renewable origin materials, traceability is ensured through sourcing
information, with certifications like FSC, PEFC, and GOTS verifying that materials are sustainably sourced.
[10] Calculated as the total weight of recycled material / total weight of plastic packaging
[11] Calculated as the total weight of plastic packaging containing recycled content / total weight of plastic packaging
SUS-3.2.6 Resource outflows
Ontex’s key products, such as baby care (diapers and pants), feminine care items and adult
incontinence products, are designed with a focus on circular principles, particularly in the
packaging. While the products themselves are single-use, designed to be used for a few hours
before disposal, they are not suitable for reusability, repairability, disassembly, remanufacturing
or refurbishment. Ontex works to ensure that its packaging can be effectively recycled after
use. Additionally, the Company is eager to pilot new recycling technologies for its products, as
no technically or economically viable solutions currently exist.
While Ontex’s packaging, whether in the form of plastic bags or cardboard boxes, is designed
for recyclability, the success of recycling is contingent upon the effectiveness of local waste
collection schemes in the respective countries where the packaging is used.
Recyclable content
[13]
2022
2023
2024
2024/2023
Recyclable content in products
(%)
0
0
0
0%
Recyclable content in products’
packaging (%)
98
98
98
0%
In pursuit of operational excellence, the Company actively works to minimize the amount of
waste generated in its operations, which primarily consists of plastic waste, cardboard and
textiles. Although not being a material topic, we voluntarily disclose the production waste
figures below.
In 2024, 9% of production waste was sent to recycling with energy recovery and <1% to
recycling without energy recovery.
[12] Ontex has limitations in direct approaching customer and supplier-specific data for their Russian entity,
stemming from European sanctions, however the disclosures in the CSRD report, including the Russian
activities, are based on our comprehensive management approach, which encompasses our commitment to
workers in the value chain, consumers and end-users, and our overall business conduct.
[13] As there are currently no technically or economically viable solutions to recycle its products, Ontex assumes
0% recyclable content in its products. For packaging, the Company assesses the criteria for relevant standards
and ensures compliance with all necessary requirements.
>> 190 > Ontex annual report 2024
Production waste
[14]
2022
2023
2024
2024/2023
Total waste generated
33,940
34,873
33,549
-4%
Hazardous waste diverted from disposal
78
107
123
15%
Hazardous waste diverted from disposal due to preparation for reuse
0
0
0
0%
Hazardous waste diverted from disposal due to recycling
77
107
123
15%
Hazardous waste diverted from disposal due to other recovery operations
1
0
0
0%
Non-hazardous waste diverted from disposal
27,997
29,378
27,482
-6%
Non-hazardous waste diverted from disposal due to preparation for reuse
645
735
1.340
82%
Non-hazardous waste diverted from disposal due to recycling
26,072
28,643
26,142
-9%
Non-hazardous waste diverted from disposal due to other recovery operations
1.280
0
0
0%
Hazardous waste directed to disposal
246
200
248
24%
Hazardous waste directed to disposal by incineration 207 183 231 26%
Hazardous waste directed to disposal by landfilling
0
0
1
0%
Hazardous waste directed to disposal by other disposal operations
39
17
16
-6%
Non-hazardous waste directed to disposal
5,619
5,186
5,697
10%
Non-hazardous waste directed to disposal by incineration
2,645
2,439
3,028
24%
Non-hazardous waste directed to disposal by landfilling
2,767
2,513
2,446
-3%
Non-hazardous waste directed to disposal by other disposal operations
207
234
223
-5%
Total amount of waste diverted from disposal
28,075
29,485
27,605
-6%
Total amount of waste directed to disposal
5,865
5,386
5,945
10%
Non-recycled waste (%) 17% 15% 18% +3 pp
Total amount of hazardous waste
324
307
371
20%
Total amount of radioactive waste
0
0
0
0%
[14] Production waste is directly reported by the company's factories based on various criteria such as waste type (e.g., plastic, metals), waste classification (hazardous or non-hazardous), the quantity produced, and the processing methods
applied to each waste stream.
>> 191 > Ontex annual report 2024
SUS-3.2.7 Anticipated financial effects from resource use
and circular economy-related impacts, risks and
opportunities
At this stage, Ontex is in the process of measuring the financial effects related to resource use
and circular economy impacts, risks and opportunities. As such, the Company has chosen to
omit a response to this question in the current report.
SUS-3.3 Disclosures pursuant to Article 8 of Regulation
2020/852 (Taxonomy Regulation)
SUS-3.3.1 Core business activities Taxonomy-non-eligible
The Taxonomy Regulation is a key component of the European Commission's action plan to
redirect capital flows towards a more sustainable economy. It represents a major step towards
achieving carbon neutrality by 2050 in line with EU goals as the Taxonomy is a classification
system for environmentally sustainable economic activities.
Article 8(2) of Regulation (EU) 2020/852 requires non-financial undertakings to disclose
information on the key performance indicators (KPIs) related to the proportion in their turnover
of environmentally sustainable economic activities (‘Taxonomy-aligned activities’) and the
proportion of their capital expenditure and their operating expenditure related to assets or
processes associated with environmentally sustainable economic activities.
As indicated in the Delegated Regulation of (EU) 2021/2178, non-financial undertakings shall
disclose the proportion of Taxonomy-eligible and alignment of economic activities in their total
turnover, capital and operational expenditure and the qualitative information for reporting year
2024, including comparative figures for eligibility.
SUS-3.3.2 Methodology
This section presents the ‘step by step’ methodology applied by Ontex to execute the taxonomy
eligibility assessment. The process covers three main steps.
Step 1: Long list to medium list
Screening of the long list of existing EUT activities, including the 151 activities listed in the
current version of EU Taxonomy Compass. Exclusion of the obviously unrelated EUT activities,
by comparing them with Ontex core and non-core activities. The medium list was composed by
25 activities.
>> 192 > Ontex annual report 2024
Step 2: Medium list to short list
A questionnaire was prepared to ease Ontex assessment of the medium list. Based on Ontex
answers, a short list of 13 activities was established. This short list is composed by EUT activities
performed by Ontex or by a subcontractor.
Step 3: Detailed analysis and identification of eligible revenues,
CapEx and Opex categories
A detailed assessment of the remaining 13 EUT activities within the short list was performed:
Title and description of each activity
Existence or not of a revenue stream
Existence or not of related CapEx and/or OpEx
In case of identified revenue stream, CapEx or OpEx, existence or not of a specific
financial analytics category to identify the right financial figures.
We consider as core-activity Ontex’s primary business operations, which serve as the main
source of its revenue and define its fundamental purpose. Ontex generates most of its income
through the development, production, and distribution of personal care products. This is
considered as its core activity as it’s central to the company mission and economic strategy.
A non-core or side activity refers to business operations that are secondary to Ontex’s main
business but still generate additional revenue. For instance, if the company generates excess
electricity from solar power generation and sells it, or rents out part of its office space, these
would be considered non-core or side activities. While they support the business, they are not
central to its primary revenue model or mission and could be potentially externalized in the
future.
Conclusion
Ontex’s does not have any eligible revenue generated from its core or non-core activities, when
assessing the current list of eligible activities from EU taxonomy. For the activities below, Ontex
has 3 activities eligible for CapEx (7.3, 7.4, 7.5) & 4 for OpEx (7.3, 7.4, 7.5, 8.2). In 2024 we
identified 3 activities with eligible CapEx: 7.3. (Installation, maintenance and repair of energy
efficiency equipment), 7.4 (Installation, maintenance and repair of charging stations for electric
vehicles in buildings (and parking spaces attached to buildings)) & 7.5. (Installation,
maintenance and repair of instruments and devices for measuring, regulation and controlling
energy performance of buildings).
SUS-3.3.3 Accounting policies
Ontex determines the Taxonomy-eligible KPIs in accordance with the legal requirements and
describes its accounting policy in this regard as set out below.
Turnover KPI Definition
The proportion of Taxonomy-eligible economic activities within Ontex’s total turnover (i.e.
consolidated revenue as presented in the consolidated income statement of the Group) is
calculated as the revenue derived from products and services associated with Taxonomy-
eligible economic activities (numerator) divided by the consolidated revenue (denominator).
The denominator of the turnover KPI is based on the Company’s consolidated revenue, in
accordance with IAS 1.82(a). Further details on accounting policies relating to consolidated
revenue are provided in paragraph 7.1.12 of the consolidated financial statements for 2024.
Regarding the numerator and as explained above, no Taxonomy-eligible activities have been
identified.
Ontex’s consolidated revenue can be reconciled with its consolidated financial statements,
specifically the consolidated income statement in the consolidated financial statements for
2024
CapEx KPI Definition
The CapEx KPI is defined as the proportion of Taxonomy-eligible Capital Expenditures (CapEx)
(numerator) divided by Ontex’s total Capex (denominator). Details regarding the numerator are
provided below.
Total CapEx is defined as purchases of property, plant and equipment (IAS 16) and intangible
assets (IAS 38) during the financial year. For further details on Ontex’s accounting policies
regarding its CapEx, refer to paragraphs 7.1.6 and 7.1.7 of the consolidated financial
statements for 2024.
Ontex’s total Capex can be reconciled with the line item ‘Purchases of property, plant and
equipment and intangible assets’ in the consolidated statement of cash flows.
>> 193 > Ontex annual report 2024
OpEx KPI - Definition
The OpEx KPI is defined as the proportion of Taxonomy-eligible Operating Expenditures (OpEx)
(numerator) divided by Ontex’s total OpEx (denominator). Details regarding the numerator are
provided below.
Total OpEx consists of direct non-capitalized expenses incurred to meet the ongoing
operational costs of the business. These include expenses such as non-capitalized research
and development, short-term and low-value leases, maintenance and repair, and any other
direct expenditures relating to the day-to-day servicing of fixed assets (i.e. property, plant and
equipment and intangible assets).
Direct costs associated with training and other human resources adaptation needs are
excluded from both the denominator and the numerator. This approach aligns with Annex I to
Art. 8 of the Delegated Act, which specifies these costs solely for the numerator, rendering a
mathematically meaningful calculation of the OpEx KPI unfeasible.
Reporting error in prior period
In the previous reporting period, CapEx and OpEx related to research and development (R&D)
activities were included in the EU Taxonomy disclosure due to a misinterpretation of the
reporting requirements. To ensure alignment with the EU Taxonomy framework, a
comprehensive assessment was conducted this year to clarify the applicable reporting
categories. As a corrective measure, the R&D-related CapEx and OpEx have been excluded
from this year’s Taxonomy disclosure, ensuring greater accuracy and compliance with the
regulatory guidance.
>> 194 > Ontex annual report 2024
Table proportion of Taxonomy-eligible economic activities in total turnover (%)
2024
Substantial contribution criteria
DNSH criteria (“Does not significantly harm”)
Economic Activities (1)
Code(s) (2)
Turnover (3)
Proportion turnover 2024
(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)
Proportion of Taxonomy-
aligned (A.1) or eligible
(A.2) turnover, 2023 (18)
Category enabling activity
(19)
Cate
-
gory transitional
activity (20)
million
%
Y; N;
EL;
N/EL
Y; N;
EL;
N/EL
Y; N;
EL;
N/EL
Y; N;
EL;
N/EL
Y; N;
EL;
N/EL
Y; N;
EL;
N/EL
Y/N
Y/N
Y/N
Y/N
Y/N
Y/N
Y/N
%
E
T
A. Taxonomy eligible activities
A.1. Environmentally sustainable activities (Taxonomy-aligned)
No economic activities
Turnover of environmentally sustainable
activities (Taxonomy-aligned) (A.1)
-
0%
of which enabling
-
0%
of which transitional
-
0%
A.2. Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities)
No economic activities
Turnover of taxonomy-eligible but not
environmentally sustainable activities
(not Taxonomy-aligned activities) (A.2)
-
0%
Turnover of Taxonomy-eligible activities
(A.1 + A.2)
-
0%
0%
0%
0%
0%
0%
0%
-
-
-
-
-
-
-
0%
0%
0%
B. Taxonomy non-eligible activities
Turnover of Taxonomy-non-eligible
activities (B)
2,167
100%
Total (A+B)
2,167
100%
>> 195 > Ontex annual report 2024
Table proportion of CapEx from products or services associated with Taxonomy-aligned economic activities in 2024
2024
Substantial contribution criteria
DNSH criteria (“Does not significantly harm”)
Economic Activities (1)
Code(s) (2)
CapEx
(3)
Proportion
CapEx 2024 (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)
Proportion of Taxonomy-
aligned (A.1) or eligible
(A.2)
CapEx, 2023 (18)
Category enabling activity
(19)
Cate
-
gory transitional
activity (20)
million
%
Y; N;
EL;
N/EL
Y; N;
EL;
N/EL
Y; N;
EL;
N/EL
Y; N;
EL;
N/EL
Y; N;
EL;
N/EL
Y; N;
EL;
N/EL
Y/N
Y/N
Y/N
Y/N
Y/N
Y/N
Y/N
%
E
T
A. Taxonomy eligible activities
A.1. Environmentally sustainable activities (Taxonomy-aligned)
No economic activities
CapEx of environmentally sustainable
activities (Taxonomy-aligned) (A.1)
-
0%
of which enabling
-
0%
of which transitional
-
0%
A.2. Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities)
Installation, maintenance and
repair of energy efficiency
equipment
CCM
7.3
0.98
0.87%
EL
N/EL
N/EL
N/EL
N/EL
N/EL
Installation, maintenance and
repair of charging stations for
electric vehicles in buildings
(and parking spaces attached
to buildings)
CCM
7.4
0.004
0.004%
EL
N/EL
N/EL
N/EL
N/EL
N/EL
>> 196 > Ontex annual report 2024
2024
Substantial contribution criteria
DNSH criteria (“Does not significantly harm”)
Economic Activities (1)
Code(s) (2)
CapEx
(3)
Proportion
CapEx 2024 (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)
Proportion of Taxonomy-
aligned (A.1) or eligible
(A.2)
CapEx, 2023 (18)
Category enabling activity
(19)
Cate
-
gory transitional
activity (20)
million
%
Y; N;
EL;
N/EL
Y; N;
EL;
N/EL
Y; N;
EL;
N/EL
Y; N;
EL;
N/EL
Y; N;
EL;
N/EL
Y; N;
EL;
N/EL
Y/N
Y/N
Y/N
Y/N
Y/N
Y/N
Y/N
%
E
T
Installation, maintenance and
repair of instruments and
devices for measuring,
regulation and controlling
energy performance of
buildings
CCM
7.5
0.006
0.005%
EL
N/EL
N/EL
N/EL
N/EL
N/EL
CapEx of taxonomy-eligible but not
environmentally sustainable activities
(not Taxonomy-aligned activities) (A.2)
0.99 0.88% 0.88% 0% 0% 0% 0% 0%
CapEx of Taxonomy-eligible activities (A.1
+ A.2)
0.99
0.88%
0.88%
0%
0%
0%
0%
0%
-
-
-
-
-
-
-
0%
0%
0%
B. Taxonomy non-eligible activities
CapEx of Taxonomy-non-eligible
activities (B)
111.4
99,12%
Total (A+B)
112.4
100%
>> 197 > Ontex annual report 2024
Table proportion of OpEx from products or services associated with Taxonomy-aligned economic activities
2024
Substantial contribution criteria
DNSH criteria (“Does not significantly harm”)
Economic Activities (1)
Code(s) (2)
OpEx
(3)
Proportion
OpEx 2024 (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)
Proportion of Taxonomy-
aligned (A.1) or eligible
(A.2)
OpEx, 2023 (18)
Category enabling activity
(19)
Cate
-
gory transitional
activity (20)
million
%
Y; N;
EL;
N/EL
Y; N;
EL;
N/EL
Y; N;
EL;
N/EL
Y; N;
EL;
N/EL
Y; N;
EL;
N/EL
Y; N;
EL;
N/EL
Y/N
Y/N
Y/N
Y/N
Y/N
Y/N
Y/N
%
E
T
A. Taxonomy eligible activities
A.1. Environmentally sustainable activities (Taxonomy-aligned)
No economic activities
OpEx of environmentally sustainable
activities (Taxonomy-aligned) (A.1)
of which enabling
-
0%
of which transitional
-
0%
A.2. Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities)
No economic activities
OpEx of taxonomy-eligible but not
environmentally sustainable activities
(not Taxonomy-aligned activities) (A.2)
-
0%
OpEx of Taxonomy-eligible activities (A.1
+ A.2)
-
0%
0%
0%
0%
0%
0%
0%
-
-
-
-
-
-
-
0%
0%
0%
B. Taxonomy non-eligible activities
OpEx of Taxonomy-non-eligible activities
(B)
122.2
100%
Total (A+B)
122.2
100%
>> 198 > Ontex annual report 2024
Nuclear & fossil gas related activities
Ontex does not engage in, fund or has exposure to nuclear energy or gas-related activities as defined in the following tables.
Nuclear & fossil gas related activities
Yes/No
Nuclear energy related activities
The undertaking carries out, funds or has exposures to research, development, demonstration and deployment of innovative electricity generation facilities that produce energy
from nuclear processes with minimal waste from the fuel cycle.
No
The undertaking carries out, funds or has exposure to construction and safe operation of new nuclear installations to produce electricity or process heat, including for the
purposes of district heating or industrial processes such as hydrogen production, as well as their safety upgrades, using best available technologies.
No
The undertaking carries out, funds or has exposures to safe operation of existing nuclear installations that produce electricity or process heat, including for the purposes of
district heating or industrial processes such as hydrogen production from nuclear energy, as well as their safety upgrades.
No
Fossil gas related activities
The undertaking carries out, funds or has exposures to construction or operation of electricity generation facilities that produce electricity using fossil gaseous fuels. No
The undertaking carries out, funds or has exposures to construction, refurbishment and operation of combined heat/cool and power generation facilities using fossil gaseous
fuels.
No
The undertaking carries out, funds or has exposures to construction, refurbishment and operation of heat generation facilities that produce heat/ cool using fossil gaseous fuels.
No
>> 199 > Ontex annual report 2024
SUS-4 Social information
SUS-4.1 ESRS S1: Own workforce
SUS-4.1.1 Interests and views of stakeholders
The people who make up Ontex’s workforce are among its key stakeholders. The Company
recognizes the importance of listening to them, consulting them and considering their opinions.
Ontex believes that creating a great place to work is a collaborative effort, which can only
succeed with the input and feedback of its employees. Therefore, Ontex continually seeks ways
to gather additional insights and encourages transparent dialogue across its entire workforce.
This is a prerequisite for the successful and sustainable execution of its strategy.
The various ways in which the Company engages with its workforce are outlined in the section
Processes for engaging with own workers and workers’ representatives about impacts.
SUS-4.1.2 Material impacts, risks and opportunities and their
interaction with Ontex’s strategy and business
model
The material impacts, risks and opportunities linked to Ontex’s own
workforce
Being a responsible and caring employer and focusing on ethical and sustainable practices is a
top priority in Ontex’s Sustainability Strategy. This approach has a widespread impact on its
workforce and directly supports the Company’s ability to deliver on its strategy. Ontex
recognizes the profound effect it has on the well-being of its employees and non-employee
workers.
Employees: The core workforce is directly employed by Ontex, working at various site
locations to support daily operations and overall business objectives.
Non-employee workers: These are individuals that work at Ontex facilities but are not
directly employed by the Company. This includes self-employed workers or those engaged
through third party employment agencies.
Ontex’s commitment to respecting and promoting human rights within its workforce is
unwavering. This includes robust systems for identifying, mitigating and addressing human
rights risks, ensuring fair treatment, safe working conditions and equal opportunities for all.
Diversity, Equity and Inclusion (DEI) is an important point of Ontex’s Sustainability Strategy to
build a thriving, innovative and forward-thinking workplace. Through the implementation of its
DEI policies, the Company actively supports underrepresented groups, ensuring equitable
access to career opportunities, fair compensation and professional growth. These efforts not
only empower individuals but also strengthen the organization by fostering a culture of
inclusivity and belonging. Acting as a responsible and caring employer enables Ontex to attract
top talent, build an engaged, loyal and tightly bonded team, and inspire pride in the work done
by its people.
This approach also reinforces Ontex’s contributions to social matters, such as respecting
human rights, combatting poverty, promoting good health and well-being, providing decent
work and supporting gender equality. The Company’s commitment to its workforce drives long-
term success and helps create a positive impact in the communities in which it operates.
As part of its Double Materiality and Enterprise Risk Assessment processes, Ontex regularly
evaluates the risks of potentially negative impacts, such as workplace injuries or asset
optimization leading to downsizing, closure or divestment of certain businesses or plants. The
company works proactively to either mitigate these risks or minimize their impact. Such
negative impacts are typically limited and not systemic, but rather relate to individual incidents
or are confined to a particular country or plant.
>> 200 > Ontex annual report 2024
Linking climate risks to workforce resilience
The increasing frequency and intensity of physical climate risks, such as flooding and
heatwaves, have the potential to significantly impact Ontex’s employees’ well-being and
productivity. As highlighted in the Company’s climate transition plan, these risks are expected
to increase in the long term, which underscores the urgent need to take action.
Ontex’s Business Strategy
Ontex’s Business Strategy centers on three value creation drivers: business expansion,
competitive and sustainable innovation, and best-in-class operations. The Company’s focus on
executing its strategy is enabled by its people and culture. The commitments of Ontex’s
Sustainability Strategy are fully aligned with its business strategy.
In addition, Ontex has developed a People Strategy to foster a positive and collaborative
culture, where every individual understands their role and is recognized for their critical
contribution. It is Ontex’s people that define the success of the company’s transformation.
More information on Ontex’s Business Strategy can be found in the Strategic Report entitled
‘Defining our path’.
Ontex’s People Strategy
Ontex’s People Strategy primarily focuses on creating the conditions necessary for its diverse
workforce to thrive at Ontex and perform at their best. Key elements include fostering
employees’ connection to Ontex’s purpose, continuously strengthening the company’s unique
culture and ensuring that its P.R.I.D.E. values are fully embedded throughout the organization.
Across Ontex’s sites comprising offices, production facilities, and Global Excellence Centres
Ontex cultivates a positive and respectful workplace where every voice is heard, and all ideas
are welcome. Ontex prioritizes physical safety and promotes mental well-being.
To support this focus on purpose and culture, Ontex operates as a lean and performance-
driven organization that empowers its workforce. The Group strives to place the right talent in
the right roles at the right time, while also investing in leadership development and advancing
people and team management skills. Employees are encouraged to take charge of their
learning and growth, with support to define and achieve development goals and seize career
opportunities within Ontex.
Ontex also fosters a culture of recognition, leveraging both non-financial rewards and fair,
competitive remuneration packages, while celebrating collective successes. Progress is
measured and actions are guided by data-driven insights. Additionally, Ontex continuously
seeks to enhance the employee experience by improving processes as well as the delivery of
great HR operational services.
In all aspects of its People Strategy, Ontex aims to harness the opportunities created by an
engaged and resilient workforce and to uphold its reputation as a responsible employer.
Ontex’s People Strategy applies to all workforce members without discrimination. However, due
to the nature of their roles, some groups may have differing access to the opportunities created
by the company. For example, office employees are better positioned to benefit from hybrid
work arrangements compared to production employees. Similarly, non-employee workers may
not participate in the same performance and talent management processes as Ontex’s
employees due to the temporary nature of their roles. Ontex remains conscious of these
differences and takes this into account when reviewing its People Strategy from time to time.
>> 201 > Ontex annual report 2024
SUS-4.1.3 Policies related to own workforce
To manage material impacts on Ontex’s own workforce, as well as associated material risks and
opportunities, the following policies have been adopted:
Policy
Purpose
ESG topics
Scope
People Policy
Define Ontex’s commitment to upholding human rights, ensuring fair
treatment of all employees, and fostering a workplace environment that
respects and values employee input.
Address the identification and mitigation of material risks and
opportunities specific to Ontex’s workforce.
Working conditions (working time, adequate wages,
social dialogue, freedom of association and
collective bargaining, privacy)
Training and development of skills
Diversity
All employees and non-
employee workers in Ontex’s
workforce.
Human Rights Policy
Commitment to human rights: Align Ontex’s business practices with
international standards, such as the UN Guiding Principles on Business
and Human Rights, to safeguard the dignity and rights of all individuals.
Identification, prevention, mitigation and remediation of adverse
impacts: Proactively identify, assess and address human rights risks and
impacts across Ontex’s operations and value chains. This includes
prioritizing the most severe issues, such as human trafficking, forced or
compulsory labor and child labor.
Promotion of ethical practices, transparency and accountability.
Engagement with rights and stakeholder groups.
Diversity
Measures against violence and harassment in the
workplace
Freedom of association and collective bargaining
Child labor and young workers
Forced labor and modern slavery
Health and Safety
Fair wages
Data protection and privacy
Community impact
Healthy environment
All employees and non-
employee workers in Ontex’s
workforce.
Code of Ethics
(Working Conditions
Chapter)
Define Ontex’s commitment to doing business in an ethical and
responsible manner.
Anti-discrimination
Anti-harassment
Professional conduct
Health and Safety
Human Rights
All employees and business
partners.
>> 202 > Ontex annual report 2024
Policy
Purpose
ESG topics
Scope
Sustainability Policy This policy sets the overall framework for integrating sustainability into all
Ontex’s activities. It outlines three main commitments: compliance with
mandatory sustainability obligations, adherence to an integrated approach
in sustainability, incorporating stakeholder interests and potential risks, as
well as the Company’s focus on continuous improvement and
transparency.
Social responsibility: human rights, responsible
employer, consumer and end-user safety, and
societal impact
Environmental responsibility: sustainable product
and packaging, carbon emissions
Ethics and transparency
All employees
Diversity, Equity, and
Inclusion Policy
Embed a commitment to Diversity, Equity and Inclusion (DEI) in all work
practices across the organization.
Foster an environment where the unique qualities, perspectives and
contributions of every individual are respected, valued and actively
sought.
Ensure fair treatment and equal opportunities for all employees,
applicants and stakeholders.
Provide clear strategies to promote DEI throughout the company.
Actively address inequality and eliminate discrimination based on age,
gender, nationality, race, color, ethnic origin, sexual orientation, marital
or civil partnership status, religion, political opinion, language, disability,
or any other status protected by laws or regulations in locations where
the company operates.
Gender equality and equal work for equal pay
The employment and inclusion of people with
disabilities
Measures against violence and harassment in the
workplace.
Diversity.
All Ontex entities, employees,
self-employed contractors,
consultants, trainees,
temporary staff working on
the company’s sites, and job
applicants.
Flexible/Homeworking
Policy
Establish global principles for hybrid working practices.
Provide a framework for implementing local hybrid work arrangements.
Work-life balance.
All employees.
Speak-Up Policy
Enable confidential and anonymous reporting of potential breaches of
Ontex’s Code of Ethics through a whistleblower mechanism.
Code of Ethics violations.
Measures against violence and harassment in the
workplace.
All Ontex employees and those
conducting business on behalf
of the company, including
agents, distributors, joint
venture partners, consultants,
and third party intermediaries.
Health & Safety
Management System
Commit to achieving zero workplace accidents and occupational
illnesses through preventive measures and awareness initiatives.
Ensure compliance with global, regional, and local health and safety
regulations.
Health and Safety. All employees and non-
employee workers in Ontex’s
workforce.
>> 203 > Ontex annual report 2024
All the abovementioned policies are owned by the Executive Management Committee. They are
made available through our internal document management system (Ontex DNA) and can be
accessed either by employees or non-employee workers directly or on request to HR.
Ontex’s People Policy, Human Rights Policy, Code of Ethics, and Diversity, Equity and Inclusion
Policy align with internationally recognized instruments, including the UN Guiding Principles on
Business and Human Rights and other relevant frameworks. Internal compliance with these
frameworks is monitored through the Compliance Program, while external adherence is
ensured via the Supplier Due Diligence Program.
SUS-4.1.4 Processes for engaging with own workers and
workers’ representatives about impacts
Ontex engages with its workforce through various processes and channels:
Global and local townhalls: Global Staff Updates are quarterly 1.5-hour in-person and
virtual meetings hosted by the CEO and the Executive Committee, providing updates on
strategy and performance, employee recognition and a platform for questions and
feedback. These meetings are accessible in multiple languages via live translations and
summaries. Local townhalls, hosted by local management teams, follow a similar format
but focus on location-specific topics.
Bi-annual Pulse Surveys: In 2024, the company introduced a bi-annual cadence for
employee surveys, overseen by the Chief HR and Legal Officer and open to all employees.
Through 10 to 12 questions and optional comments, these Pulse Surveys enable
employees to provide feedback on engagement, strategy and values and working
conditions. In September 2024, 69% of employees participated, generating over 7,500
comments. The results are shared in detail with the Executive Management Committee
and the Extended Leadership Team, who act based on employees’ feedback, while key
highlights are shared with all employees. Pulse Surveys also serve as indicators of employee
engagement and well-being and provide insights into the views of different employee
groups. For instance, in 2024, an analysis of responses by gender revealed no significant
differences between men and women, except on work-life balance, where women reported
slightly more favorable experiences. To respect employees’ privacy, the Company does not
require disclosure of personal or sensitive information. Consequently, Pulse Surveys
cannot analyze responses from other minority groups or individuals at risk of
marginalization, such as people with disabilities or migrants.
European Works Council (EWC) and local workers councils’ meetings: The Ontex EWC,
established in 1999, facilitates an efficient dialogue between management and employee
representatives. This dialogue is conducted through regular EWC meetings, held at least
once a year, where members are informed and consulted on matters of importance to
Ontex as a whole or to at least two of the Company’s entities located in different countries.
These matters include:
strategy, structure, financial and economic situation of Ontex
the expected evolution regarding activities, production and sales
the expected evolution of employment matters and investments
matters related to health, safety and environment protection
mergers, acquisitions, joint ventures, divestments, restructuring and closures of plants
and legal entities
introduction of new work and production methods
Other matters, such as sustainability and human rights, may also be added to the agenda by
agreement, even if they are not explicitly mentioned in the EWC Setup Agreement or other
agreements between Ontex and the EWC. Ontex’s Chief HR and Legal Officer is responsible to
ensure that the provisions of these agreements are adhered to.
Local management also holds regular meetings with employee representatives in accordance
with agreements made with local workers’ councils and committees (e.g. committees for
prevention and protection at work).
Additional forums: Ontex also provides other opportunities for employees to share
feedback, raise concerns or get involved. These include informal meetings such as
breakfasts and lunches with management, as well as news articles posted on Ontex
Connect (the corporate intranet), where employees can provide written comments
.
>> 204 > Ontex annual report 2024
SUS-4.1.5 Processes to remediate negative impacts and
channels for own workers to raise concerns
In addition to the channels used for engaging with employees and consulting on the strategic
matters and material impacts, risks and opportunities, Ontex provides specific channels for
raising formal concerns or complaints about potential violations of its Code of Ethics, as
outlined in its Speak-Up Policy. Employees can contact the following designated individuals
internally:
Line Managers
Local Persons of Trust (where applicable)
Compliance Team members
Internal Audit members
Additionally, employees can access the Whistleblower/Speak-Up line (via a web-based portal or
by phone), managed by an external organization to ensure confidentiality.
Information about these channels and how to access them is provided in the Speak-Up Policy,
which is posted on Ontex Connect and displayed on local information boards. External
stakeholders can also access the line via Ontex.com.
The process for handling complaints submitted through these channels is outlined in the
Speak-Up Policy. The policy ensures confidentiality, non-retaliation and the protection of
personal data. The use of the Whistleblower/Speak-Up line is explained in the mandatory
annual Code of Ethics training, which covers all employees (with participation monitored yearly),
and is also widely advertised in Ontex Connect and posted at the Company’s different sites. The
regular and wide use of the Whistleblower/Speak-Up line demonstrates that it is a trusted
mechanism for raising concerns.
SUS-4.1.6 Taking action on material IROs: own workforce
Defining key actions
Ontex takes action to address material negative and positive impacts, manage risks and pursue
opportunities related to its workforce. When an actual or potential negative impact is identified,
the person ultimately responsible for the relevant functional or geographical area determines
who should be involved and consulted to develop and implement appropriate action plans. If
tensions arise between preventing or mitigating material negative impacts and other business
pressures, Ontex’s Executive Management Committee carefully considers workforce needs
alongside business requirements to find the best possible solution.
Measuring effectiveness
The effectiveness of actions addressing material workforce impacts is evaluated through
Ontex’s sustainability targets, particularly those related to being a caring employer. Regular
Pulse Surveys gather insights on culture, workplace practices, engagement and well-being,
helping to assess the outcomes of these actions
Resource allocation
Ontex allocates significant resources to manage material impacts, including human resources
(e.g. management, HR teams, local EHS managers) and systems and tools (e.g. data storage to
support compensation reviews, training and development, performance, talent management,
succession planning, and recruitment processes). Additionally, it allocates budgets for
compensation, training and development as well as specific programs and initiatives.
Key actions
The main actions taken, planned or underway to prevent or mitigate negative impacts and to
deliver positive impacts are listed below. Ontex’s commitment to respecting and promoting
human rights includes robust systems for identifying and addressing risks, ensuring fair
treatment, safe working conditions and equal opportunities. Efforts in Diversity, Equity and
Inclusion (DEI) ensure that Ontex fosters an innovative and inclusive workplace. The Company
expects that these actions will have a positive impact on the achievement of its policy objectives
and targets. For example, a series of H&S actions will contribute to achieving the zero accidents
target. The actions related to culture and P.R.I.D.E. values, leadership development, talent and
succession, L&D programs and tools and DEI will contribute to reducing employee turnover
and absenteeism and to increasing employee engagement and the well-being index score as
well as the number of training hours per employee. Additionally, leadership development and
DEI actions will also contribute to Ontex’s gender parity ambition.
>> 205 > Ontex annual report 2024
Culture and P.R.I.D.E. values
Ontex’s unique culture, driven by its P.R.I.D.E. values (Passion, Reliability, Integrity, Drive,
Everyone), plays a key role in its aspiration to be a responsible and caring employer. In 2024,
Ontex embedded these values further through mandatory performance objectives for office
employees and recognition initiatives, including a creative contest for employees and their
families (mainly children) to represent each value with artwork. The winning designs were used
on postcards distributed across all locations to promote peer recognition.
The P.R.I.D.E. Champions Awards, held for the second consecutive year, recognized four
individuals and two teams (out of over 800 peer-to-peer nominations) for embodying Ontex’s
values. The Company also began measuring employee perceptions of these values and
leadership role-modelling through Pulse Surveys, guiding future improvements to strengthen
its culture.
H&S actions
Improving Health & Safety (H&S) remains a priority at Ontex. Unsafe behaviors account for 85%
of injuries, highlighting the need to address these through the Behavior-Based Safety program.
Key areas of focus include:
>> 206 > Ontex annual report 2024
increasing H&S leadership at all organizational levels, with people managers playing an
active role in engaging and educating employees about job-related risks;
implementing a Line Centric Model, prioritizing operators by replacing old production lines
and tools with safer alternatives, combined with proper contractor management and timely
qualifications.
continuing to invest in risk assessment and standardizing safety processes with a strong
focus on change management.
Ontex’s H&S system is driven by risk assessment, starting with hazard identification and hazard
reporting. After defining the risk level for each hazard, if the risk cannot be eliminated,
countermeasures are taken to minimize risks through procedures, standard works and
protection measures. Developing group-wide H&S procedures is central to this approach, along
with continuous monitoring of Activity and Key Performance Indicators. To further support this,
the EHS Group role has been established to develop standard procedures and programs aimed
at improving safety behavior and enhancing machine risk assessment.
Ontex fosters a safety culture by regularly evaluating safety processes, learning from incidents
and implementing corrective actions. Initiatives such as Peer-to-Peer Observation address
unsafe behaviors, while capital investments improve machine safety. Training programs and
educational campaigns raise awareness and equip employees to address safety challenges.
Employee involvement is encouraged through regular communication, feedback mechanisms
and recognition of contributions, ensuring greater adherence to safety protocols.
Linking climate risks to workforce resilience
To safeguard its workforce from climate risks, Ontex has upgraded HVAC systems in heat-
sensitive areas and implemented Business Contingency Plans at all sites to ensure resilience
during climate-related events.
Leadership Development
In 2024, Ontex focused on strengthening its Extended Leadership Team (ELT) by introducing
quarterly virtual meetings with the EMC alongside the annual Leadership Summit. These
meetings provided leaders with guidance, a platform for interaction developing Ontex’s culture
and executing its strategy and the tools to mobilize their teams to achieve company goals.
The Leadership Summit ensured the ELT’s alignment with the company’s strategy, emphasizing
the role of teamwork and trust in its execution. Leaders also engaged in smaller peer coaching
groups between the formal meetings to encourage mutual learning, experience sharing and
enhanced engagement.
This approach ensures that Ontex’s leaders are well-equipped to embody the qualities of a
responsible and caring employer and to drive the company’s transformation forward.
Talent and Succession
In 2024, Ontex conducted a company-wide talent review to assess its workforce and identify
actions needed at both individual and organizational levels. This process helped ensure the
company is set for future success.
People managers were trained to hold career conversations, supporting employees in
identifying development opportunities and charting their career paths. Additionally, successors
were proactively identified for critical roles in the organization to mitigate risks associated with
unexpected departures. This approach not only fosters a culture of continuous growth but also
enhances employee engagement and retention, contributing to Ontex’s long-term success.
Capabilities Program and L&D Tools
In 2024, Ontex launched the Ontex Capabilities Program, a strategic initiative to help employees
and managers build priority skills critical to executing the Company’s strategy. They participated
in classroom and e-learning sessions, gaining skills that were immediately applicable to their
roles while preparing them for future opportunities. Based on the positive reception of the pilot
sessions, Ontex plans to scale the program up in 2025.
The Company also invested in tools to enhance Learning and Development (L&D), including a
Learning Management System for production employees, set to be piloted in early 2025, and
an AI-powered platform to create engaging and interactive training content. These tools
streamline content creation and make learning more accessible.
Global and local DEI initiatives
In 2024, Ontex continued to advance Diversity, Equity and Inclusion (DEI). All office employees
worldwide were invited to complete a DEI e-learning course, covering the basics of DEI, its
importance for the company and practical actions to promote inclusion. A global employee
resource group, Women in Technology, was launched to support and unite women with an
interest in this field.
>> 207 > Ontex annual report 2024
DEI initiatives were linked to global observances such as the International Women’s Day and
Pride Month across various locations. For instance, in Brazil, the four affinity squads
implemented activities aligned with their purposes. The PartiCipeDesse Abraço squad, focusing
on disability inclusion, organized an autism awareness lecture and participated in an
employability fair. The Elas Ontex squad celebrated Mother’s Day and hosted a conversation
circle. The Raciall squad held a lecture on racial equality and conversation circles for Black
Awareness Day. And the Geração 50+ squad partnered with the Organization of Volunteers of
the State of Goiás (OVG) to support employees over 50.
In the Czech Republic, Ontex celebrated International Women’s Day, ran an LGBTQ+ support
campaign and hosted workshops on diversity and cancer awareness. Ontex France also ran
awareness campaigns, like the Czech initiatives. Ontex Spain and the HQ in Aalst organized
activities for women’s empowerment, LGBTQ+ inclusion, and fostering a culture of kindness.
In Italy, Ontex partnered with an external firm to develop a program focusing on psychological
health at work and DEI, while in the UK, the DEI Champions organized a highly successful
training session on DEI and unconscious bias, in collaboration with an external agency. In
Poland, Ontex marked International Women’s Day with a charity drive to collect essential
products for women in need. Finally, Turkey offered Ontex women a well-being program,
engaged employees in sharing their perspectives on diversity and promoted inclusion during
Pride Month.
Divestments of Algeria and Pakistan
In 2024, Ontex completed the divestments of its businesses in Algeria and Pakistan to sharpen
the focus on its core retail brands and healthcare businesses. To mitigate risks and reduce the
transaction’s potential negative impact on the workforce, several measures were implemented
to ensure a smooth transition for local colleagues.
The process included an information and consultation procedure with local works councils,
ensuring that their perspectives were considered. Business and cultural fit criteria were applied
during the auction process to promote continuity, stability and good prospects for the business
and the employees. Comprehensive communication plans were rolled out to maintain
transparency and provide support. These included formal notices, management alignment
emails and video messages to convey empathy and guidance. Leadership teams were actively
involved in engaging with staff and external stakeholders to facilitate the transitions effectively.
Closure of Eeklo and reorganization in Buggenhout in Belgium
On June 13, 2024, Ontex announced the intention to cease all activities at the Eeklo site and
transform the Buggenhout site into a competitive center of expertise for medium and heavy
incontinence. This decision, potentially resulting in 489 redundancies, was confirmed in
October 2024.
To mitigate the impact on affected employees, an agreement was reached with social partners
outlining several support measures. These included financial incentives beyond statutory
redundancy pay, psychological support for employees and their families and professional
assistance to help employees transition to new employment.
SUS-4.1.7 Metrics and targets
Targets
>> 208 > Ontex annual report 2024
The objectives in Ontex’s Sustainability Strategy related to managing material impacts,
mitigating risks and capitalizing on opportunities related to its own workforce are:
Aiming for zero workplace accidents
Accident frequency rate of 2.3 by 2025 and 0 by 2030: Ontex is committed to achieving
zero accidents and occupational diseases through prevention, awareness and the
reporting of near misses. This includes regular monitoring of employees, investing in
training and coaching, proper maintenance of equipment and facilities, and fostering
a safe and healthy work environment for employees, contractors and visitors. The
company supports the vision of the ‘Power of Zero’, focusing not only on achieving zero
accidents but also on sustaining this goal by adhering to regulations, ensuring zero
danger to employees, avoiding lost working days and preventing damage to assets.
Empowering a resilient and engaged workforce
Above-median position vs peers for turnover and learning & development (year-on-
year): Ontex aims for healthy employee turnover and continuous investment in skills
development. The company benchmarks itself against a peer group of similar
organizations, striving to consistently outperform the median of this group. Specific
targets linked to this objective will be shared starting in 2025, using 2024 as the
baseline year.
Continuous improvement of absenteeism and engagement & well-being survey scores:
Ontex seeks to improve absenteeism rates and enhance employee engagement and
well-being, measured through an index in its Pulse Surveys. The Company’s aim is to
improve these KPIs every year.
Gender parity in the Extended Leadership Team (ELT): Ontex’s top management is a
clearly defined group currently consisting of 71 senior leaders called the ELT, selected
based on their role’s scope (job level) or their strategic influence (reporting line). By
2030, the Company aims to achieve 50% gender parity within this team, using 2024 as
the baseline year.
Although some targets were only established this year and others will be set from next year
onwards, Ontex can already provide insights on the respective KPIs:
Metrics and targets
Unit
Targets
2030
Progress reporting
2022
2023
2024
Benchmark targets
Employee turnover
Number of employee terminations in the current year / Number of active
employees at the beginning of the current year (January)
To be defined in 2025
16%
16%
23%
Learning and Development
Average number of training hours per employee
To be defined in 2025
-
-
14
Women
-
-
-
13
Men
-
-
-
14
Other genders
-
-
-
-
Continuous improvement targets
Absenteeism Total unplanned hours of absence / Total hours available in the full year YoY improvement 3 4 5
Employee engagement
& well-being survey score
YoY improvement
-
-
65
Gender parity in leadership
Number of women in top management FTE (full-time equivalent) - - - 14
Percentage of women in top management
Number of women in the ELT / Total number of employees in the ELT
50
20
25
20
Number of men in top management
FTE
-
-
-
57
Percentage of men in top management
Number of men in the ELT / Total number of employees in the ELT
-
80
75
80
>> 209 > Ontex annual report 2024
Methodology
All FTE (full-time equivalent) metrics are based on active employees at the end of the
reporting period (December 31, 2024). This excludes employees who left the Company or
were on long-term leave of absence.
The turnover rate is calculated by dividing the total number of employees (FTEs) who left
voluntarily, due to dismissal, retirement, or death in service by the total number of active
employees (FTEs) at the beginning of the year (January 1, 2024).
2024 Turnover Rate:
1,780 (FTE’s Terminated) / 7,566 (Actives FTE’s Jan 2024) = 23.5%
Currently, no members of the ELT have undisclosed gender identities or identify with other
genders.
Process for setting and tracking targets
These objectives were established based on input from various stakeholders collected during
the Double Materiality Assessment. In October 2024, they were validated with employee
representatives during the regular European Works Council (EWC) meeting. It was also agreed
that Ontex would share and discuss performance against these targets in this forum once the
data becomes available (after the publication of the Annual Report). The remainder of the year
was used to set the baseline, conduct benchmarking analyses and define the approach to
target setting. These targets may be revised periodically based on evolving benchmarks and
other internal and external factors.
Performance against targets
Turnover in 2024 increased significantly compared to previous years, primarily due to the
closure of the Eeklo plant. Additional contributing factors included higher voluntary turnover
rates in the Buggenhout plant linked to downsizing, efficiency-driven redundancies in Tijuana,
and overall turnover in Poland, driven by wage and shift-related pressures.
The number of training hours per employee is not comparable with the numbers reported in
previous years due to a methodology change previously based on estimates and using FTE
as denominator, now replaced by detailed tracking of completed training sessions and using
headcount as denominator.
The decline in the percentage of women in top management was primarily the result of a higher
turnover among female members of the ELT, combined with challenges in finding suitable
female candidates for certain open positions.
Actions to improve performance against set targets
Efforts are underway to enhance performance across all targets. For example, in 2025 turnover
and absenteeism targets will be set at the location level, increasing local accountability for
achieving them. Training and development opportunities will continue to expand, including the
rollout of the “WIN as a TEAM” program, the scaling up of the Capabilities Program, and the
implementation of the new Learning Management System for production employees.
Clear expectations have also been set for the ELT to take ownership of Pulse Survey action
plans at the local level and to ensure more gender-balanced candidate slates for senior
leadership positions.
SUS-4.1.8 Characteristics of employees
Ontex operates globally, with offices, production facilities and R&D centers in Europe, North
America and other regions. Its diverse workforce includes employees in R&D, production, sales
and support functions. The countries with the largest number of employees (>10%) are
currently Brazil and the Czech Republic.
>> 210 > Ontex annual report 2024
Employees
Unit
Progress reporting
2022
2023
2024
Ontex employees
Total number of active
employees
Headcount
7,744
7,765
6,896
Number of women
Headcount
2,656
2,655
2,544
Number of men Headcount 5,088 5,108 4,352
Number of other genders
Headcount
0
0
0
Number of employees who
did not disclose their gender
Headcount
0
0
0
Employees in countries with significant employment (>10%)
Brazil
Headcount
1,354
1,387
1,347
Czech Republic
Headcount
781
794
799
Employees by contract type
Unlimited duration (permanent)
FTE
5,460
6,189
6,627
Number of women
FTE
3,530
2,220
2,416
Number of men
FTE
1,930
3,698
4,211
Number of other genders
FTE
-
-
-
Number of employees who
did not disclose their gender
FTE
-
-
-
Limited duration (temporary)
FTE
17
79
215
Number of women FTE 10 43 87
Number of men
FTE
7
36
129
Number of employees who
did not disclose their gender
FTE
-
-
-
Number of other genders
FTE
-
-
-
Non-guaranteed hours
employees
FTE
-
0.1
0.4
Number of women
FTE
-
-
0.4
Number of men FTE - - -
Number of employees who
did not disclose their gender
FTE
-
0.1
-
Employee turnover
Total number of terminations
FTE
1,662
1,209
1,780
Prior to 2024, Ontex used FTEs as a reporting unit for the number of employees, while, in 2024,
it was changed to headcount to align with the requirements of the Corporate Sustainability
Reporting Directive (CSRD). The decrease in the number of FTEs, which is not directly visible in
the data due to this change, is linked to the divestments in Algeria and Pakistan and the closure
of the Eeklo plant, which was not offset by scaling up in North America and Spain.
Methodology
All FTE (full-time equivalent) and headcount metrics are based on active employees at the
end of the reporting period (December 31, 2024). This excludes employees who left the
Company in the reporting period or were on long-term leave of absence.
The difference between the number of employees reported in this section and the number
of employees reported in the financial statements is due to:
Methodological differences: The financial statements (see section ‘FIN-4.22 Employees
benefit expenses’) reflect average FTEs over the year, whereas this section reports
headcount at the end of the reporting period.
Scope of reporting: The financial statements include only FTEs from continuing
operations (e.g. excluding Brazil), while this section includes all headcount active at the
end of the respective reporting period.
SUS-4.1.9 Characteristics of non-employee workers in the
own workforce
As a responsible and caring employer, Ontex provides sustainable employment. When needed,
the company engages self-employed workers or collaborates with third parties primarily
involved in employment activities. Examples of non-employee workers include:
Temporary production staff: Engaged via interim agencies to manage production peaks or
provide support during employee holidays.
Knowledge workers: Self-employed or employed through third parties, temporary engaged
for project work, consultancy services, employee absences or interim vacancies.
>> 211 > Ontex annual report 2024
Sales agents: Operating in a limited number of markets to support tender business or
fragmented customer bases.
Non-employee workers
Unit
Progress reporting
2022
2023
2024
Total number of office non-
employee workers
Headcount
-
-
227
Average number of
operational non-employee
workers
Average FTE
-
-
852
Due to the change in reporting methodology, it is impossible to compare the number of non-
employee workers in 2024 with prior years.
Methodology
Non-employee workers are divided into two categories, each with its own reporting
methodology:
Office non-employee workers
:
This category includes independent contractors,
agents and workers employed via third parties to perform administrative and
knowledge-based tasks. Their headcount is estimated as of the end of the reporting
period (December 31, 2024). As these workers typically require an email address, their
data is captured in Ontex’s Human Capital Management system, which serves as the
basis for this estimate.
Operational non-employee workers
:
This category includes workers employed via
third parties to perform operational tasks in plants and warehouses. Their numbers are
reported as an estimate of the average FTE for the year 2024, based on invoices
received from the third-party providers.
SUS-4.1.10 Collective bargaining coverage and social dialogue
As Ontex has operations in multiple European Economic Area (EEA) countries, the company
has several collective bargaining agreements at country level. The only country in EEA with
>10% of employment is the Czech Republic, outside of EEA Brazil.
Collective bargaining
and social dialogue
Unit
Progress reporting
2022
2023
2024
Collective bargaining agreements
Employees covered by
collective bargaining
agreements
% of employees
57
73
69
Employees covered by collective bargaining agreements in EEA countries with
significant employment (>10%)
Czech Republic
% of employees
-
-
100
Employees covered by collective bargaining agreements in countries outside of EEA with
significant employment (>10%)
Brazil
% of employees
-
-
100
Workers’ representatives
Employees covered by
workers’ representatives
% of employees 57 73 88
Employees covered by workers’ representatives in EEA countries with
significant employment (>10%)
Czech Republic
% of employees
-
-
100
For employee groups not covered by collective bargaining agreements, Ontex adheres to local
market practices, complies with legal requirements, tracks salary survey data and adapts to
local labor market conditions.
>> 212 > Ontex annual report 2024
SUS-4.1.11 Diversity metrics
Employees by age
Unit
Progress reporting
2022 2023
2024
<30 years
% of employees
19
16
17
30-50 years
% of employees
62
63
60
>50 years % of employees 19 21 23
SUS-4.1.12 Training and skills development metrics
Training
Unit 2022 2023
2024
Performance and career
development reviews
% of employees
-
-
99
Women
% of employees
-
-
99
Men
% of employees
-
-
100
Other genders % of employees - - 100
Performance and career development reviews as standard are only required for the office-
based or remote employees. In 2024, Ontex planned and conducted one mandatory
performance review per employee.
SUS-4.1.13 Health & Safety metrics
Health & safety metrics
Progress reporting
Goal
2030
2022
2023
2024
% of Ontex employees covered
by H&S management systems
based on legal requirements and
Ontex standards
62%
74%
88%
100%
Number of fatalities
0
0
0
0
Number of Lost Work Day Cases
62
48
39
0
Number of Lost Work Days
1,618
1,782
2.406
0
Frequency Rate (FR)
3.78
3.52
3.20
0
Severity Rate (SR)
0.10
0.13
0.20
0
Number of cases of recordable
work-related ill health
0
0
0
0
>> 213 > Ontex annual report 2024
Methodology
Definitions Ontex Employees
:
Individuals with a valid employment contract with
Ontex.
Lost Work Day Case (LWDC): An occupational injury or illness, excluding
fatalities, that renders an individual unfit for work on any day following
the day of the incident. This includes rest days, weekends, public holidays,
leave days or days after employment ends.
Lost Work Days (LWD)
:
The total number of days lost due to a reported
LWDC.
Frequency Rate (FR)
:
The number of disabling injuries per one million
person-hours worked.
Formula: FR = Number of LWDC x 1,000,000 / Total hours worked
Severity Rate (SR)
:
The total number of calendar days lost or charged
due to LWDC per one thousand person-hours worked.
Formula: SR = Number of calendar days lost x 1,000 / Total hours worked
Boundaries The KPIs calculation includes all Ontex entities and employees. Data for
non-productive sites is not collected throughout the year but is captured
once annually after year-end, based upon input from local HR managers.
SUS-4.1.14 Compensation metrics (pay gap and total
compensation)
Compensation
Unit
Progress reporting
metrics
2022
2023
2024
Gender pay
gap
The difference in average pay
levels between female and
male employees, expressed as
a percentage of the average
pay level of male employees
-
-
5.98%
Remuneration
ratio
The ratio of the annual total
remuneration of the highest-
paid individual to the median
annual total remuneration of
all employees, excluding the
highest-paid individual.
-
-
161
2024 marks the first year in which the gender pay gap and remuneration metrics are
reported, making comparisons with previous years unavailable. The primary driver of the pay
gap is the underrepresentation of women in the top management positions.
Methodology
The gender pay gap is calculated as the percentage difference between the average gross
hourly pay level of all female employees and that of all male employees.
Employee definition:
Active employees: Excludes employees on leave
Employees only: Excludes apprentices, contingent workers, external staff, students and
trainees.
The highest-paid individual at Ontex is the CEO.
>> 214 > Ontex annual report 2024
SUS-4.1.15 Incidents, complaints and severe human rights
impacts
During the reporting period, there were four work-related incidents of discrimination which
were reported through the Whistleblower/Speak-Up channel. Of these incidents, one was
related to discrimination issues and three related to harassment. There were no severe human
rights impacts.
During the reporting period, 155 complaints were made using the Ontex Whistleblower/Speak-
Up channel across the entire Ontex Group, excluding those reported above regarding
discrimination and harassment. Out of this number, 86 were either substantiated or partly
substantiated.
Incidents and complaints were tracked in our Whistleblower/Speak-Up channel to ensure
confidentiality, proper tracking and consistency in the handling, investigation and resolution
process. Incidents are supervised and managed by the Core Compliance Team members.
Company actions in the reporting period resulting from confirmed substantiated/partially
substantiated cases included disciplinary actions such as verbal or written warnings and
termination of employees. There were no fines, penalties, sanctions or compensation for
damages during the reporting period as a result of any reported incidents.
Ontex is advancing towards achieving its target for 2030, set in May, 2024, of confirming that
100% of its global workforce is trained in its Code of Ethics. For the reporting period, 89% of
the Company’s workforce completed this training and the Company will continue recording its
performance towards this goal.
To improve towards this target until the next reporting period and based on the Company’s
constant learnings, Ontex has established a plan to continue to be followed until 2030 that
includes:
Mandatory completion requirements: Setting clear deadlines and tracking progress for
employees to guarantee all employees, regardless of role or location, participate in and
complete the training;
Data collection and tracking: Outsourcing the tracking of our yearly mandatory Code of
Ethics training;
Comprehensive training programs: Regularly updating and making accessible training
modules designed to cover the key principles of Ontex’s Code of Ethics and its application
in daily operations;
Leadership accountability: Engaging managers and leaders to champion the training
initiative, ensuring compliance goals are cascaded throughout their teams.
These measures are designed to help Ontex meet its 2030 target and confirm that 100%
of its employees undertook the annual mandatory Code of Ethics training and also
reinforce the already strong principles of ethical behavior and compliance within its
corporate culture. Through these efforts, Ontex aims to empower every member of its
workforce, from Board Member to line employee, with the knowledge and confidence to
uphold the Company’s values in their daily decisions and actions.
>> 215 > Ontex annual report 2024
SUS-4.2 ESRS S2: Workers in the value chain
SUS-4.2.1 Interests and views of stakeholders
Workers in Ontex’s value chain are among the Company’s key stakeholders. Ontex
acknowledges the importance of consulting them and incorporating their feedback into its
strategies. Engagement methods are detailed in Chapter SUS-2.3.2 Interests and views of
stakeholders.
Ontex recognizes that the interests, views, and rights of workers throughout its value chain,
especially for workers who could be significantly impacted by its activities, are essential in
shaping its business model. To ensure that these considerations are integrated, the company
engages with workers through various channels, including trainings, surveys, on-site audits and
assessments and a compliance speak-line. Ontex integrates human rights as a core pillar of its
Environmental, Social and Governance (ESG) strategy, aligning worker welfare with social
responsibility goals. The company is refreshing its risk management approach to proactively
identify and address human rights risks throughout its operations and supply chain. Supplier
compliance with ethical standards is ensured through audits and regular assessments that
result in actionable improvement plans, reinforcing Ontex's commitment to responsible and
sustainable business practices.
SUS-4.2.2 Material impacts, risks and opportunities and their
interaction with Ontex’s strategy and business
model
Ontex operates within a complex value chain spanning diverse social, economic and political
contexts. The Company’s activities impact people, communities and ecosystems throughout
the supply chain. Ontex is committed to responsible and ethical sourcing, focusing upstream
activities on raw materials and packaging sourced from sites worldwide.
Value chain mapping is central to Ontex’s strategy. It provides a comprehensive view of the
company’s full impact scope and its role in impacts whether causing, contributing to, or being
linked to them. This strengthens Ontex’s commitment to human rights by identifying and
prioritizing the most critical human rights issues and recognizing the impacted stakeholders.
Ontex’s risk-based due diligence approach involves comprehensive risk scoping by sector,
enterprise level, geography and commodity, enabling targeted measures to address identified
risks.
In the case of material adverse impacts, for the pre-screening phase, to guide the Company
and understand where to focus, Ontex identifies widespread and ultimately systemic impacts
by country, sector and commodity, and for those suppliers operating in high-risk countries,
Ontex analyzes the impacts in depth to determine whether they are related to individual
incidents or to specific business relationships.
Key stages and stakeholders in the value chain
Value chain workers are considered essential stakeholders whose rights, perspectives and
interests are integral to Ontex’s operations. Through a human rights impact assessment,
specific groups within the supply chain have been identified as most affected by the
Company’s business practices, including young workers, contract workers and migrant labor.
These groups may be present in any country and relate to various commodities and industries.
Here are the alleged types of chain workers materially affected by Ontex’s operations and value
chain:
>> 216 > Ontex annual report 2024
Stages of the value chain
Sourcing of raw
materials
Suppliers & logistics
Manufacturing process
Warehouse &
distribution
Retail, market &
consumption
End of life and waste
management
Main activities
Sourcing raw materials,
including cotton and SAP.
Producing adhesives and
packaging materials.
Transporting raw
materials from suppliers
to manufacturing facilities
and warehousing them.
Converting raw materials
into absorbent hygiene
products via processes
like layering.
Storing finished products
in warehouses and
distributing them to
customers.
Selling finished products
through retail channels
and supplying them to
healthcare institutions.
Disposing of or recycling
used products.
Stakeholders involved
Raw material and
production workers,
contractors, local
communities, regulatory
bodies and NGOs.
Transport and logistics
workers, local
communities, regulatory
bodies and NGOs.
Ontex employees,
contractors, local
communities, regulatory
bodies and NGOs.
Warehouse and logistics
workers, contractors,
local communities and
regulatory bodies.
Healthcare institutions,
retail partners and other
customers, local
communities and
regulatory bodies.
Healthcare institutions,
consumers or end-users,
local communities and
regulatory bodies.
Supplier due diligence and ethical sourcing program
Ontex upholds international human and labor rights standards, following the United Nations
Guiding Principles on Business and Human Rights. Human rights and environmental due
diligence are integral to ensuring respect for rights and avoiding harm. Adopting the OECD’s 6-
step due diligence framework
[15]
, Ontex identifies generalized and systemic risks linked to
the countries in which it has influence, its economic activities and determines appropriate
actions to address actual or potential material negative impacts on workers in the value chain.
Labor and social risks
The manufacturing sector may encounter weak regulatory enforcement, economic instability
and social inequality which may result in risks for workers:
Health and safety: Insufficient safety standards and limited investment in worker well-
being heighten the risks of accidents, injuries and illnesses. These challenges are
exacerbated by lack of training, restricted access to safety equipment, social inequalities
and climate change-related environmental hazards.
Freedom of association: Restrictive laws, employer resistance and fear of retaliation
hinder unionization, limiting workers’ ability to advocate for better conditions and
protections.
[15] The OECD’s 6-step due diligence framework is a comprehensive methodology outlined in the OECD Guidelines
Discrimination: Discrimination based on gender, race, ethnicity, age, or disability leads to
unequal pay, limited opportunities and hostile work environments, reducing well-being and
productivity.
Working hours: Inadequate regulation and poor enforcement lead to overwork and
insufficient rest, causing physical and mental strain, especially under economic and
production pressures.
Wages: Economic instability and poor wage legislation leave workers vulnerable to poverty,
with wages failing to match the cost of living and unclear wage communication worsening
insecurity.
Business ethics and governance risks
Moderate risks arise from gaps in ethical practices and governance:
Ethical management: While some ethical practices are in place, gaps in enforcement or
inconsistent implementation pose risks for workers. Issues such as unclear wage policies,
subpar working conditions and lack of transparency signal that ethical standards are not
uniformly applied.
for Multinational Enterprises and further detailed in the OECD Due Diligence Guidance for Responsible
Business Conduct.
>> 217 > Ontex annual report 2024
Corruption: Perceptions of public sector corruption undermine the enforcement of ethical
business standards. When corruption is perceived to be prevalent, protecting workers'
rights and maintaining business integrity becomes more challenging.
Vulnerable workers
Certain workers across Ontex’s value chain are particularly vulnerable to adverse impacts due
to their unique characteristics or geopolitical situation. These includes trade unionists,
migrant workers, homeworkers, women and young workers, who face specific challenges
related to their context or demographics.
High-risk regions
The company has identified regions within its value chain with significant risks of child labor and
forced labor, using Radar
[16]
, Sedex’s risk assessment tool:
China: Significant risk of forced and compulsory labor, particularly in manufacturing.
India: Vulnerabilities in agriculture and manufacturing, including child and forced labor
concerns.
Turkey: High risk of forced labor in textiles and manufacturing.
Saudi Arabia and Egypt: Forced labor risks, particularly affecting migrant workers.
Thailand: Labor exploitation risks in agriculture and manufacturing.
Certain commodities, such as cotton, also pose high risks in regions like China, Pakistan,
Uzbekistan, Benin, Burkina Faso, Tajikistan, Kazakhstan and Turkmenistan. Cotton production
in these areas is often linked to forced labor under governmental or institutional pressures that
undermine workers' autonomy.
Vulnerable groups
Ontex recognizes that specific worker groups require specific attention due to heightened risks:
[16] Radar is Sedex’s risk assessment tool designed to help businesses identify and manage risks related to labour
standards, health and safety, the environment, and business ethics within their supply chains. It classifies
countries and regions based on the likelihood of issues such as child labour, forced labour, and other human
Young workers (aged 14-18): Especially in the cotton supply chain, young workers face
exploitation in regions with prevalent child labor. The Company’s initiatives include third-
party social audits to ensure suppliers identify and monitor these risks.
Workers in high-risk geographies: Production sites in Central Asia and South Asia are
exposed to documented labor violations. Ontex addresses these risks through rigorous
supplier monitoring, compliance measures and its Supplier Due Diligence Program.
Women workers: Gender-specific challenges, including discrimination, unequal pay and
lack of maternity protection, affect women in manufacturing and agriculture. Ontex tackles
these issues through targeted initiatives, such as gender-sensitive audits, training and
policies promoting gender equality and protecting women’s rights.
Monitoring and evaluation
To monitor systemic, individual or widespread adverse impacts, Ontex uses external reference
sources, Sedex’s Radar risk tool and the EcoVadis platform. This helps identify persistent,
industry-wide risks, especially in regions with known human rights issues. Individual incidents
that could affect the Company’s operations or relationships are tracked, such as industrial
accidents or supply chain disruptions. Additionally, specific impacts from key suppliers are
monitored through EcoVadis 360 solutions.
By identifying these vulnerable groups, Ontex seeks to gain a clearer understanding of the risks
and opportunities within its value chain, enabling the Company to implement more effective
measures to protect and empower the workers concerned.
rights concerns, using data from various sources.
>> 218 > Ontex annual report 2024
SUS-4.2.3 Policies related to value chain workers
Ontex is committed to transparency regarding its public commitments and policies concerning
value chain workers and its own operations. The Company’s aim is to align these policies with
the United Nations Guiding Principles on Business and Human Rights (UNGPs), the
International Labor Organization (ILO) Declaration on Fundamental Principles and Rights at
Work and the OECD Guidelines for Multinational Enterprises.
The processes and mechanisms for monitoring compliance with the UN Guiding Principles on
Business and Human Rights, the ILO Declaration on Fundamental Principles and Rights at Work,
and the OECD Guidelines for Multinational Enterprises are part of a comprehensive and
systematic approach within our supplier due diligence framework. This approach integrates key
components such as:
Embed responsible business conduct into policies and management systems.
Identify and assess adverse impacts in operations and supply chain, through risk
assessments, audits at Ontex’s facilities and supplier audits, and ESG performance review.
Cease, prevent or mitigate adverse impacts, and or provide for remediation.
Track implementation on results.
Communicate on how impacts are addressed.
To manage material impacts on Ontex’s value chain workers, the following policies have been
adopted:
>> 219 > Ontex annual report 2024
Policy and Statements
Purpose
ESG topics
Scope
Supplier Code of Conduct Define the specific expectations for ethical, social and environmental behavior that all
suppliers must follow. Ensure that the supply chain operates responsibly, aligns with
Ontex’s values and meets internationally recognized standards. Key focus areas:
Human Rights and Labor Standards
Environmental Protection
Ethical Business Practices
Monitoring and Improvement
Legal framework of reference, United Nations (UN) Universal Declaration of Human Rights
(1948); International Labor Organization Declaration on Fundamental Principles and Rights
at Work (ILO) (2017); UN Guiding Principles on Business and Human Rights (2011); OECD
Guidelines for Multinational Enterprises (2011); OECD Due Diligence Guidance for
Responsible Business Conduct (2018)
Violence and harassment in the workplace
Freedom of association and collective bargaining
Child labor and young workers
Forced labor and modern slavery
Health and Safety
Fair wages
Data protection and privacy
Healthy environment
All suppliers.
Ethical Sourcing
Requirements
Designed to ensure that Ontex's supply chain sources raw materials in a way that aligns
with sustainability, ethical practices and human rights standards. These requirements
particularly focus on sourcing renewable and responsibly sourced raw materials from risk
countries, where the potential for adverse impacts may be higher.
Human and Labor Rights
Environmental responsibility
Reputational risk
Compliance
Supplier relationships
Operational resilience
All suppliers.
Global Supplier & Vendor
Handbook
Provide suppliers with a comprehensive guide on Ontex's operational standards, regulatory
expectations and compliance procedures, including risk management and continuous
improvement practices.
Legal framework of reference same as Ontex’s Human Rights Policy and Supplier Code of
Conduct.
Operational efficiency
Supplier engagement and development
Regulatory compliance
Reputation and competitive advantage
All suppliers.
Modern Slavery
Statement
Disclose Ontex’s commitment to preventing modern slavery and human trafficking.
Suppliers must adhere to labor rights and fair treatment practices, aligned with
international human rights standards.
Legal framework in alignment with the Code of Conduct, the internationally recognized
standards and norms, including the Universal Declaration of Human Rights, International
Labor Standards and OECD Guidelines for Multinational Enterprises.
Human and Labor rights
Reputational
Legal and compliance risk management
Supply chain disruptions and risks
All suppliers.
>> 220 > Ontex annual report 2024
For additional details on how Ontex addresses issues such as human trafficking, forced and
compulsory labor, and child labor, please consult our Human Rights Policy and Supplier Code
of Conduct. These documents are available in chapter 4.2.3 Policies related to own workforce.
All these policies are available on the Ontex corporate website, with references to the
department responsible for their effectiveness. To date, there have been no cases of non-
respect for the UNGPs, the ILO Declaration on Fundamental Principles and Rights at Work or
the OECD Guidelines for Multinational Enterprises concerning value chain workers in the
Company’s operations. Ontex remains committed to continuous monitoring and due diligence
to uphold these international standards throughout its value chain.
SUS-4.2.4 Processes for engaging with value chain workers
about impacts
Ontex’s Supplier Due Diligence Program prioritizes stakeholder engagement as a central
element of its due diligence process. Recognizing its role within a broader ecosystem, the
Company actively communicates with a wide range of stakeholders, including its employees,
contractors, temporary workers, suppliers and local communities. Engagement ranges from
informal dialogue to strategic partnerships, ensuring that stakeholders are heard and involved
at appropriate stages. More information related to the key stakeholder and engagement
approach can be found in the Chapter SUS-2.3.2 Interests and views of stakeholders.
More information about how senior management is responsible for ensuring supplier
engagement can be found in SUS-2.6.1 Standards and policy framework.
[17] Ontex has limitations in directly approaching customer and supplier-specific data for its Russian entity,
stemming from European sanctions, however the disclosures in the CSRD report, including the Russian activities,
are based on our comprehensive management approach, which encompasses our commitment to workers in
Key engagement stages
Ontex incorporates insights from comprehensive human rights risk assessments to address
the needs of workers throughout its value chain. These assessments, based on risk-based due
diligence analysis
[17]
and proactive stakeholder engagement, inform and refine Ontex’s
policies, including the Code of Ethics, Supplier Code of Conduct and Ethical Sourcing
Requirements. Direct engagement with suppliers occurs through meetings, feedback
mechanisms like surveys, and partnerships with industry organizations.
Engagement with business partners is ongoing and based on the outcomes of regular risk
assessments. Ontex prioritizes continuous dialogue to ensure alignment with expectations and
fosters a shared commitment to protecting workers throughout the value chain. Business
partners play a key role in cascading these expectations, ensuring that protective measures are
upheld at all levels. In the future, Ontex plans to deepen this engagement by further involving
legitimate representatives and credible proxies to enhance the effectiveness of its efforts.
Key engagement activities include:
Approval of new suppliers and production sites: At this stage, suppliers complete a
questionnaire covering Quality and CSR-related aspects, enabling Ontex to assess how they
manage environmental, social and ethical impacts. Virtual meetings are held to clarify
expectations around ethical and sustainable sourcing. Engagement during this stage
typically occurs once, when new suppliers or production sites are onboarded, although
additional meetings may be arranged based on the specific needs or issues that arise.
Ongoing supplier engagement: Regular activities include annual supplier webinars, ESG
data collection via questionnaires, participation in sustainability forums and ESG
presentations by key suppliers.
Suppliers in high-risk country: Dedicated meetings with suppliers in high-risk areas
address specific risks, identify potential impacts and establish preventive and mitigation
action plans.
These processes promote transparency, accountability and the mitigation of worker impacts
throughout the value chain.
Ontex fosters transparent dialogue with workers across its value chain. While formal Global
Framework Agreements with union federations are not yet in place, the Company actively
the value chain, consumers and end-users, and our overall business conduct.
>> 221 > Ontex annual report 2024
engages with workers through various channels, such as grievance mechanisms, social audits
and direct feedback during supplier evaluations. These interactions provide valuable insights
into their needs, informing Ontex’s ongoing due diligence efforts.
Engagement responsibilities
The Core Compliance Team holds operational responsibility for assessing complaints received
through the company’s whistleblower/speak up channel/line, ensuring that reported issues
involving value chain workers are thoroughly evaluated and addressed.
The Group Responsible Sourcing Specialist, a member of the Sustainability Team, oversees
findings from social audits conducted for suppliers located in high-risk countries. This role
also guides Ontex’s approach to social impacts within the value chain, ensuring alignment
with international standards and company objectives.
Evaluating effectiveness
The effectiveness of Ontex’s engagement with value chain workers is evaluated through various
mechanisms:
Public communications: Ontex reports on Key Performance Indicators (KPIs) related to
risk-based due diligence assessment, worker engagement, including supplier participation
in ESG assessments, and third-party audit findings. Transparency on these results is
provided in the Ontex Modern Slavery Statement and the Ontex Annual Report. The latter
highlights progress on KPIs and due diligence efforts.
Continuous feedback: Feedback from employees, suppliers and other key stakeholders
is actively monitored to refine and enhance engagement processes.
SUS-4.2.5 Processes to remediate negative impacts and
channels for value chain workers to raise concerns
Ontex is committed to providing clear and accessible channels for all stakeholders, including
value chain workers, to raise concerns about suspected misconduct, unethical behavior, or
violations of the Code of Ethics or the Supplier Code of Conduct. Workers are encouraged to
report potential breaches of values, policies and applicable laws.
Processes to prevent and remediate negative impacts
To support value chain workers, Ontex provides a Whistleblower/Speak-Up line. This
confidential platform allows them to raise concerns about or report any potential violation of
the Company’s ethical code.
Suppliers are informed about the Whistleblower/Speak-Up Line through the Supplier Code of
Conduct and are required to cascade this information with their employees. To ensure its
effectiveness, a comprehensive action plan is created to identify non-compliance at both the
site and supplier levels. This plan incorporates findings from third-party social audits, and
reported concerns are tracked and monitored through these audits as well as through ESG
performance platforms.
Channels to raise concerns
Ontex offers multiple confidential and anonymous channels for raising concerns:
Group Compliance members
Line Managers
Local Persons of Trust (where applicable)
Compliance Team members
Internal Audit members
The Whistleblower/Speak-Up line
As outlined in Ontex’s Speak-Up Policy, these channels ensure accessibility, confidentiality and
prompt attention to concerns:
>> 222 > Ontex annual report 2024
Confidentiality, anonymous reporting and data privacy: All reports are managed by a
secure external platform, accessible only to authorized personnel, ensuring data
protection and anonymity. Personal data is deleted once investigations conclude, unless
legal requirements mandate retention.
Timeliness: Complaints are acknowledged within seven days, with feedback provided
within three months.
Process for due diligence and remediation: Concerns are reviewed by the Compliance
Team to determine if they warrant investigation. Investigations follow strict guidelines
prioritizing confidentiality, impartiality and prompt resolution. External experts may be
consulted when necessary and disciplinary actions are taken to address identified issues.
Resolution tracking: Progress is tracked to ensure appropriate outcomes, including
corrective actions, disciplinary measures or case closure if claims are unsubstantiated.
No tolerance for retaliation: Ontex ensures a safe reporting environment and enforces
disciplinary actions against retaliation attempts.
Ontex assesses workers' awareness of the channels available for raising concerns through
its ethical whistleblowing program, the Speak-Up line. This is achieved through training
sessions in the Company’s plants and operations, ensuring that workers understand how
to report issues. Additionally, Ontex conducts social audits to identify any potential
violations of labor and human rights. During meetings with suppliers in high-risk countries,
Ontex specifically asks about the management approach they follow to handle any
potential negative issue in human rights, helping the Company to evaluate both their
awareness of and trust in these reporting channels.
SUS-4.2.6 Taking action on material IROs: value chain
workers
Ontex is committed to preventing and mitigating negative impacts on value chain workers
through proactive actions under the ‘Good for the People’ pillar of its sustainable strategy. In
2024, the company allocated human, technical and tool resources to promote human rights
and enhance the resilience and transparency of its supply chain.
Recurring actions
Risk analysis using Sedex’s Radar tool: Focus areas include child and forced labor,
freedom of association and collective bargaining, health and safety, gender equality and
equal pay for work of equal value, working conditions, harassment, diversity and inclusion.
Based on the risk assessment, preventive and mitigation measures were initiated to
improve ethical practices, working conditions and environmental sustainability. The action
plan to mitigate material risks related to value chain workers and track the effectiveness of
measures includes:
Key policy updates: Revising the Supplier Code of Conduct, Modern Slavery
Statement, Ethical Sourcing Requirements and the Human Rights Policy.
Ethical and sustainable purchasing practices: Prioritizing fair trade or organic
cotton suppliers and monitoring for child and forced labor.
Capacity-building and supplier transparency: Partnering with ethical suppliers and
requiring regular independent audits to uphold standards and transparency.
ESG monitoring practices: Selected suppliers are invited to participate in the EcoVadis
platform. Through the EcoVadis rating methodology, the company conducts a
comprehensive screening of over 100,000 public sources to keep teams informed of
sustainability-related developments within the supply chain.
Third-party social audits: Social audits at all production sites are conducted using the
Sedex Members Ethical Trade Audit (SMETA) program.
Privacy commitments: Stakeholder privacy is safeguarded through the Code of Ethics,
Supplier Code of Conduct, internal procedures and action plans addressing material
impacts, risks and opportunities related to value chain workers.
Group responsible sourcing specialist: An ethical sourcing expert ensures adequate
resources are allocated for implementing and managing impact mitigation measures.
Supplier Due Diligence Program: Since 2024, a human rights due diligence (HRDD)
program identifies and addresses adverse impacts on human rights, labor rights and the
environment across the supply chain, providing comprehensive oversight and promoting
responsible practices.
Multidisciplinary approach: Taking a cross-functional approach to impact management,
mitigation measures are integrated into management plans, with CSR criteria included in
the supplier onboarding process.
>> 223 > Ontex annual report 2024
Stakeholder engagement: Dialogue with business partners includes sharing due
diligence principles, raising risk awareness and promoting collaborative mitigation efforts.
All raw material and packaging suppliers are required to complete a self-assessment on
the EcoVadis platform, which covers key ESG criteria.
Updated policies: The company’s revised Global Supplier and Vendor Handbook aligns
with its Supplier Code of Conduct and Ethical Sourcing Policy, setting clear guidelines for
ethical practices.
Sustainable sourcing: Procurement prioritizes suppliers with certified products that meet
recognized sustainability standards, including FSC, PEFC, GOTS, OCS and REDcert.
Ontex actively considers the potential impacts on value chain workers from the raw material
sourcing stage, ensuring that the procurement department is well informed about the
associated risks of working with suppliers based on high-risk regions. The company’s Code of
Conduct and Ethical Sourcing Requirements outline the conditions under which business
relationships may be terminated, specifically in cases of systematic non-compliance with
human rights standards and when impacts cannot be mitigated through collaborative action
plans.
Ontex measures the effectiveness of its actions through regular risk assessments, policy
updates and third-party audits. Key metrics include supplier compliance, audit results and
participation in platforms like EcoVadis. Monitoring sustainable sourcing and human rights due
diligence ensures ongoing improvements. Stakeholder engagement, feedback from workers
and long-term impact assessments also track progress.
The economic and personal resources allocated to the management of Ontex's material
impacts are diverse and significant, among which Ontex can highlight the creation of a new role
to identify and monitor adverse human rights impacts in the Ontex value chain, the updating
of key policies to prevent and mitigate these risks, the use of risk tracking tools and the
monitoring of corrective actions, such as the SEDEX platform, EcoVadis and the third party
audits that Ontex conducts in its factories based on the SMETA methodology.
In 2024, no significant human rights issues or incidents were reported in connection with
Ontex’s upstream or downstream value chain.
SUS-4.2.7 Metrics and targets
Targets
Ontex promotes human rights across its value chain and aims to improve living standards.
As part of the Company’s Supplier Due Diligence Program, the following outcome-oriented
targets were established: 100% of high-risk suppliers’ direct spend covered by sustainability
assessments via EcoVadis by 2030.
100% of high-risk suppliers covered by a valid social audit report by 2030.
100% of raw material suppliers to sign the Supplier Code of Conduct by 2025.
Although no specific targets are set for secure employment, working time, adequate wages,
social dialogue, freedom of association, collective bargaining, work-life balance, health and
safety, gender equality and equal pay for work of equal value, training, and skills development,
the employment and inclusion of persons with disabilities, measures against violence and
harassment in the workplace, and diversity, these material topics are carefully evaluated as part
of Ontex’s overall targets to drive progress and monitor compliance.
>> 224 > Ontex annual report 2024
Process for setting, tracking and improving targets
Targets are developed using a risk-based due diligence framework aligned with international
human rights standards, incorporating input from the risk assessment outcomes. While key
issues like forced labor, child labor, diversity and training are addressed, targets related to
privacy, adequate housing and water and sanitation fall outside the framework. Ontex engages
directly with workers in the value chain, their legitimate representatives or credible proxies. This
engagement is a crucial element of the Company’s holistic approach, which Ontex is continually
refining to enhance its due diligence procedures. Ontex communicates its goals with suppliers
and stakeholders through supplier webinars, where it outlines expectations and assesses their
comprehensive level in terms of compliance.
Each target includes a clear link to policy objectives, baseline values and applicable timeframes.
Progress is tracked through KPIs, supplier audits, sustainability assessments and periodic
reporting. This data helps identify gaps, evaluate progress and guide corrective actions.
Quantitative and qualitative performance outcomes are provided, ensuring full transparency.
Sustainable supply chain
[18] [19]
Unit 2022 2023 2024 2024/2023
Supply chain due diligence
% of high-risk suppliers covered by a valid sustainability assessment via EcoVadis
[20]
%
37
50
83.33
+33pp
Monitoring adverse impacts in human rights
% of suppliers signed the Supplier Code of Conduct by 2030
%
96
100
100
+0pp
% of new suppliers screened using social criteria
%
100
100
100
+0pp
Suppliers located in high-risk countries
N.
28
61
30
31pp
Percentage of high-risk suppliers covered by a valid social audit report
% 42 39 60 +21pp
[18] As outlined in the Supplier Due Diligence Program, the focus on high-risk suppliers is limited to manufacturing
sites of raw material categories at the Group level. Management action plans are linked to suppliers within this
risk profile, ensuring targeted and effective risk mitigation
[19] Ontex has limitations in directly approaching customer and supplier-specific data for its Russian entity,
stemming from European sanctions, however the disclosures in the CSRD report, including the Russian
activities, are based on our comprehensive management approach, which encompasses our commitment to
workers in the value chain, consumers and end-users, and our overall business conduct.
[20] The scope of the Supplier Due Diligence Program will be systemic, covering high-risk raw material and
packaging suppliers, and excluding those involved in product outsourcing and trading goods.
>> 225 > Ontex annual report 2024
SUS-4.3 ESRS S4: Consumers and end-users
SUS-4.3.1 Interests and views of stakeholders
Consumers are key stakeholders for Ontex. The company acknowledges the importance of
consulting them and incorporating their feedback into its strategies.
There are multiple ways in which Ontex engages with its workers in the value chain, which are
described in chapter ESRS 2 (SUS-4.2.4).
SUS-4.3.2 Material impacts, risks and opportunities and their
interaction with Ontex’s strategy and business
model
Ontex is committed to ensuring the well-being of its consumers and the communities in which
it operates. The Company has a dual focus on product safety and quality, alongside meaningful
community engagement, addressing individual and societal needs while aligning with CSRD
requirements for a balanced approach to consumer and broader end-user concerns. Ontex is
committed to protecting consumer privacy, safety and well-being while ensuring ethical
business practices. Although its hygiene products do not inherently process personal data,
certain services, such as warranty registrations, product feedback and customer support,
require handling consumer information. To safeguard privacy, Ontex adheres to strict data
protection regulations, implements robust cybersecurity measures and maintains transparent
privacy policies. Its marketing strategies are designed to be ethical and non-discriminatory,
ensuring no adverse impacts on consumer rights.
Some consumers are particularly vulnerable to health risks, such as children, financially
disadvantaged individuals and first-time users of feminine hygiene products. Clear product
information, particularly on tampon use and the risks of Toxic Shock Syndrome, is a priority.
Elderly individuals and healthcare patients also depend on Ontex’s products for their dignity
and quality of life. To mitigate risks, Ontex provides transparent product guidance, ensures
responsible marketing practices and prioritizes accessibility without compromising on quality
or safety.
A thorough assessment has confirmed that Ontex has not identified widespread or systemic
negative impacts. Any potential risks related to consumer health, privacy or affordability are
carefully managed through strict safety standards, sustainability initiatives and compliance
monitoring. While no significant negative impacts have been linked to specific incidents or
business relationships, Ontex continuously evaluates risks through consumer feedback and
regulatory oversight.
Ontex’s dependency on consumers also presents risks and opportunities. Maintaining high
product safety standards is crucial to retaining consumer trust and increasing demand for
sustainable products requires continuous innovation. Economic challenges could impact
affordability, but Ontex remains committed to providing high-quality hygiene solutions. The
shift toward eco-friendly products and recyclable packaging offers opportunities for market
leadership, while initiatives addressing menstrual poverty and elderly care strengthen the
Company’s societal impact.
By managing these risks and leveraging opportunities, Ontex reinforces its commitment to
consumer well-being, sustainability and ethical business practices.
Consumer health, safety and quality commitment: Consumer safety and product
quality is central to Ontex’s operations. Risks relating to chemical traces from raw materials
or manufacturing processes, such as adhesives, inks or finishing agents, are minimized
through rigorous selection, validation and monitoring. The Company’s Quality Management
System supports continuous improvement while consumer feedback guides product
refinement. As personal hygiene products are used on sensitive parts of the body, Ontex
invests heavily in ensuring their safety. Research into the impact of its products on health
and hygiene underscores Ontex’s unwavering commitment to product stewardship and
accountability.
Transparency on chemical safety & product composition: Ontex advances sustainable
practices and actively participates in EDANA’s stewardship program to promote
transparency and high standards for chemical safety and product composition. Consumers
have a right to know what is in their products and Ontex supports initiatives aimed at full
transparency to empower informed choices. Failing to meet safety or transparency
standards could lead to reputational damage or penalties, further underscoring the
importance of these efforts.
Consumer-centric engagement and transparency: Ontex integrates consumer
feedback to guide product quality, safety and sustainability efforts. By collaborating closely
with retailers and industry stakeholders, the company ensures that its products meet
consumer expectations and build trust through transparent and responsible practices.
>> 226 > Ontex annual report 2024
Community engagement: Ontex recognizes that end-users value companies that
contribute positively to society. Aligned with the United Nations Sustainable Development
Goals, Ontex engages in community initiatives to addresses societal challenges such as
menstrual poverty, the menopause transition and the inclusion of the elderly.
By offering affordable hygiene products, the company supports vulnerable groups, including
girls and women who struggle to afford menstrual care and people suffering from incontinence,
thereby combatting isolation and promoting dignity and health. Local societal actions include
volunteer initiatives at the site or corporate level, as well as monetary or product donations, all
of which aim to address social and environmental challenges. For example, the donation of
personal hygiene products enables girls and women facing financial barriers to access
necessary care products.
This commitment to tackling societal challenges is deeply embedded into Ontex’s company
DNA, reflecting its dedication to creating tangible, positive impacts in the communities that it
serves.
All impacts identified through the double materiality assessment arising from operations,
value chain, products, services and business relationships are confirmed to be relevant to all
consumers and end-users.
Navigating risks and unlocking opportunities in absorbent hygiene
products
Absorbent hygiene products, such as baby diapers, sanitary towels, tampons and incontinence
aids, improve comfort, dignity and quality of life. While designed for reliable performance, these
products carry very low potential risks that require careful management. By addressing these
risks and driving innovation, Ontex aims to meet consumer needs while setting benchmarks for
safety, sustainability and excellence.
Key risks identified
Ontex has identified specific risks for certain groups based on characteristics and product use:
Users with sensitive skin: Prolonged contact with stool or urine can lead to skin irritation,
maceration, or infections, particularly for baby diapers and incontinence products. Effective
isolation, absorbency and fit are critical to mitigating these risks.
Tampon users: Risks include Toxic Shock Syndrome (TSS) from microbial contamination
during manufacturing or use. Improper handling of soiled products can exacerbate
hygiene challenges.
First-time and less-informed users: Lack of familiarity with product use can result in
misuse. Clear instructions on product use, hygiene practices and disposal are vital to
reducing risks and strengthening consumer relationships.
Vulnerable populations: Economically disadvantaged groups face health risks due to
limited access to hygiene products.
Children: Infants and young children are a particularly vulnerable group. Ontex ensures
compliance with international safety standards through rigorous monitoring of raw
material composition and safety. The Group Sustainability & Product Stewardship Director
oversees the implementation of these measures, supported by regular testing, internal
controls and adherence to industry standards.
>> 227 > Ontex annual report 2024
Positively impacted groups
Ontex's operations and value chain provide benefits to several groups:
End-users of absorbent hygiene products: Products enhance comfort, safety, dignity and
quality of life for consumers, especially vulnerable groups like infants and the elderly.
Innovations in absorbency, odor control and skin-friendliness help minimize risks and
improve user experience.
Vulnerable populations: Initiatives to provide affordable hygiene products address
economic inequalities, including menstrual poverty.
Healthcare institutions: Specialized hygiene products enhance patient care and dignity.
Environmentally conscious consumers: Eco-labeled products, improved recyclability
and innovation in biodegradable or recyclable materials empower sustainable choices.
Circular economy initiatives, such as take-back programs, further address environmental
concerns.
Ontex’s understanding of consumer needs is informed by consumer feedback, market research
and adherence to industry standards. The Company’s proactive measures ensure the safety
and well-being of consumers and end-users, reflecting its commitment to ethical and
responsible operations. By tailoring products to diverse needs across age groups, genders
and medical conditions Ontex enhances inclusivity and expands its market reach.
The Company’s holistic approach addresses both individual and societal needs. By prioritizing
product safety, sustainability and community engagement, it delivers exceptional value to end-
users while advancing societal progress. With robust risk management practices and impactful
community initiatives, Ontex confidently navigates complexities and solidifies its position as a
leader in personal hygiene solutions.
SUS-4.3.3 Policies related to consumers and end-users
Ontex ensures that its policies related to consumers and end-users align with internationally
recognized standards, including the UN Guiding Principles on Business and Human Rights, the
ILO Declaration on Fundamental Principles and Rights at Work, and the OECD Guidelines for
Multinational Enterprises. These frameworks guide the Company’s approach to responsible
business practices, product safety and ethical operations throughout its value chain. (see ESRS
S2 (SUS-4.2.3) Ontex discloses the extent to which cases of non-respect of these principles
involving consumers and/or end-users have been reported in its downstream value chain. If
such cases arise, Ontex provides an indication of their nature and the remedial actions taken
to address them, ensuring transparency and continuous improvement. Today no such cases
have been recorded.
Ontex’s Supplier Code of Conduct reinforces these commitments by requiring compliance with
labor rights, ethical business conduct and environmental standards among suppliers. Product
safety and quality remain a top priority, with strict adherence to global safety regulations. The
Scientific Affairs Department ensures compliance with chemical safety requirements, while
Ontex’s product information follows best practices. Responsible sourcing processes further
strengthen ethical practices among suppliers, monitored through regular audits to uphold
integrity and human rights across the supply chain.
Ontex actively monitors compliance with these international standards throughout its
downstream value chain. No cases of non-compliance related to consumer or end-user rights
have been reported to date. This is achieved through product safety reviews, supplier
monitoring and stakeholder engagement processes. Additionally, Ontex’s Speak-Up platform
provides a confidential mechanism for reporting concerns, ensuring transparency and
accountability in addressing any potential issues.
By continuously aligning its policies with global standards and proactively monitoring
compliance, Ontex safeguards the well-being of consumers, end-users and stakeholders across
its operations.
Tailored to its focus on hygiene solutions, Ontex’s policies underscore its commitment to
consumer health, product safety, transparency, accessibility and sustainability while ensuring
compliance with regulatory standards:
>> 228 > Ontex annual report 2024
Policy
Purpose
ESG topics
Scope
Product Safety
Policy
Establish and enforce stringent safety standards across the
product life cycle, from raw material testing to production.
Ensure compliance with regulatory and internal standards to
minimize potentially harmful chemicals and guarantee
biocompatibility for all skin-contact materials.
Ensures consumer safety and trust
Minimizes risk of regulatory non-compliance
Enhances brand reputation
Reduces exposure to harmful chemicals
Baby diapers, feminine hygiene
products and adult incontinence care
solutions
Global
Supplier and
Vendor
Handbook
Ontex values the relationships that it builds with its suppliers
and vendors as essential partners in achieving mutual success.
To enhance the transparency and efficiency of its collaboration
and to ensure that it works respecting the same values, the
Company has developed the Ontex Global Supplier and Vendor
Handbook.
This handbook serves as a guideline and provides an overview of
the Company’s general requirements in terms of product safety,
supplier quality and sustainability.
The ultimate goal is to ensure a reliable supply of high-quality
products and sustainable practices.
Strengthens supplier relationships and collaboration
Ensures alignment on quality, safety and sustainability
expectations
Reduces supply chain risks through transparency
Promotes ethical sourcing and responsible business practices
This document applies to all suppliers
and vendors providing materials that
may reach consumers, including raw
materials, packaging, traded goods
and outsourced goods suppliers,
categorized as ‘direct spend’.
Additionally, products and services
necessary for Ontex’s operational
continuity but not included in the final
consumer product fall under 'indirect
spend’.
Regulatory
Compliance
Requirements
Outline the safety regulations and standards that products must
meet to ensure regulatory compliance and safe consumer use.
Prevents regulatory penalties and legal actions
Ensures product marketability and compliance with global
regulations
Reduces risks related to non-compliance in different regions
Improves internal knowledge and readiness for new regulations
All raw materials, components, and
finished products.
Restricted
Substances
List
Specify substances of concern to safeguard product safety and
protect employees and consumers from potential health risks.
Protects consumers from potentially hazardous substances
Reduces reputational risks associated with unsafe materials
Ensures proactive elimination of harmful chemicals
Encourages continuous improvement in material selection
All raw materials, components and
finished products.
Donation
Policy
Define the scope, audience, and limitation of donations. Ontex
does not contribute to political parties or organizations. Instead,
donations focus on causes aligned with the company’s values
and the needs of its end-users.
Reinforces corporate social responsibility
Enhances company image and goodwill
Avoids potential conflicts of interest related to political
contributions
Strengthens partnerships with non-profits and social initiatives
Charitable organizations and initiatives
aligned with Ontex’s corporate social
responsibility strategy.
>> 229 > Ontex annual report 2024
Policy
Purpose
ESG topics
Scope
General Data
Protection
Regulation
Ensure full compliance with data protection regulations,
including GDPR. Data collected for customer support or product
feedback is managed securely and responsibly. Given limited
privacy risks, current measures effectively address data
protection requirements.
Ensures data privacy and consumer trust
Minimizes risk of data breaches and non-compliance penalties
Enhances transparency in data handling
Strengthens company credibility in digital interactions
Consumer interactions, including
customer support, warranty claims
and feedback mechanisms.
Health and
Safety Policy
Prioritize the safety of raw materials, products, workers and the
environment by rigorously screening for safety and compliance
with international standards.
Reduces workplace injuries and product safety incidents
Enhances employee morale and productivity
Ensures compliance with occupational safety regulations
Improves environmental sustainability through responsible
practices
All operations and product lines,
including baby diapers, feminine
hygiene products, and adult
incontinence care solutions.
Supplier Code
of Conduct
Ontex’s Supplier Code of Conduct explains what Ontex expects
from suppliers with regard to business ethics, human rights,
health and safety and environment.
It expects its suppliers to share the environmental, social and
governance requirements which are expressed in this Supplier
Code of Conduct and to replicate these standards further down
the supply chain.
Signing the Supplier Code of Conduct is mandatory to start the
business relationship.
Measures against violence and harassment in the workplace
Freedom of association and collective bargaining
Child labor and young workers
Forced labor and modern slavery
Health and Safety
Fair wages
Data protection and privacy
Healthy environment
All suppliers
>> 230 > Ontex annual report 2024
SUS-4.3.4 Processes for engaging with consumers and end-
users about impacts
Ontex actively integrates the perspectives of consumers and end-users to inform decisions and
activities aimed at managing both actual and potential impacts. These perspectives are critical
in ensuring product safety, quality and accessibility.
The Chief Innovation and Sustainability Officer holds the highest operational responsibility for
ensuring that consumer and end-user engagement is effectively conducted and integrated into
decision-making. This role is supported by the VP Quality and Regulatory Affairs, who oversees
the practical implementation of engagement efforts and ensures that consumer feedback
directly influences product safety, regulatory compliance and quality management.
Consumer engagement occurs at multiple stages, including product development, post-market
feedback and quality assessments. These efforts involve consumer surveys, focus groups,
product testing and direct feedback through customer support channels. Engagement is
conducted regularly to maintain alignment with consumer expectations and evolving needs.
Ontex engages consumers through various channels to drive product improvement:
Feedback and complaints: Dedicated channels allow consumers to share feedback,
report issues and suggest improvements, ensuring product quality aligns with user
expectations.
Stakeholder collaboration: Partnerships with EDANA, retailers and other stakeholders
help Ontex address health, safety and environmental concerns while meeting and
exceeding consumer and regulatory expectations.
Community engagement: Ontex collaborates with local communities proactively and
provides ad hoc support during events such as natural disasters.
SUS-4.3.5 Processes to remediate negative impacts and
channels for consumers and end-users to raise
concerns
Ontex has robust systems to address negative impacts and ensure that consumers can voice
concerns effectively.
Complaint resolution: Ontex has established protocols to promptly investigate and
resolve consumer complaints, including notification of affected parties and corrective
actions where necessary. The effectiveness of remedies is assessed through consumer
feedback, resolution timelines, and post-resolution monitoring to ensure that the issue is
adequately addressed.
Product recalls: In case of safety issues, Ontex follows a structured recall protocol that
includes transparent communication with affected consumers, direct support where
required, and corrective measures to prevent recurrence. Consumer trust in this process
is regularly evaluated through engagement and feedback mechanisms.
Speak-Up line: To address human rights and ethical concerns, Ontex provides a
confidential reporting mechanism accessible to employees, suppliers and customers.
Reported concerns are promptly reviewed and Ontex ensures transparency and
accountability in the resolution process. The effectiveness of this channel is monitored
through response times, resolution rates and user feedback, with periodic assessments to
ensure accessibility and reliability. Ontex also enforces a strict non-retaliation policy to
protect individuals using these mechanisms, guaranteeing confidentiality and fostering
trust in the reporting process.
>> 231 > Ontex annual report 2024
SUS-4.3.6 Taking action
Ontex addresses material impacts on consumers through proactive measures that ensure
compliance with health, safety and sustainability standards. These actions reflect Ontex’s
commitment to placing safe products on the market, following best practices and aligning with
its business strategy.
Sustainable Manufacturing and Biocompatibility: Ontex applies sustainable
manufacturing practices to minimize chemical risks and ensure the safety of materials in
contact with the skin. All raw materials undergo rigorous screening for safety and
compliance. Effectiveness is assessed through compliance rates, independent testing and
consumer safety monitoring. Ontex employs sustainable manufacturing practices to
minimize chemical risks in its products. Biocompatibility assessments are conducted on all
materials in contact with the skin, demonstrating a commitment to consumer health. Raw
materials are rigorously screened for safety and compliance through a conformity
declaration process focusing primarily on their chemical composition. This ensures that the
company’s products are safe for both people and the environment, reinforcing its
dedication to responsible and sustainable operations.
Traceability and Safety Monitoring: Ontex’ traceability systems ensure complete
transparency in product components, enabling swift identification of emerging risks. These
systems uphold regulatory compliance and strengthen consumer trust in product safety.
Ontex employs state-of-the-art risk management tools such as Failure Mode Effects
Analysis (FMEA) and adheres to Good Manufacturing Practices (GMPs) to proactively
identify and address risks across the product lifecycle. Rigorous testing and monitoring
ensure products meet the highest safety standards.
Ontex aligns with the EDANA Tampon Code of Practice, enhancing product transparency
and safety. This includes providing clear and accessible information about risks like Toxic
Shock Syndrome (TSS) for tampon users, along with detailed guidance in product leaflets
to support safe and informed use, particularly for first-time users and healthcare
professionals.
Remediation Processes: These ensure that mechanisms to address negative impacts are
effective through structured complaint resolution and recall protocols. Effectiveness is
[21] Ontex has limitations in direct approaching customer and supplier-specific data for its Russian entity, stemming
from European sanctions, however the disclosures in the CSRD report, including the Russian activities, are
based on our comprehensive management approach, which encompasses our commitment to workers in the
measured by tracking resolution times, consumer feedback and follow-up assessments. A
confidential reporting mechanism is in place to address concerns, supported by a non-
retaliation policy.
Tracking Effectiveness of Action: Ontex evaluates the impact of its actions through key
performance indicators, including incident resolution rates, regulatory compliance
outcomes and consumer satisfaction assessments.
Resources Allocated to Consumer Impact Management: Ontex dedicates resources to
managing material consumer impacts, including investment in product safety, regulatory
compliance and traceability systems. Community engagement efforts are supported
through structured partnerships and internal initiatives.
Scope and Time Horizons of Actions: Actions cover the entire product portfolio and
global value chain, with implementation across multiple geographical areas. Ongoing
processes are continuously monitored, while other initiatives follow defined timelines
based on strategic objectives.
Human Rights Issues and Incidents: No severe human rights issues or incidents related
to consumers have been reported. If such cases arise, they are addressed through
established remediation mechanisms
SUS-4.3.7 Metrics and Targets
Ontex has established measurable targets
[21]
to monitor its progress in consumer safety,
quality, and sustainability:
value chain, consumers and end-users, and our overall business conduct.
>> 232 > Ontex annual report 2024
Reduction in Consumer Complaints
In 2023, Ontex achieved a 6,5% reduction in consumer quality complaints (ppm) compared to
2022. This improvement highlights the company’s commitment to enhancing consumer
satisfaction and maintaining ambitious standards of quality assurance. For 2025, we aim to
achieve a 10% reduction in consumer complaints.
Consumer complaints
2023
2024
2024/2023
Consumer complaints (ppm)
0.95
0.89 -6.5%
Methodologies & assumptions
Reduction of consumer complaints is essential for achieving a high level of customer
satisfaction. Ontex tracks this KPI using the number of complaints received per million of
units produced. The percentage reduction is compared to the previous year using the
following formulas:
Ppm =
Total parts complained
Total parts produced
x 1,000,000
>> 233 > Ontex annual report 2024
Chemical safety compliance
In line with its commitment to product safety and consumer confidence, Ontex has expanded
its Oeko-Tex Standard 100 certification in the past year. This certification now covers key
product categories, including baby diapers, baby pants, external feminine care, tampons and
incontinence products.
Ontex now holds eight certificates (five main and three satellite), encompassing 699
products a 20% increase in certified products compared to 2023.
The number of certified brands has risen by 67%, covering 60 brands in total.
Certified facilities in Tijuana, Stokesdale, Grosspostwitz, Turnov, Radomsko, Segovia, Dourges,
and Buggenhout ensure global compliance with high safety standards.
Since certification is based on customer requests, no predefined targets can be set for this
expansion.
Regulatory compliance for raw materials
Ontex ensures product safety through a rigorous conformity declaration process for all raw
materials, achieving 100% compliance. This process involves:
Supplier requirements: Suppliers must provide detailed safety data, raw material
composition and biocompatibility test results.
Review and verification: An independent external toxicologist reviews each declaration to
ensure compliance with Ontex’s standards and regulations.
Oversight: The Regulatory Affairs Department manages the process to ensure that only
materials meeting strict safety criteria are approved.
With 100% of materials fully documented, Ontex showcases its commitment to consumer
safety while proactively addressing new standards and emerging risks.
Since all materials must comply with regulatory requirements at all times, setting an additional
target is not applicable.
[22] This table compares the 2024 global figures with the 2023 EMEAA figures. If the comparison were limited to
EMEAA, the actual percentage increase would be higher. Notably, 2024 was the first year we included data
from North America, following the introduction of the SAP system and its associated standardization. A
Chemical footprint
Ontex has set an ambitious target to achieve a 100% full chemical footprint by 2030, reflecting
its commitment to complete transparency.
Chemical footprint
[22]
2022
(EMEAA)
2023
(EMEAA)
2024
(Global)
2024/2023
% of active compounds covered
by a completed RMIF (Raw
Material Information Form)
21.3% 39% 43,3% >11%
KPI Methodology
This KPI is measured by calculating the ratio between the total number of active components
and the number of components covered by a complete detailed composition (Raw Material
Information File RMIF). For more details, refer to the document ‘How to calculate Chemical
Transparency KPI’.
Post-market surveillance
Through ongoing post-market surveillance and customer complaint analysis, Ontex identifies
trends and implements corrective actions as needed, ensuring that consumer feedback directly
informs product refinement and safety enhancements.
separate calculation is not possible, as one quality of raw material can be used globally. The calculation, which
includes all changes up to the end of January 2025, was completed at that time.
>> 234 > Ontex annual report 2024
SUS-5 Governance information
SUS-5.1 ESRS G1: Governance & business conduct
SUS-5.1.1 Impact, risks, and opportunities management
Description of the processes to identify and assess material
impacts, risks, and opportunities
Ontex is committed to integrating ethical practices into its operations. Through a double
materiality assessment, the Company identifies and evaluates both financial and material
impacts, risks, and opportunities.
The process involves:
Screening global trends, regulatory developments, and stakeholder expectations;
Engaging with suppliers, customers, and consumers to identify critical impact areas; and
Evaluating the governance impact of our operations, enabling the Company to map risks
such as corruption, money laundering, or other types of crime as well as opportunities for
transparency, dialogue and advocacy.
These findings are integrated into Ontex’s strategies to ensure transparency towards
stakeholders and manage compliance with applicable regulations. The Company extends its
assessments across the entire value chain, addressing upstream and downstream impacts.
Regular consultations with stakeholders ensure inclusivity and provide valuable insights that
allow the Company to refine its approach. By embedding transparency, advocacy, business
ethics and compliance into its operations, Ontex aims to reduce reputational risks, align with
emerging regulatory frameworks, and drive meaningful change in the personal hygiene sector.
Further details can be found in Section SUS-2.4.1 Double materiality process and results.
SUS-5.1.2 Corporate culture and business conduct policies
Ontex’s corporate culture is founded on its PRIDE values and Code of Ethics, which set out the
fundamental values and principles guiding business conduct and form the basis for all internal
policies.
The Company’s Compliance Program provides a practical framework to uphold these values
and principles, ensuring that employees understand their responsibilities and adhere to ethical
business practices. It includes measures for monitoring, reporting, and addressing potential
issues to maintain high standards of integrity and legal compliance throughout the Company.
The Compliance Program is led by a designated expert with over 25 years of professional
experience, reporting directly to the Chief Legal Officer and the Board of Directors through the
Audit and Risk Committee. The program operates with its own budget and a structured annual
plan, defining objectives and KPIs based on risks and opportunities identified across business
functions (see the ERM exercise in the next paragraph). These plans are reviewed and approved
by the Executive Management Committee and the Audit and Risk Committee. Regular updates
on progress, incidents, and actions for mitigation are provided to the Executive Management
Committee and at least twice per year to the Audit and Risk Committee.
Ontex is committed to integrity, honesty, and ethical business practices, both towards
employees and in all of its operations. High ethical standards apply not only to employees but
also to all third parties acting on the Company’s behalf. The Code of Ethics extends to agents,
distributors, joint venture partners, consultants, and other intermediaries, who are required to
commit to these principles in their agreements with the Company. Suppliers must adhere to
the Supplier Code of Conduct, as well as the laws and regulations of the countries in which they
operate.
Every employee, from the CEO to members of the Executive Management Committee and
Executive Leadership Team, is requested to complete an annual mandatory Code of Ethics
training. This includes a written acknowledgment of their commitment to comply with the Code
of Ethics and related policies (e.g., Gifts and Entertainment, Expense Reporting, Delegation of
Authority). Employees also confirm that they have nothing to report and commit to disclosing
any potential violations.
>> 235 > Ontex annual report 2024
High-risk functions, where employees are most exposed to compliance-related risks, are
identified through the Integrated Enterprise Risk Management Exercise (ERM). Led by Internal
Audit, and with input from the Compliance team and other functions, the ERM exercise
assesses risk exposure in key areas such as Sales and Marketing, Procurement, Supply Chain,
Government Relations and Regulatory Affairs, International Operations, Finance and
Accounting, Legal and Compliance, Human Resources, and Executive Leadership.
Employees in high-risk functions receive additional targeted training, tracked through individual
acknowledgments in their personnel files. Some trainings, such as the annual in-person
antitrust training for Sales, are mandatory, while others, including Sanctions and Anti-Bribery
and Corruption training, are provided on an ad-hoc basis depending on employee roles.
The mechanisms for identifying, reporting, and investigating potential violations of the Code of
Ethics and related policies include the Whistleblower/Speak-Up channel (see Section S1-3),
which allows for both internal and external reporting. Additionally, various functions including
Human Resources, Legal, Finance, Cybersecurity, Supply, Quality, and Internal Audit, as well as
Executive Management Committee members responsible for each function supervise
compliance through audits and reviews.
Ontex is making steady progress towards its 2030 target of ensuring that 100% of employees
complete the annual Code of Ethics training. In the reporting period, 89% of employees
participated in the training.
To improve completion rates, a structured plan has been developed, including:
Mandatory completion requirements: Clear deadlines and progress tracking to ensure
participation across all roles and locations.
Data collection and tracking: Outsourcing the tracking of the annual mandatory Code of
Ethics training.
Comprehensive training programs: Regular updates and accessible training modules
covering key principles and their application in daily operations.
Leadership accountability: Engaging managers and leaders to drive compliance goals
and reinforce ethical conduct across teams.
These measures not only support progress toward the 2030 target but also strengthen Ontex’s
culture of integrity and compliance. By empowering employees with the knowledge and
confidence to uphold ethical standards, the Company ensures that responsible business
practices remain a core part of its operations
See Social information, Section 4.2.1 for further details on PRIDE values.
>> 236 > Ontex annual report 2024
Policy
Purpose
ESG topics
Scope
Code of Ethics Define Ontex’s commitment to doing business in an ethical and
responsible manner.
Anti-discrimination
Anti-harassment
Professional conduct
Health and safety
Human rights
All employees and business partners.
Supplier Code of Conduct The purpose of Ontex’s Supplier Code of Conduct is to ensure
that our suppliers share our commitment to ethical and
responsible business practices. This includes maintaining high
standards of integrity , treating employees with fairness,
prioritizing safety and sustainability, and reducing environmental
impact.
Violence and harassment in the workplace
Freedom of association and collective bargaining
Child labor and young workers
Forced labor and modern slavery
Health and safety
Fair wages
Data protection and privacy
Healthy environment
All suppliers.
SUS-5.1.3 Management of relationships with suppliers
Approach to supplier relationships
Ontex prioritizes transparency, sustainability, and mutual growth in its supplier collaborations.
The Global Supplier and Vendor Handbook outlines key requirements and expectations,
ensuring strong supplier relationships and mitigating supply chain risks.
Key aspects include:
Supplier Code of Conduct: Mandatory signing of this Code of Conduct, which includes
labor, ethics and health and safety standards.
Supplier Due Diligence Program: Regular assessments focusing on human rights and
environmental impacts.
Onboarding procedures: Ensuring compliance with Ontex’s high standards for quality,
safety, and sustainability.
Aligned with the Supplier Due Diligence Program, Ontex implements an ethical sourcing
strategy & targets (more info see SUS-4.2.7) to identify and mitigate supply chain risks. By
fostering accountability through self-compliance commitments, ESG performance monitoring,
and transparent reporting, the Company drives continuous improvements and fair and
sustainable procurement processes.
To integrate ethical sourcing into procurement practices, and in collaboration with the Group
Procurement Team, Ontex focuses on monitoring critical non-conformities in raw materials,
holding regular meetings with suppliers, and building the capacities to address and mitigate
adverse impacts. These efforts enhance supply chain resilience and align procurement
practices with the Company’s strategic goals.
Ontex’s Supplier Code of Conduct and ethical sourcing requirements include comprehensive
risk assessments, with a focus on sustainability. New vendors and suppliers must complete a
Corporate Social Responsibility (CSR) questionnaire, evaluating social, environmental, and
ethical criteria as part of the onboarding process. This, combined with quality performance
assessments, ensures alignment with the Company’s sustainability standards. Furthermore, the
ESG performance of high-risk suppliers is closely monitored.
>> 237 > Ontex annual report 2024
To foster ethical partnerships, Ontex trains its procurement workforce to engage effectively
with suppliers and promote sustainable practices. Supplier ESG performance is regularly
screened and evaluated through CSR checks during onboarding and ongoing assessments,
including EcoVadis evaluations.
Social and environmental criteria for supplier selection
Ontex applies stringent social and environmental criteria to its supplier selection and
onboarding processes:
Environmental Management System (EMS) Suppliers must implement an EMS aligned with
ISO 14001 standards, including:
environmental policies;
targets for reducing environmental impacts; and
compliance with applicable environmental legislation.
Social audit requirements
Suppliers located in high-risk countries must provide a valid social audit report within
six months of engagement.
Audits must adhere to recognized international standards, focusing on human rights
and labor conditions.
Sustainability focus
Suppliers are encouraged to disclose their ESG performance via platforms like
EcoVadis, fostering transparency and accountability.
For renewable materials, suppliers must comply with Ontex’s Sustainable Sourcing
Policy, the purpose of which is to ensure traceability and responsible sourcing.
Ethical and transparent sourcing practices
Ontex requires detailed disclosures on manufacturing locations and raw material
origins to facilitate sustainability assessments.
Ontex is committed to incorporating locally based suppliers into its procurement network,
ensuring their adherence to relevant environmental and quality certifications.
For vulnerable suppliers, Ontex upholds the protection principles outlined in the ‘ESRS S2
Workers in the value chain’ standard, offering targeted support to help suppliers meet
standards and integrating them into the Company’s due diligence processes. For further details,
see: Chapter 4: Social information, Section 4.2.
SUS-5.1.4 Prevention and detection of corruption and
bribery
Ontex strictly prohibits offering or soliciting anything of value with the aim of obtaining an
improper business advantage, whether this involves government officials, clients, or
commercial entities. In addition to the full range of training initiatives outlined in G1-1 (including
the annual mandatory Code of Ethics training), the compliance program incorporates multiple
measures derived from frameworks such as the United Nations Convention against Corruption,
including:
A Gifts and Entertainment Policy to prevent conflicts of interest;
Third-party due diligence for high-risk business partners and regions;
Risk identification and mitigation, including targeted training for employees in high-risk
areas and structured supervision;
Supplier compliance, with all third-party suppliers, vendors, consultants, and joint
ventures being requested to acknowledge and adhere to the Supplier Code of Ethics;
Ad hoc anti-corruption training for finance managers, including internal and external
courses;
Robust internal controls, such as approval requirements under the Delegation of
Authority policies;
Unannounced internal audits, conducted by the internal audit group across different
business functions; and
The Whistleblower/Speak-Up channel for employees to report concerns confidentially.
Clear protocols ensure that bribery and corruption investigations are conducted by qualified,
independent personnel. Investigation teams are separate from the management chain
involved, with external forensic experts or legal counsel consulted where necessary.
Violations result in consistent and proportionate disciplinary measures, including termination
and legal action, demonstrating Ontex’s commitment to legal and ethical standards. All
>> 238 > Ontex annual report 2024
reported incidents are reviewed by the Executive Management Committee and the Audit and
Risk Committee of the Board of Directors.
Ontex periodically reviews and updates its anti-corruption policies, procedures, and controls to
incorporate lessons learned from past incidents, industry best practices, and changes in legal
requirements.
As outlined in Section S1-3, individuals in high-risk roles sign acknowledgment form confirming
their awareness of and commitment to the Code of Ethics, with the same process applied after
each ad hoc training.
The anti-corruption and bribery policies provide real-life examples and red-flag indicators to
help employees recognize and respond to potential risks.
SUS-5.1.5 Metrics and targets
Confirmed incidents of corruption or bribery
No court convictions or fines related to corruption or bribery occurred during the reporting
period.
As outlined in the previous section, measures to prevent corruption and bribery are
continuously reviewed against real-life incidents, in order to ensure the compliance program
remains effective and adaptable.
Code of Ethics trainings
As outlined above, Ontex employees are invited to participate in a mandatory annual Code of
Ethics training, supplemented by ad hoc training for high-risk and supervisory roles. Progress
is being made toward the 2030 goal of ensuring that 100% of the workforce is fully trained in
the Code of Ethics and related compliance policies.
To realize this goal clear internal targets and action plans were established in 2024, including:
Comprehensive training programs: Regularly updated and accessible training modules
covering key principles of the Code of Ethics and its application in daily operations.
Mandatory completion requirements: Setting clear deadlines and tracking progress to
ensure full participation and completion by all employees, regardless of role or location.
Localized content delivery: Providing training materials in multiple languages and tailored
to regional and cultural contexts to ensure relevance and accessibility for the company’s
global workforce.
Regular monitoring and reporting: Establishing robust systems to track training
participation rates.
Targeted interventions: Implementing additional training or support to regions, teams,
or roles that may face unique compliance challenges.
>> 239 > Ontex annual report 2024
Leadership accountability: Engaging managers and leaders to champion training
initiatives, ensuring compliance goals are cascaded throughout their teams.
These measures aim not only to achieve the 2030 target but also to embed ethical behavior
and compliance principles into the corporate culture. By doing so, employees are empowered
with the knowledge and confidence to uphold the company’s values in their daily decisions and
actions.
Methodologies and assumptions
[23]
Training programs are designed to include 100% of employees, with high-risk functions
identified based on their area of work. These areas are determined through the risks
identified in the company’s Enterprise Risk Management exercise.
SUS-5.1.6 Payment practices
Ontex is committed to the timely and fair payment of its vendors by:
Aligning on clear payment terms and conditions in agreements with the vendor. There are
no standard payment terms as payment terms are based on individual negotiations with
each vendor. Where an agreement with the vendor is not available, the Ontex general
Terms & Conditions are applicable: “Unless otherwise specified in the Specific Terms, any
undisputed invoiced amounts shall be paid to the Supplier within the relevant payment term set
out in the applicable law”. Ontex ensures no distinction is made between vendors, and treats
all vendors equally when it comes to payment behavior. Since no standard payment terms
are defined, Ontex cannot compute and disclose percentage of its payment aligned with
the standard terms.
Ensuring payments are made to correct vendor bank accounts (with the vendor
onboarding process requiring confirmation of bank details via an official bank letter);
Processing invoices in compliance with agreed payment terms and legal requirements:
invoices are verified against purchase orders and delivery receipts. Where no purchase
[23] Ontex has limitations in direct approaching customer and supplier-specific data for its Russian entity, stemming
from European sanctions, however the disclosures in the CSRD report, including the Russian activities, are based on
order exists, an automatic workflow seeks approval from the purchase requester, in
accordance with the Delegation of Authority policy.
These practices safeguard Ontex’s supply chain and support broader sustainability objectives,
establishing long-term partnerships built on trust and shared values.
The company operates on monthly payment cycles, with payments being executed on the first
working day of each month. Consequently, payments typically occur just before or after
contractual deadlines. The DPO (Days Payable Outstanding) at year-end 2024 is 105. The higher
DPO at year-end is impacted by the timing of the payment run that occurs just after year-end.
As of December 31
st
2024, no legal procedures were outstanding related to late payments to
vendors.
Methodologies and assumptions
DPO
(Days Payable Outstanding): # Days payable outstanding calculated as Trade Payables
per Dec 31
st
2024 / (Cost of Sales + Distribution Expense for 2024) x 365
our comprehensive management approach, which encompasses our commitment to workers in the value chain,
consumers and end-users, and our overall business conduct.
>> 240 > Ontex annual report 2024
Auditor reports
Statutory auditor’s report to the general shareholders’ meeting of Ontex Group NV on the
consolidated accounts for the year ended December 31, 2024
We present to you our statutory auditor’s report in the context of our statutory audit of the
consolidated accounts of Ontex Group NV (the “Company”) and its subsidiaries (jointly “the
Group”). This report includes our report on the consolidated accounts, as well as the other legal
and regulatory requirements. This forms part of an integrated whole and is indivisible.
We have been appointed as statutory auditor by the general meeting d.d. 5 May 2023, following
the proposal formulated by the board of directors and following the recommendation by the
audit committee . Our mandate will expire on the date of the general meeting which will
deliberate on the annual accounts for the year ended 31 December 2025. We have performed
the statutory audit of the Group’s consolidated accounts for 11 consecutive years.
Report on the consolidated accounts
Unqualified opinion
We have performed the statutory audit of the Group’s consolidated financial statements, which
comprise the consolidated statement of financial position as at 31 December 2024 , the
consolidated income statement, the consolidated statement of comprehensive income , the
consolidated statement of changes in equity and the consolidated statement of cash flows for
the year then ended, and notes to the consolidated financial statements, including a summary
of significant accounting policies and other explanatory information, and which is characterised
by a consolidated statement of financial position total of EUR 2,360.6 million and a profit for
the year of EUR 10.3 million.
In our opinion, the consolidated accounts give a true and fair view of the Group’s net equity
and consolidated financial position as at 31 December 2024, and of its consolidated financial
performance and its consolidated cash flows for the year then ended, in accordance with IFRS
as adopted by the European Union and with the legal and regulatory requirements applicable
in Belgium.
Basis for unqualified opinion
We conducted our audit in accordance with International Standards on Auditing (ISAs) as
applicable in Belgium. Furthermore, we have applied the International Standards on Auditing
as approved by the IAASB which are applicable to the year-end and which are not yet approved
at the national level. Our responsibilities under those standards are further described in the
Statutory auditor’s responsibilities for the audit of the consolidated accounts” section of our report.
We have fulfilled our ethical responsibilities in accordance with the ethical requirements that
are relevant to our audit of the consolidated accounts in Belgium, including the requirements
related to independence.
We have obtained from the board of directors and Company officials the explanations and
information necessary for performing our audit.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a
basis for our opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most
significance in our audit of the consolidated accounts of the current period. These matters were
addressed in the context of our audit of the consolidated accounts as a whole, and in forming
our opinion thereon, and we do not provide a separate opinion on these matters .
>> 241 > Ontex annual report 2024
(1) Disposal Group held for sale and discontinued operations
Description of the key audit matter
Since 2022 the Ontex group is divesting its activities located in “Emerging Markets” and
classified these operations as disposal group held for sale in the statement of financial position.
The related financial performance is reported as discontinued operations in the income
statement. The sale of the Central American activities was completed in May 2023. In the first
half of 2024 the sale of the Algerian and Pakistani activities was realised. In September 2024,
Ontex entered into a binding agreement to sell its Brazilian business activities. The transaction
is expected to be completed in the first half of 2025. In February 2025, Ontex announced that
it has entered into a binding agreement to sell its Turkish subsidiary, with an expectation to
close the transaction in the third quarter of 2025. Upon closing of the Turkish transaction, all
assets that were presented as held for sale on 31 December 2024 will be disposed of within
the next year. Based on these considerations, management determined the criteria of IFRS 5
were met and the activities should be presented as discontinued operations on 31 December
2024.
In accordance with IFRS 5 the group classified all assets and all liabilities related to these
activities as Assets classified as held for sale and Liabilities related to assets classified as held
for sale which amount to respectively EUR 259.3 million and EUR 104.6 million per 31
December 2024. In the consolidated income statement, the loss for the period of the activities
located in Emerging Markets was presented in one line as Loss for the period from
discontinued operations” and amounts to EUR 10.7 million.
We consider this matter to be of most significance because of the size of the operations that
have been sold in 2024 or are expected to be sold within the next year, the complexity of the
planned transactions and judgements made by management in the valuation of the related
assets and liabilities at the lower of carrying amount and fair value less costs to sell.
The assets classified as held for sale and the related liabilities, the key lines of the results and
cash flows related to discontinued operations are detailed in note FIN-4.8 of the financial
statements.
How our audit addressed the key audit matter
We read minutes of the Board of Directors and sales agreements of the divested entities and
entities for which binding agreements were signed. We discussed with management the
divestment process and agreements reached with buyers to evaluate the appropriateness of
the accounting treatment, valuation, and disclosure in line with IFRS 5.
We performed procedures to verify completeness and accuracy of the assets, liabilities, results
and cash flows presented as discontinued operations, including measurement in accordance
with IFRS 5. Our procedures included but were not restricted to:
Reconciling the reclassified assets, liabilities and results to the group reporting forms of the
activities that are held for sale;
Reconciling the loss on the sale of the Algerian and Pakistani business to the underlying
calculation, share sales agreement, transaction expenses and bank statements;
Validating assumptions taken on carved out assets, liabilities and net results of legal
companies active in both continuing and discontinuing activities at Ontex Group based on
audit evidence obtained;
Reviewing and challenging management’s preliminary estimate of the disposal result of
entities not yet sold at year-end and reconciling the reversal of previously recognised
impairment charge on tangible and intangible fixed assets with definite useful life to the
underlying calculation;
Evaluating the adequacy of the disclosure (Note FIN-4.4.9 and FIN-4.8) of the assets held
for sale and discontinued operations in the consolidated accounts.
Our results
We agree with management’s position that the IFRS 5 criteria were met as of 31 December
2024. We found the methodologies and the assumptions applied in respect of the assets,
liabilities and results of the discontinued operations and the preliminary estimate of the
disposal result to be in line with our expectations and the share sale agreements. We consider
the disclosure on the discontinued operations as appropriate.
(2) Impairment of goodwill
Description of the key audit matter
Ontex carries a significant value of goodwill on the balance sheet amounting to EUR 799.4
million at 31 December 2024 as detailed in disclosure FIN-4.9.1. Under the International
Financial Reporting Standards as endorsed by the EU (“IFRS’s”), the Company is required to test
the amount of goodwill for impairment at least annually.
>> 242 > Ontex annual report 2024
We consider this matter to be of most significance because of the complexity of the assessment
process and significant judgments in respect of assumptions about the future results of the
business and the discount rates applied to future cash flow forecasts. The most important
assumptions relate to the discount rate, growth rates of revenue and operating margin.
How our audit addressed the key audit matter
We challenged whether the goodwill impairment test was performed at the lowest CGU level at
which the goodwill is monitored. We challenged the cash flow projections used in the
impairment tests and the process through which they were prepared. We found that the
projected cash flows for 2024 were consistent with the Board’s approved budgets and the
strategic plan as presented to the Board, which were subject to timely oversight and challenge
by the Directors. We have critically assessed the historical accuracy of management’s estimates
and evaluation of business plans by comparing the prior year’s forecast with the Group’s actual
performance. For the cash flows after 2025 we critically assessed and challenged the
assumptions related to the long-term growth rates, by comparing them to industry forecasts
and historical growth rates.
We compared the weighted average cost of capital (“WACC”) to the cost of capital and debt of
the Group and comparable organisations, as well as considering territory specific factors. We
tested the calculation method used and the accuracy thereof. We compared operating margin,
working capital- and CAPEX percentage with past actuals. We challenged the adequacy of
management’s sensitivity analysis of the headroom. For all CGUs we calculated the degree to
which these assumptions would need to move before an impairment conclusion was triggered.
We discussed the likelihood of such a movement with management. We included valuation
specialists in our team to assist us with these procedures. We also evaluated the adequacy of
the disclosures (Note FIN-4.9.1 and Note FIN-4.4.4) in the financial statements.
Our results
From our sensitivity analysis, we found the likelihood of changes resulting in impairment losses
to be unlikely.
(3) Valuation of deferred taxes and valuation allowance on deferred tax
assets related to tax losses carried forward
Description of the key audit matter
Ontex has recognised a deferred tax asset of EUR 27.6 million at 31 December 2024, which is
for an important part related to tax losses or tax incentives carried forward. At the same time,
a deferred tax asset position of EUR 136.6 million was not recognised, as disclosed in Note FIN-
4.19.1.
The valuation of the deferred tax positions at Ontex involved significant judgement, more
specifically in the determination of the recognition of deferred tax assets related to tax losses
carried forward. The estimation of the future taxable basis is highly judgemental as well as the
assessment of the impact of tax laws and regulations, tax planning action and strategies, rulings
and transfer pricing. Because of all the aforementioned reasons, we found this key audit matter
to be of most significance for our audit.
How our audit addressed the key audit matter
We challenged the assumptions made to assess the recoverability of deferred tax assets
related to tax losses carried forward and the timing of the reversal of deferred tax positions.
During our procedures, we used amongst others budgets, forecasts and tax laws and in
addition we assessed the historical accuracy of management’s assumptions. An important
management judgement was the period over which taxable profits can be reliably estimated
and consequently, no deferred tax assets are recognised for tax losses used in any period
beyond. We verified that the deferred tax position was calculated at the enacted tax rate for
the year in which the deferred tax position is expected to reverse.
We also assessed the adequacy and completeness of the Company’s disclosure included in
Note FIN-4.4.2, FIN-4.19.1 and FIN-4.27 in respect of deferred taxes.
Our results
We found management’s judgements in respect of the Group’s deferred tax positions to be
consistent and in line with our expectations.
>> 243 > Ontex annual report 2024
Responsibilities of the board of directors for the preparation of the
consolidated accounts
The board of directors is responsible for the preparation of consolidated accounts that give a
true and fair view in accordance with IFRS as adopted by the European Union and with the legal
and regulatory requirements applicable in Belgium, and for such internal control as the board
of directors determine s is necessary to enable the preparation of consolidated accounts that
are free from material misstatement, whether due to fraud or error.
In preparing the consolidated accounts, the board of directors is responsible for assessing the
Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless the board of directors either
intend s to liquidate the Group or to cease operations, or have no realistic alternative but to do
so.
Statutory auditor’s responsibilities for the audit of the consolidated
accounts
Our objectives are to obtain reasonable assurance about whether the consolidated accounts
as a whole are free from material misstatement, whether due to fraud or error, and to issue an
auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance,
but is not a guarantee that an audit conducted in accordance with ISAs will always detect a
material misstatement when it exists. Misstatements can arise from fraud or error and are
considered material if, individually or in the aggregate, they could reasonably be expected to
influence the economic decisions of users taken on the basis of these consolidated accounts.
In performing our audit, we comply with the legal, regulatory and normative framework
applicable to the audit of the consolidated accounts in Belgium. A statutory audit does not
provide any assurance as to the Group’s future viability nor as to the efficiency or effectiveness
of the board of directors’ current or future business management at Group level. Our
responsibilities in respect of the use of the going concern basis of accounting by the board of
directors are described below.
As part of an audit in accordance with ISAs, we exercise professional judgment and maintain
professional skepticism throughout the audit. We also:
Identify and assess the risks of material misstatement of the consolidated accounts,
whether due to fraud or error, design and perform audit procedures responsive to those
risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our
opinion. The risk of not detecting a material misstatement resulting from fraud is higher
than for one resulting from error, as fraud may involve collusion, forgery, intentional
omissions, misrepresentations, or the override of internal control;
Plan and perform the group audit to obtain sufficient appropriate audit evidence regarding
the financial information of the entities within the Group as a basis for forming an opinion
on the consolidated financial statements. We are responsible for the direction, supervision
and review of the audit work performed for purposes of the group audit. We remain solely
responsible for our audit opinion.
Obtain an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of
expressing an opinion on the effectiveness of the Group’s internal control;
Evaluate the appropriateness of accounting policies used and the reasonableness of
accounting estimates and related disclosures made by the board of directors ;
Conclude on the appropriateness of the board of directors’ use of the going concern basis
of accounting and, based on the audit evidence obtained, whether a material uncertainty
exists related to events or conditions that may cast significant doubt on the Group’s ability
to continue as a going concern. If we conclude that a material uncertainty exists, we are
required to draw attention in our statutory auditor’s report to the related disclosures in the
consolidated accounts or, if such disclosures are inadequate, to modify our opinion. Our
conclusions are based on the audit evidence obtained up to the date of our statutory
auditor’s report. However, future events or conditions may cause the Group to cease to
continue as a going concern;
Evaluate the overall presentation, structure and content of the consolidated accounts,
including the disclosures, and whether the consolidated accounts represent the underlying
transactions and events in a manner that achieves fair presentation;
Obtain sufficient and appropriate audit evidence regarding the financial information of the
entities or business activities within the Group to express an opinion on the consolidated
financial statements. We are responsible for the direction, supervision and performance of
the Group audit. We remain solely responsible for our audit opinion.
We communicate with the audit committee regarding, among other matters, the planned scope
and timing of the audit and significant audit findings, including any significant deficiencies in
internal control that we identify during our audit.
>> 244 > Ontex annual report 2024
We also provide the audit committee with a statement that we have complied with relevant
ethical requirements regarding independence, and to communicate with them all relationships
and other matters that may reasonably be thought to bear on our independence, and where
applicable, related safeguards.
From the matters communicated with the audit committee , we determine those matters that
were of most significance in the audit of the consolidated accounts of the current period and
are therefore the key audit matters. We describe these matters in our auditor’s report unless
law or regulation precludes public disclosure about the matter.
Other legal and regulatory requirements
Responsibilities of the board of directors
The board of directors is responsible for the preparation and the content of the directors’
report on the consolidated accounts including the sustainability information and the other
information included in the annual report on the consolidated accounts.
Statutory auditor’s responsibilities
In the context of our engagement and in accordance with the Belgian standard which is
complementary to the International Standards on Auditing (ISAs) as applicable in Belgium, our
responsibility is to verify, in all material respects, the directors’ report on the consolidated
accounts and the other information included in the annual report on the consolidated accounts
and to report on these matters.
Aspects related to the directors’ report on the consolidated accounts and to the other
information included in the annual report on the consolidated accounts
The director’s report on the consolidated accounts includes the consolidated sustainability
information that is the subject of our report, which contains an 'Unqualified conclusion' on the
limited assurance with respect to this sustainability information. This section does not concern
the assurance on the consolidated sustainability information included in the director’s report
on the consolidated accounts.
In our opinion, after having performed specific procedures in relation to the directors’ report
on the consolidated accounts, this directors’ report is consistent with the consolidated
accounts for the year under audit and is prepared in accordance with article 3:32 of the
Companies' and Associations' Code.
In the context of our audit of the consolidated accounts, we are also responsible for
considering, in particular based on the knowledge acquired resulting from the audit, whether
the directors’ report on the consolidated accounts and the other information included in the
section ‘Strategic report’ in the annual report on the consolidated accounts is materially
misstated or contains information which is inadequately disclosed or otherwise misleading. In
light of the procedures we have performed, there are no material misstatements we have to
report to you.
Statement related to independence
Our registered audit firm and our network did not provide services which are incompatible
with the statutory audit of the consolidated accounts, and our registered audit firm
remained independent of the Group in the course of our mandate.
The fees for additional services which are compatible with the statutory audit of the
consolidated accounts referred to in article 3:65 of the Companies' and Associations' Code
are correctly disclosed and itemized in the notes to the consolidated accounts.
European Uniform Electronic Format (ESEF )
We have also verified, in accordance with the draft standard on the verification of the
compliance of the annual report with the European Uniform Electronic Format (hereinafter
“ESEF”), the compliance of the ESEF format with the regulatory technical standards established
by the European Delegate Regulation No. 2019/815 of 17 December 2018 (hereinafter:
“Delegated Regulation”) and with the Royal Decree of 14 November 2007 concerning the
obligations of issuers of financial instruments admitted to trading on a regulated market.
The board of directors is responsible for the preparation of an annual report, in accordance
with ESEF requirements, including the consolidated accounts in the form of an electronic file in
ESEF format (hereinafter “digital consolidated accounts”) .
Our responsibility is to obtain sufficient appropriate evidence to conclude that the format and
marking language of the digital consolidated financial accounts complies in all material respects
with the ESEF requirements under the Delegated Regulation.
Based on our procedures performed, we believe that the format of the annual report and
marking of information in the digital consolidated accounts included in the annual report of
Ontex Group NV per 31 December 2024 complies, and which will be available in the Belgian
official mechanism for the storage of regulated information (STORI) of the FSMA, are, in all
>> 245 > Ontex annual report 2024
material respects, in compliance with the ESEF requirements under the Delegated Regulation
and the Royal Decree of 14 November 2007.
Other statements
This report is consistent with the additional report to the audit committee referred to in article
11 of the Regulation (EU) N° 537/2014.
Ghent, 17 March 2025
The statutory auditor
PwC Bedrijfsrevisoren BV/PwC Reviseurs d'Entreprises SRL
Represented by
Lien Winne
[1]
Bedrijfsrevisor/Réviseur d'entreprises
PwC Bedrijfsrevisoren BV - PwC Reviseurs d'Entreprises SRL
- Financial Assurance Services
Maatschappelijke zetel/Siège social: Culliganlaan 5, B-1831 Diegem
Vestigingseenheid/Unité d'établissement: Sluisweg 1 bus 8, B-9000 Gent
T: +32 (0)9 268 82 11, F: +32 (0)9 268 82 99, www.pwc.com
BTW/TVA BE 0429.501.944 / RPR Brussel - RPM Bruxelles / ING BE43 3101 3811 9501 - BIC
BBRUBEBB / BELFIUS BE92 0689 0408 8123 - BIC GKCC BEBB
[1] Acting on behalf of Lien Winne BV
>> 246 > Ontex annual report 2024
Limited assurance report of the statutory auditor to the general shareholders’ meeting of on
the consolidated sustainability statement Ontex Group NV for the accounting year ended
December 31, 2024
We present to you our statutory auditor’s report in the context of our legal limited assurance
engagement on the consolidated sustainability statement of Ontex Group NV (the “Company”)
and its subsidiaries (jointly “the Group”). The consolidated sustainability statement of the Group
is included in the section Sustainability statements of the Annual report 2024 on 31
December 2024 and for the year then ended (hereafter “the consolidated sustainability
statement”).
We have been appointed by the general meeting d.d. 3 May 2024, following the proposal
formulated by the board of directors and following the recommendation by the audit
committee and the proposal formulated by the works’ council to perform a limited assurance
engagement on the consolidated sustainability statement of the Group.
Our mandate will expire on the date of the general meeting which will deliberate on the annual
accounts for the year ended 31 December 2025. We have performed our assurance
engagement on the consolidated sustainability statement for 1 year.
Limited assurance conclusion
We have conducted a limited assurance engagement on the consolidated sustainability
statement of the Group.
Based on the procedures we have performed and the assurance evidence we have obtained,
nothing has come to our attention that causes us to believe that the consolidated sustainability
statement of the Group, in all material respects:
Has not been prepared in accordance with the requirements of article 3:32/2 of the
Companiesand AssociationsCode, including compliance with the applicable European
Sustainability Reporting Standards (ESRS);
Is not in accordance with the process (the Process) carried out by the Group to identify
the information reported in the consolidated sustainability statement in accordance with
the description set out in note SUS-2.4 Material impacts, risks and opportunities, and their
interaction with strategy and business model”;
Does not comply with the requirements of article 8 of EU Regulation 2020/852 (the
Taxonomy Regulation) disclosed in note SUS-3.3 Disclosures pursuant to Article 8 of
Regulation 2020/852 (Taxonomy Regulation)of the consolidated sustainability statement.
Basis for conclusion
We conducted our limited assurance engagement in accordance with International Standard
on Assurance Engagements (ISAE) 3000 (Revised), Assurance engagements other than audits
or reviews of historical financial information (“ISAE 3000 (Revised)”), as applicable in Belgium.
Our responsibilities under this standard are further described in the “Statutory auditor’s
responsibilities for the limited assurance of the consolidated sustainability statement” section
of our report.
We have complied with all ethical requirements that are relevant to assurance engagements of
sustainability statements in Belgium, including those related to independence.
We apply International Standard on Quality Management 1 (ISQM 1), which requires the firm to
design, implement and operate a system of quality management including policies or
procedures regarding compliance with ethical requirements, professional standards and
applicable legal and regulatory requirements.
We have obtained from the board of directors and Company officials the explanations and
information necessary for performing our limited assurance engagement.
We believe that the assurance evidence we have obtained is sufficient and appropriate to
provide a basis for our conclusion.
>> 247 > Ontex annual report 2024
Other matter
The scope of our work is limited to our limited assurance engagement regarding the
consolidated sustainability information of the Group. Our limited assurance engagement does
not extend to information related to the comparative figures included in the consolidated
sustainability statement.
Responsibilities of the board of directors relating to the preparation
of the consolidated sustainability statement
The board of directors is responsible for designing and implementing a Process and for
disclosing this Process in note SUS-2.4 Material impacts, risks and opportunities, and their
interactions with strategy and business model” of the consolidated sustainability statement.
This responsibility includes:
Understanding the context in which the activities and business relationships of the Group
take place and developing an understanding of its affected stakeholders;
The identification of the actual and potential impacts (both negative and positive) related
to sustainability matters, as well as risks and opportunities that affect, or could reasonably
be expected to affect the Groups financial position, financial performance, cash flows,
access to finance or cost of capital over the short-, medium-, or long- term;
The assessment of the materiality of the identified impacts, risks and opportunities related
to sustainability matters by selecting and applying appropriate thresholds; and
Making assumptions that are reasonable in the circumstances.
The board of directors is further responsible for the preparation of the consolidated
sustainability statement, which includes the information established by the Process:
In accordance with the requirements referred to in article 3:32/2 of the Companiesand
AssociationsCode, including the applicable European Sustainability Reporting Standards
(ESRS);
In compliance with the requirements of article 8 of EU Regulation 2020/852 (the Taxonomy
Regulation) disclosed in note SUS-3.3 Disclosures pursuant to Article 8 of Regulation
2020/852 (Taxonomy Regulation)of the consolidated sustainability statement;
This responsibility comprises:
Designing, implementing and maintaining such internal control that the board of directors
determines is necessary to enable the preparation of the consolidated sustainability
statement that is free from material misstatement, whether due to fraud or error; and
The selection and application of appropriate sustainability reporting methods and making
assumptions and estimates that are reasonable in the circumstances.
The audit committee is responsible for overseeing the Group’s sustainability reporting process.
Inherent limitations in preparing the consolidated sustainability
statement
In reporting forward-looking information in accordance with ESRS, the board of directors is
required to prepare the forward-looking information on the basis of disclosed assumptions
about events that may occur in the future and possible future actions by the Group. Actual
outcomes are likely to be different since anticipated events frequently do not occur as expected
and the deviation from that can be of material importance.
Responsibilities of the statutory auditor on the limited assurance
engagement on the consolidated sustainability statement
Our responsibility is to plan and perform the assurance engagement with the aim of obtaining
a limited level of assurance about whether the consolidated sustainability statement contains
no material misstatements, whether due to fraud or error, and to issue a limited assurance
report that includes our conclusion. Misstatements can arise from fraud or errors and are
considered material if, individually or in the aggregate, they could reasonably be expected to
influence the decisions of users taken on the basis of the consolidated sustainability statement.
As part of a limited assurance engagement in accordance with ISAE 3000 (Revised), as
applicable in Belgium, we apply professional judgment and maintain professional scepticism
throughout the engagement. The work performed in an engagement aimed at obtaining a
limited level of assurance, for which we refer to the section "Summary of work performed", is
less in scope than in an engagement aimed at obtaining a reasonable level of assurance.
Therefore, we do not express an opinion with a reasonable level of assurance as part of this
engagement.
As the forward-looking information in the consolidated sustainability statement and the
assumptions on which it is based, are future related, they may be affected by events that may
>> 248 > Ontex annual report 2024
occur in the future and possible future actions by the Group. Actual outcomes are likely to be
different from the assumptions, as the anticipated events frequently do not occur as expected,
and the deviation from that can be of material importance. Therefore, our conclusion does not
provide assurance that the reported actual outcomes will correspond with those included in
the forward-looking information in the consolidated sustainability statement.
Our responsibilities regarding the consolidated sustainability statement, with respect to the
Process, include:
Obtaining an understanding of the Process, but not for the purpose of providing a
conclusion on the effectiveness of the Process, including the outcome of the Process;
Designing and performing work to evaluate whether the Process is consistent with the
description of the Process by the Group, as set out in note SUS-2.4 Material impacts, risks
and opportunities, and their interactions with strategy and business model”.
Our other responsibilities regarding the sustainability statement include:
Acquiring an understanding of the entity's control environment, the relevant processes,
and information systems for preparing the sustainability information, but without assessing
the design of specific control activities, obtaining supporting information about their
implementation, or testing the effective operation of the established internal control
measures;
Identifying where material misstatements are likely to arise, whether due to fraud or error,
in the consolidated sustainability statement; and
Designing and performing procedures responsive to where material misstatements are
likely to arise in the consolidated sustainability statement. The risk of not detecting a
material misstatement resulting from fraud is higher than for one resulting from error, as
fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the
override of internal control,
Summary of work performed
A limited assurance engagement involves performing procedures to obtain evidence about the
consolidated sustainability statement. The procedures carried out in a limited assurance
engagement vary in nature and timing from, and are less in extent than for, a reasonable
assurance engagement. Consequently, the level of assurance obtained in a limited assurance
engagement is substantially lower than the assurance that would have been obtained had a
reasonable assurance engagement been performed.
The nature, timing, and extent of procedures selected depend on professional judgment,
including the identification of areas where material misstatements are likely to arise in the
consolidated sustainability statement, whether due to fraud or errors.
In conducting our limited assurance engagement with respect to the Process, we have:
Obtained an understanding of the Process by:
Performing inquiries to understand the sources of the information used by
management (e.g., stakeholder engagement, business plans and strategy documents);
and
Reviewing the Groups internal documentation relating to its Process; and
Evaluated whether the evidence obtained from our procedures with respect to the Process
implemented by the Group was consistent with the description of the Process set out in
note SUS-2.4 Material impacts, risks and opportunities, and their interactions with strategy
and business model”.
In conducting our limited assurance engagement, with respect to the consolidated
sustainability statement, we have:
Obtained an understanding of the Groups reporting processes relevant to the preparation
of its consolidated sustainability statement by obtaining an understanding of the Groups
control environment, processes and information system relevant to the preparation of the
consolidated sustainability statement, but not for the purpose of providing a conclusion on
the effectiveness of the Groups internal control.
Evaluated whether the information identified by the Process is included in the consolidated
sustainability statement;
Evaluated whether the structure and the presentation of the consolidated sustainability
statement is in accordance with the ESRS;
Performed inquiries of relevant personnel and analytical procedures on selected
information in the consolidated sustainability statement;
Performed substantive assurance procedures on selected information in the consolidated
sustainability statement;
>> 249 > Ontex annual report 2024
Evaluated the methods/assumptions for developing estimates and forward-looking
information as described in the section 'Responsibilities of the statutory concerning the
limited assurance engagement regarding the consolidated sustainability statement';
Obtained an understanding of the Groups process to identify taxonomy-eligible and
taxonomy-aligned economic activities and the corresponding disclosures in the
consolidated sustainability statement;
Statement related to independence
Our registered audit firm and our network did not provide services which are incompatible with
the limited assurance engagement, and our registered audit firm remained independent of the
Company in the course of our mandate.
Ghent, 17 March 2025
The statutory auditor
PwC Bedrijfsrevisoren BV/PwC Reviseurs d'Entreprises SRL
Represented by
Lien Winne
[2]
Bedrijfsrevisor/Réviseur d'entreprises
PwC Bedrijfsrevisoren BV - PwC Reviseurs d'Entreprises SRL
- Financial Assurance Services
Maatschappelijke zetel/Siège social: Culliganlaan 5, B-1831 Diegem
Vestigingseenheid/Unité d'établissement: Sluisweg 1 bus 8, B-9000 Gent
T: +32 (0)9 268 82 11, F: +32 (0)9 268 82 99, www.pwc.com
BTW/TVA BE 0429.501.944 / RPR Brussel - RPM Bruxelles / ING BE43 3101 3811 9501 - BIC
BBRUBEBB / BELFIUS BE92 0689 0408 8123 - BIC GKCC BEBB
[2] Acting on behalf of Lien Winne BV
>> 250 > Ontex annual report 2024
Information about this report
Glossary
Metric
Description
Adjusted Basic Earnings per share Adjusted Basic Earnings per share are defined as Adjusted Basic Earnings divided by the weighted average number of ordinary
shares.
Adjusted EBITDA Adjusted EBITDA is defined as earnings before net finance cost, income taxes, depreciations and amortizations (commonly called
EBITDA) plus EBITDA adjustments.
Adjusted EBITDA margin Adjusted EBITDA margin is adjusted EBITDA divided by revenue.
Adjusted Profit Adjusted Profit is defined as profit for the period plus EBITDA adjustments and tax effect on EBITDA adjustments, attributable to
the owners of the parent.
EBITDA adjustments Income and expenses classified under the heading “EBITDA adjustments” are those items that are considered by management
not to relate to transactions, projects and adjustments to the value of assets and liabilities taking place in the ordinary course of
activities of the Company. EBITDA adjustments are presented separately, due to their size or nature, so as to allow users of the
consolidated financial statements of the Company to get a better understanding of the normalized performance of the Company.
EBITDA adjustments relate to:
acquisition- and divestment-related expenses;
changes to the measurement of contingent considerations in the context of business combinations;
changes to the Group structure, business restructuring costs, including costs related to the liquidation of subsidiaries and the
closure, opening or relocations of factories;
impairment of assets and major litigations.
EBITDA adjustments of the Group for the years ended December 31 are composed of the following items presented in the
consolidated income statement and can be reconciled in note FIN-4.24:
income/(expenses) related to changes to Group structure; and
income/(expenses) related to impairments and major litigations.
>> 251 > Ontex annual report 2024
Metric
Description
Free Cash Flow Free cash flow is defined as net cash generated from operating activities (as presented in the consolidated cash flow statement,
i.e. including income taxes paid) less capital expenditures (Capex, defined as purchases of property, plant and equipment and
intangible assets), less repayment of lease liabilities and including cash (used in)/from disposal, less financing cash flows, i.e.
interests paid and received, and other financing cash flows (Other costs of financing, realized foreign exchange (losses)/gains on
financing activities and derivative financial assets).
Like-for-like (LFL) revenue Like-for-Like revenue is defined as revenue at constant currency excluding change in scope of consolidation or M&A and
hyperinflation.
Net Financial Debt Net financial debt is calculated by adding short-term and long-term debt and deducting cash and cash equivalents.
Leverage ratio Net financial debt divided by the adjusted EBITDA for the last twelve months (LTM).
LTM adjusted EBITDA LTM adjusted EBITDA is defined as adjusted EBITDA in the last twelve months (LTM) modified for the scope changes in the year by
the end of the period.
Working Capital The components of our net working capital are inventories, trade receivables and prepaid expenses and other receivables plus
trade payables and accrued expenses and other payables.
>> 252 > Ontex annual report 2024
Financial calendar
Financial calendar 2025
Date
Publication of the results of the 1
st
quarter of 2025 April 30, 2025
Annual General Meeting of shareholders May 5, 2025
Publication of the results of the 2
nd
quarter and 1
st
half year of 2025 July 31, 2025
Publication of the results of the 3
rd
quarter of 2025 October 30, 2025
Publication of the results of the 4
th
quarter and full year 2025 February 12, 2026
>> 253 > Ontex annual report 2024
About this report
Each year Ontex publishes an integrated report covering the economic, environmental and
social issues that matter most to us and our stakeholders. Our latest report was published on
March 18, 2025. This report contains financial and non-financial information for the period
January 1, 2024, to December 31, 2024, unless otherwise specified.
This report represents the directors’ report prepared in accordance with article 3:32 §1 and
3:32/2 of the Belgian Company Code. In most of the tables of this report, amounts are shown
in € million for reasons of transparency. This may give rise to rounding differences in the tables
presented in the report. This report has been prepared in English and translated into Dutch. In
the case of discrepancies between the two versions, the Dutch version will prevail.
The Group prepares and discloses its financial statements in the European Single Electronic
Format (ESEF) in Dutch and English. In addition, the Group makes available its financial
statements in Dutch and English in pdf format. The Dutch financial statements prepared by the
Group in the ESEF format are the only official ESEF version of the financial statements that
exempt the Group from the obligations contained in the European Transparency Directive. The
financial statements made available in pdf format on the Group's website, as well as financial
statements prepared in ESEF format in a language other than Dutch, are therefore considered
unofficial versions and translations. The official ESEF version prevails over all unofficial and
translated versions. The official ESEF version of the Group's financial statements is filed on the
Group's website ontex.com.
For the reporting year ended 31 December 2024, the company reports its sustainability
information for the first time in accordance with article [3:32/2] of the Companies’ and
Associations’ Code, including compliance with the applicable European Sustainability Reporting
Standards (“ESRS”).
The Ontex leadership team has validated this report.
Disclaimer
This report may include forward-looking statements. Forward-looking statements are
statements regarding or based upon our management’s current intentions, beliefs or
expectations relating to, among other things, Ontex’s future results of operations, financial
condition, liquidity, prospects, growth, strategies or developments in the industry in which we
operate. By their nature, forward-looking statements are subject to risks, uncertainties and
assumptions that could cause actual results or future events to differ materially from those
expressed or implied thereby. These risks, uncertainties and assumptions could adversely
affect the outcome and financial effects of the plans and events described herein. Forward-
looking statements contained in this report regarding trends or current activities should not be
taken as a report that such trends or activities will continue in the future.
Here for you.
Contact details
Investors
Georoy Raskin +32 53 333 730
investor.relations@ontexglobal.com
Press
Catherine Weyne + 32 53 333 622
corporate.communications@ontexglobal.com
Sustainability
Elise Barbé +32 53 333 756
elise.barbe@ontexglobal.com
Send us your feedback
www.ontex.com/contact or
corporate.communications@ontexglobal.com
Ontex Group NV
Korte Keppestraat 21 - 9320 Aalst - Belgium
www.ontex.com
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