Leading the way in
future-smart insulation
2024 Annual Report
The FSC® certication provides an assurance that the wood and paper used for this 2024 Annual Report have been harvested in a socially and
environmentally responsible manner. The FSC’s Chain of Custody certication provides a way in which the material can be tracked from the certied initial
source through the manufacturing process to the end user.
The European Single Electronic Format (ESEF) is the ofcial version of the Financial Statement (Chapter 7 of this report), as stipulated in Art. 4 of the
Transparency Directive 2004/109/EG. Download the machine-readable iXBRL version of our 2024 Annual Report at https://www.recticel.com/investors/annual-
half-year-reports.html
Credits images:
Matej Hakár (page 25)
DAPh.nl (page 32)
Miran Kambič (page 34, 134 and 246)
Craig Aucland / Fotohouse (page 102)
HGEsch (page 121)
Layout, concept and production: Vintage Productions, Belgium
Recticel Group - 2024 Annual Report 2
Introduction
Highlights
DMA and IRO
Corporate governance
ESG information
Remuneration report
Financial report
Appendix
Leading the way
Recticel is a leading group of insulation companies with headquarters in Belgium and operations in seven countries across
Europe and the US. Our ambition is to accelerate the ght against climate change with smart insulation solutions that
create sustainable value for our customers, stakeholders and society as a whole. We offer a comprehensive and innovative
portfolio of thermal and thermo-acoustic solutions through different divisions, all of which are centres of excellence in their
own specialities.
Recticel Group:
the home of
future-smart insulation
Recticel Group - 2024 Annual Report 3
Introduction
Highlights
DMA and IRO
Corporate governance
ESG information
Remuneration report
Financial report
Appendix
Leading the way
Table of contents
PART 1 | MANAGEMENT’S REVIEW
1 HIGHLIGHTS AND PERFORMANCE INDICATORS 9
1.1 Highlights of 2024 and early 2025 10
1.2 2024 financial indicators 12
1.3 2024 environmental indicators 14
2 LEADING THE WAY IN FUTURE-SMART INSULATION 17
2.1 Our identity and purpose 18
2.2 The world in which we operate 21
2.2.1 Megatrends and market drivers 21
2.2.2 New EU building regulations promoting sustainability
and circularity 22
2.2.3 The importance of insulation 23
2.3 Our business model and strategy 25
2.3.1 Our business model 25
2.3.2 Specialised divisions for a comprehensive portfolio 27
2.3.3 Our strategy 40
2.3.4 Resilience of our business model and strategy 43
2.3.5 ESG ratings and transparency 44
2.3.6 Interests and views of stakeholders 46
3 CORPORATE GOVERNANCE 47
3.1 GOV-1 The role of the administrative, management
and supervisory bodies 48
3.1.1 Role of the Board of Directors of Recticel 48
3.1.2 Composition of the Board of Directors 48
3.1.3 Statutory appointments 51
3.1.4 Functioning of the Board of Directors 51
3.1.5 Composition of the Executive Management 52
3.1.6 Committees set up by the Board of Directors 54
3.2 GOV-2 Information provided to and sustainability
matters addressed by the Recticel Group administrative,
management and supervisory bodies 56
3.3 GOV-3 Integration of sustainability-related performance
in incentive schemes 57
3.4 GOV-4Statementonduediligenceinthevaluechain 58
3.4.1 Our procurement vision 58
3.4.2 Our supply chain human rights due diligence procedure 59
3.4.3 Product stewardship 60
3.4.4 Mapping of due diligence process in the Sustainability
Statement 62
3.5 GOV-5 | Risk management and internal controls over
sustainability reporting 64
3.5.1 Risk management and governance 64
3.5.2 Internal controls over sustainable reporting 66
3.6 Applicable reference code and rules 67
3.6.1 Applicable reference code 67
3.6.2 Transactions and other contractual ties between
the Company and members of the Board of Directors or
members of the Management Committee 67
3.6.3 Insider trading and market manipulation 67
3.6.4 Relationships with the reference shareholders 68
3.7 External audit 70
3.8 Shareholder’s diary 70
PART 2 | SUSTAINABILITY STATEMENT
4 GENERAL INSIGHTS, DMA AND IRO 71
4.1 General information 72
4.2 Unlocking the power of double materiality 74
4.2.1 Understanding double materiality 74
4.2.2 Our DMA process 76
4.2.3 Defining impact and financial materiality 78
4.2.4 Final outcome material ESG topics 79
4.3 Navigating the landscape of impacts, risks and opportunities (IRO) 80
4.3.1 IRO process description 80
4.3.2 Material IROs and their interaction with strategy
and business model 82
Recticel Group - 2024 Annual Report 4
Introduction
Highlights
DMA and IRO
Corporate governance
ESG information
Remuneration report
Financial report
Appendix
Leading the way
5 ESG INFORMATION 92
5.1 Environmental | EU Taxonomy 93
5.1.1 EU Taxonomy framework for defining eligible
and aligned activities 93
5.1.2 Changes compared to the EU Taxonomy disclosure
covering 2023 95
5.1.3 2024 EU Taxonomy analysis 95
5.1.4 2024 EU Taxonomy reporting tables 98
5.2 Environmental | E1 Climate change 102
5.2.1 Material E1 IROs and their interaction with strategy 103
and business model 103
5.2.2 E1-1 Transition plan for climate change mitigation 103
5.2.3 E1-2 Policies related to climate change mitigation 104
5.2.4 E1-3 Actions and resources in relation to climate
change policies 105
5.2.5 E1-4 Targets related to climate change mitigation 107
5.2.6 E1-5 Energy consumption, mix and intensity 109
5.2.7 E1-6 Gross scopes 1, 2, 3 and total GHG emissions 112
5.2.8 Avoided emissions 118
5.2.9 E1-7 GHG removals and mitigation projects financed
through carbon credits 119
5.2.10 E1-8 Internal carbon pricing 120
5.2.11 E1-9 Anticipated financial effects from material physical
and transition risks and potential climate-related opportunities 120
5.3 Environmental | E5 Resource use and circular economy 121
5.3.1 Material E5 IROs and their interaction with strategy
and business model 122
5.3.2 E5-1 Policies related to resource use and circular economy 122
5.3.3 E5-2 Actions and resources related to resource use
and circular economy 124
5.3.4 E5-3 Targets related to resource use and circular economy 126
5.3.5 E5-4 Resource inflows 127
5.3.6 E5-5 Resource outflows 129
5.3.7 E5-6 Anticipated financial effects from material resource
use and circular economy-related risks and opportunities 133
5.4 Social | S1 Own workforce 134
5.4.1 Material S1 IROs and their interaction with strategy
and business model 135
5.4.2 S1-1 Policies related to our own workforce 135
5.4.3 S1-2 Process for engaging with workers and workers’
representatives about impacts 137
5.4.4 S1-3 Process to remediate negative impacts and channels
for own workers to raise concerns 138
5.4.5 S1-4 Taking action on material impacts on own workforce 139
5.4.6 S1-5 Targets and managing material impacts, risks
and opportunities 141
5.4.7 S1-6 Characteristics of the undertaking’s employees 142
5.4.8 S1-7 Characteristics of non-employees in the Recticel Group
own workforce 143
5.4.9 S1-8 Collective bargaining coverage and social dialogue 143
5.4.10 S1-10 Adequate wages 144
5.4.11 S1-11 Social protection 144
5.4.12 S1-13 Training and skills development metrics 144
5.4.13 S1-14 Health and safety metrics 145
5.4.14 S1-15 Work-life balance 146
5.4.15 S1-17 Incidents, complaints and severe human rights impacts 146
5.5 Governance | G1 Business conduct 147
5.5.1 Material G1 IROs and their interaction with strategy
and business model 148
5.5.2 G1-1 Business conduct policies and corporate culture 148
5.5.3 Role and expertise of administrative, management
and supervisory bodies 152
5.5.4 G1-2 Management of relationships with suppliers and
impacts on our supply chain 152
5.5.5 G1-3 Prevention and detection of corruption and bribery 153
5.5.6 G1-4 Incidents of corruption or bribery 155
5.5.7 G1-5 Political influence and lobbying activities 155
5.5.8 G1-6 Payment practices 156
Recticel Group - 2024 Annual Report 5
Introduction
Highlights
DMA and IRO
Corporate governance
ESG information
Remuneration report
Financial report
Appendix
Leading the way
PART 3 | REMUNERATION STATEMENT
6 REMUNERATION REPORT 157
6.1 Introduction 158
6.1.1 2024 business results 158
6.1.2 2024 remuneration outcomes 158
6.1.3 Shareholder engagement 159
6.1.4 Looking ahead 159
6.2 Our remuneration policy at a glance 159
6.2.1 Directors 160
6.2.2 Management Committee 160
6.3 Remuneration of the Non-executive Directors 161
6.4 Remuneration of the Management Committee members 162
6.4.1 Total remuneration 162
6.4.2 Fixed remuneration 163
6.4.3 Variable remuneration 163
6.4.4 Extraordinary items 166
6.4.5 Pension expenses 166
6.4.6 Additional disclosure 166
6.5 Share-based remuneration 168
6.6 Termination indemnities 169
6.7 Derogations 169
6.8 Annual change in remuneration and pay ratio 170
6.8.1 Annual change in remuneration of Directors versus
the wider workforce & company performance 170
6.8.2 Pay ratio 170
PART 4 | FINANCIAL STATEMENT
7 FINANCIAL REPORT 171
7.1 Consolidated financial statements 172
7.1.1 Consolidated income statement 172
7.1.2 Earnings per share 173
7.1.3 Consolidated statement of comprehensive income 173
7.1.4 Consolidated statement of financial position 174
7.1.5 Consolidated cash flow statement 175
7.1.6 Statement of changes in shareholders’ equity 178
7.2 Notes to the consolidated financial statements for the year
ending 31 December 2024 180
7.2.1 Summary of significant accounting policies 180
7.2.2 Changes in scope of consolidation 195
7.2.3 Business and geographical segments 195
7.2.4 Income statement 197
7.2.5 Statement of financial position 206
7.2.6 Miscellaneous 236
7.3 Recticel NV/SA - General information 243
7.4 Recticel NV/SA - Condensed statutory accounts 244
7.5 Declaration by the responsible officers 246
8 APPENDIX 247
8.1 Auditor’s reports 248
8.2 ESRS list of Disclosure Requirements 256
8.3 References to other EU legislations 258
8.3.1 Reference table with TCFD recommendations 258
8.3.2 Reference table with UN Sustainable Development Goals 259
8.4 Glossary 260
Recticel Group - 2024 Annual Report 6
Introduction
Highlights
DMA and IRO
Corporate governance
ESG information
Remuneration report
Financial report
Appendix
Leading the way
Letter from
the Chairman and
theChiefExecutiveOfcer
Dear Reader,
Welcome to this 2024 Annual Report, in which we share our achievements, activities and ongoing efforts to
operate as a valued partner for you and for society as a whole.
The exercise of preparing the Annual Report is a hugely important one for Recticel Group. As well as being a key
resource for communicating essential data to our stakeholders, this document plays a crucial role in guiding
internal decision-making and strategic planning. Every year, as we review our performance and assess upcoming
risks and opportunities, we gain critical insights which we leverage to enhance value creation for you.
The 2024 Annual Report has been prepared in full compliance with all applicable legal and reporting standards,
including ESRS and IFRS. However, it is always our intention to go beyond merely meeting legal requirements and
provide meaningful information on our progress towards our strategic goals and long-term sustainability.
As the Chairman and CEO of Recticel, we assure you that, to the best of our knowledge, our 2024 sustainability and
financial statements and the remuneration report accurately reflect Recticel’s assets, position and performance.
Wim Dejonghe
Chairman
Jan Vergote
Chief Executive Officer
Recticel Group - 2024 Annual Report 7
Introduction
Highlights
DMA and IRO
Corporate governance
ESG information
Remuneration report
Financial report
Appendix
Leading the way
The year in review
The overall picture of 2024 is a positive one for Recticel
Group. In a period characterised by tough end markets,
increased price competition and raw material deflation,
we continued to steer a steady course. We outperformed
market trends by maintaining our focus on operational
excellence, product innovation and organic and external
growth in our key operating countries. As a result, our
insulation revenue grew by 15.3% (from EUR 529.4 million
to a record-high EUR 610.2 million) and accelerated
to 18.3% in the second half of the year. Organic growth
followed a similar pattern, beating the cycle in our end
markets.
In the Insulated Panels division, we continued to execute
our growth strategy through the Trimo and Rex Panels
& Profiles brands. We are investing in a major greenfield
insulated panels production facility in the US, with start-
up due in the third quarter of 2026. The division is also
leveraging partnerships with North American industry
experts to facilitate swift market introduction.
The Insulation Boards division has evolved strongly and
is showcasing industry leadership with the construction
of a next-generation recycling plant in Wevelgem,
Belgium. This EUR 13 million investment will specialise
in a closed loop chemical recycling of PU waste into
materials for new board production. It will make a vital
contribution to circularity in our sector and have a
substantial impact on scope 3 emissions.
The US-based Acoustic Solutions division has
maintained a unique position at the forefront of
acoustics innovation. The Soundcoat activity’s R&D
specialists and engineers are focused on high growth
applications, including aerospace, aviation and electric
charging stations.
We began 2025 with solid order books and our Q1 results
reflected a strong start. Our expectations for growth
throughout the year are tempered by the particular
characteristics of today’s building market, which is
operating at two speeds. The residential market (in
which Recticel Insulation is active) is showing very strong
performance while the industrial market (in which Trimo
and Rex are more active) is slowing down considerably.
While this slowdown will have a short-term impact on
our Insulated Panels activity, we are ensuring that the
division is fully prepared to seize the opportunities that
will emerge from the market’s recovery.
There is significant pent-up demand for energy-
efficient solutions in the construction and renovation
sectors, underpinned by new and evolving EU building
regulations to enforce sustainability and circularity. We
are in a strong position to unlock the benefits of this
demand through product innovation and operational
excellence. Applying a precisely targeted pricing
strategy and preserving solid relations throughout
our supply chain, we remain a reliable partner for our
customers.
Fighting climate change
Environmental and societal challenges relating to
climate change have accelerated over the last year.
Recticel is more determined than ever to be part of the
solution. In 2024 we dedicated considerable attention
to identifying our most important sustainability drivers
and engaging with our stakeholders to ensure a full
understanding of material impacts. We continued to
invest heavily in R&D, exploring new possibilities for
smart, eco-friendly solutions. Our efforts have resulted
in several new product lines and systems developed
for higher insulating performance along with a reduced
carbon footprint.
As well as working towards a full transition to renewable
energy sources, we are collaborating with our suppliers
to address emissions throughout the supply chain.
Thanks to these ongoing efforts, we achieved a 25.4%
reduction in scope 1+2 carbon intensity per m³ over
the reporting period and reduced our scope 3 carbon
intensity per m³ by 8.0%.
Wim Dejonghe
Chairman
Jan Vergote
Chief Executive Officer
We are proud to report that our commitment to
sustainability and our 2024 ESG performance have
been reflected in higher scores from major ESG rating
companies. These include CDP, widely regarded as
the gold standard for environmental reporting, which
recently ranked Recticel on its A List for Climate Change.
Remaining ‘future-smart’
In 2025, Recticel remains committed to being the
smartest rather than the biggest. By innovating skilfully
and ensuring that every aspect of our business operates
at peak efficiency, we will progress steadily towards
our long-term objectives while retaining the agility
necessary to adapt to a changing world.
While political, market and economic uncertainties
persist, we are confident in our strong medium- and
long-term organic growth potential. We intend to
continue the execution of our strategic growth plan with
a combination of M&A and organic growth, supported by
a healthy balance sheet.
We would like to extend our gratitude to all Recticel’s
colleagues, business partners, shareholders and
everyone who has played a part in our journey over the
last year. We remain, as ever, dedicated to delivering
enhanced value as we continue our journey together.
Recticel Group - 2024 Annual Report 8
Introduction
Highlights
DMA and IRO
Corporate governance
ESG information
Remuneration report
Financial report
Appendix
Leading the way
Highlights and
performance indicators
1
PART 1 | MANAGEMENTS REVIEW
Recticel Group - 2024 Annual Report 9
Introduction Highlights DMA and IRO
Corporate governance
ESG information Remuneration report Financial report Appendix
Leading the way
1.1 Highlights of 2024 and early 2025
JAN MAR
FEB
2024
Acquisition of Rex Panels & Profiles completed
Specialising in the production of PIR and mineral wool
insulated panels for the construction industry, Rex Panels &
Profiles complements the Trimo offering in our Insulated Panels
portfolio.
2024
Notch Wall System
A collaboration with Pininfarina
leads to a stunning special edition of
Trimo’s QBISS insulated panels.
2024
SBTi targets approved
The Science Based Targets initiative (SBTi) approves our
greenhouse gas emission reduction targets for 2030 (near-
term) and our long-term and net-zero targets for 2050.
Perifem Innovation Award
Recticel Insulation and Sika
France win a Perifem Innovation
Award (energy category) for the
Powerdeck+ Light Roof insulation
system.
Recticel Group - 2024 Annual Report 10
Highlights
Corporate governance
ESG information
Remuneration report
Financial report
Appendix
Leading the way
DMA and IRO
AUG NOV
JAN FEB MAR
SEP
2024
Introduction of re-engineered IP PIR insulation
boards
IP PIR is a thermal insulation board used in
the construction of concrete sandwich panels
for walls. It eliminates the aluminium facing,
reducing the carbon footprint of cladding by up
to 40% and lowering the risk of corrosion.
2024
97% of PEFC certified paper in multilayer facings
of insulation boards
The proportion of paper from PEFC-certified forests
used in the paper layers of our polyurethane
insulation boards reaches 97%. The figure
further reduces our carbon footprint, promotes
sustainable forestry practices and brings us closer
to our target of 100% by the end of 2025.
2025
Launch of low-carbon Qbiss One Next and
Trimoterm Next solutions
The new Qbiss One Next and Trimoterm Next
insulated panels achieve a carbon footprint
reduction of up to 69% compared to existing
alternatives.
2025
Recticel joins CDP’s A-list for climate change
The top rating from CDP recognises Recticel’s
leadership in environmental transparency and
action.
2025
Recticel announces plans for next-generation
recycling plant in Belgium
The advanced facility in Wevelgem (Belgium)
will specialise in chemical recycling of PU waste
into materials for new board production. It will
reinforce the Insulation Boards division’s leadership
in circularity and will have a significant impact on
scope 3 emissions.
2024
Partnership with Lignaverda
Recticel enters into a three-year partnership
with Lignaverda (www.lignaverda.org), a non-
profit organisation committed to combatting
desertification in Africa’s semi-arid regions,
addressing the critical challenges of climate
change and landscape degradation.
Recticel Group - 2024 Annual Report 11
Highlights
Corporate governance
ESG information
Remuneration report
Financial report
Appendix
Leading the way
DMA and IRO
1.2 2024 financial indicators
(Euronext™: RECT.BE – Reuters: RECT.BR – Bloomberg: RECT.BB) is listed on the Euronext ™ stock exchange in
Brussels and is part of the BEL Mid® index.
Index weighting: 2.32% on 31 December 2024
RECT
LISTED
EURONEXT
Sales Adjusted EBITDA
Sales
Adjusted EBITDA
Annual growth rate
Annual growth rate
0
100
200
300
400
500
600
%
0
10
20
30
40
50
60
70
Total equity versus net cash
Total equity
0
50
100
150
200
250
300
350
450
400
Net cash position
in million EUR
in million EUR
in million EUR
610.2
2023 20232024
2023 2024
2024
74.4
161.9
445.1
438.0
529.4
39.2
49.6
26.7%
*
Subject to approval of the profit appropriation by the General Meeting of 27 May
2025, a dividend of EUR 0.31 gross will be paid per ordinary share, or EUR 0.217 net (-30%
withholding tax). This dividend will be payable from 4 June 2025. KBC Bank acts as
paying agent. Payments for the registered shares will take place via bank transfer to
the shareholders’ bank accounts
Gross dividend per share (5 years)
0
0.05
0.10
0.20
0.30
0.40
0.50
2020 2021 2022 2023 2024
Recticel share price evolution versus BEL 20, BEL Mid, BEL Small
(period 01.01.2024-14.04.2025)
-30,0%
-20,0%
-10,0%
0,0%
10,0%
20,0%
30,0%
40,0%
JAN-
24
FEB M AR APR MA
Y
JUN JUL AUG SEP OC
T
NOV DEC JA
N-25
FEB MAR APR
Recticel
-4.3
%
BEL20
11.2
%
BELS
-11.1
%
BELM
-14.8
%
15.3%
0.26
0.29
0.31
0.31
0.31*
Recticel Group - 2024 Annual Report 12
Highlights
Corporate governance
ESG information
Remuneration report
Financial report
Appendix
Leading the way
DMA and IRO
in million EUR
2023 2024
1
%
Sales 529.4 610.2 15.3%
Gross profit 90.1 104.5 16.0%
as % of sales 17.0% 17.1%
Adjusted EBITDA 39.2 49.6 26.7%
as % of sales 7.4% 8.1%
EBITDA 36.1 42.6 17.8%
as % of sales 6.8% 7.0%
Adjusted operating profit (loss) 15.9 18.9 19.0%
as % of sales 3.0% 3.1%
Operating profit (loss) 12.6 11.5 -8.7%
as % of sales 2.4% 1.9%
Financial result (4.1) 3.4 N/A
Income from other associates
2
(1.8) 0.0 N/A
Impairment other associates (7.7) 0.0 N/A
Income taxes (8.0) 1.5 N/A
Result of the period of continuing operations
3
(9.0) 16.3 N/A
Result of discontinued operations 12.2 1.6 -86.7%
Result of the period (share of the Group) 3.3 18.1 447.8%
Result of the period (share of the Group)
- base (per share, in EUR)
0.06 0.32 446.1%
in million EUR
31 DEC 2023 31 DEC 2024 %
Total equity 438.0 445.1 -1.6%
Net financial debt (incl. IFRS 16 - Leases) (161.9) (74.4) N/A
Gearing ratio (Net financial debt / Total equity) N/A N/A
Leverage ratio (Net financial debt / EBITDA)
3
N/A N/A
1
Rex Panels & Profiles (Insulated Panels) is fully consolidated as of 10 January 2024.
2
As announced in the press release of 14 June 2023, the Engineered Foams activities have been fully divested and accounted for as Discontinued Operations (IFRS5).
3
Income from other associates = income from associates not considered as being part of the Group’s core business are not integrated in Operating profit (loss); i.e. TEMDA2 (Ascorium, formerly Automotive Interiors)
Consolidated Recticel Group results – Key figures Consolidated Recticel Group results - Financial position
See also press release of 4 March 2025 for more information,
available on www.recticel.com.
Recticel Group - 2024 Annual Report 13
Highlights
Corporate governance
ESG information
Remuneration report
Financial report
Appendix
Leading the way
DMA and IRO
1.3 2024 environmental indicators
OUR
RACE
TO
NET
ZERO
EMISSIONS
scope 1+2 GHG emissions
Base year 2021
11,437 tCO
2
e
2023 result
8,567 tCO
2
e
2024 result
7,342 tCO
2
e
2030
SBTi target
-90%
vs base year
-35.8%
scope 3 GHG emissions*
Base year 2021
819,381 tCO
2
e
2023 result
758,928 tCO
2
e
2024 result
802,273 tCO
2
e
*Excl. cat. 3.15 investment
2030
SBTi target*
-25%
vs base year
-2.1%
scope 1 GHG emissions
2021 2023 2024
6,002
tCO
2
e
4,694
tCO
2
e
4,332
tCO
2
e
-27.8%
3.1 purchased goods & services
2021 2023 2024
520,155
tCO
2
e
473,880
tCO
2
e
508,256
tCO
2
e
-2.3%
scope 2 GHG emissions
(market based)
2021 2023 2024
5,435
tCO
2
e
3,873
tCO
2
e
3,010
tCO
2
e
-44.6%
3.12 end-of-life treatment of sold products
2021 2023 2024
+2.8%
242,016
tCO
2
e
226,128
tCO
2
e
248,904
tCO
2
e
scope 1+2 GHG emissions
(market based)
scope 3 GHG emissions
*
scope 1 GHG emissions
3.1 purchased goods & services
scope 2 GHG emissions
(market based)
3.12 end-of-life treatment of sold products
*
Excl. Cat. 3.15, Investments
Despite challenging market conditions, Recticel gained substantial market share in 2024. Nevertheless, our total GHG emissions rose by only 5.5%. Notably, our scope 1+2 carbon
intensity per m³ decreased by 25.4% compared to 2023, while our total carbon intensity per m³ declined by 8.1% over the same period, highlighting the success of our collaborative
efforts with suppliers to reduce upstream emissions (see Chapter 5.2.7.5).
Recticel Group - 2024 Annual Report 14
Highlights
Corporate governance
ESG information
Remuneration report
Financial report
Appendix
Leading the way
DMA and IRO
2024 base year*
2024 result
2030 target
86.9%
90%
Waste reduction and recovery
Diversion of operational waste to recovery
carbon intensity CO
2
e per m
3
scope 1+2
2021 2023 2024
3.5
tCO
2
e
2.8
tCO
2
e
2.1
tCO
2
e
-38.9%
energy intensity per m
3
22.48 kWh/m³ 19.38 kWh/m³ 13.42 kWh/m³
-30.8 %
vs. base
year 2021
2021 2023 2024
carbon intensity tCO
2
e per m
3
scope 1+2
energy intensity per m
3
carbon intensity tCO
2
e per m³
scope 3
carbon intensity tCO
2
e per m³
scope 3
2021 2023 2024
247.4
tCO
2
e
246.7
tCO
2
e
227.2
tCO
2
e
-8.2%
CIRCULAR ECONOMY AND RESOURCE USE TARGETS
PEFC certified paper in multilayer facings
of insulation boards
Recycled content** of mineral wool in
insulated panels
2022 base year*
2024 base year*
2024 base year*
2024 result
2024 result
2024 result
2030 target
2035 target
2030 target
0%
97%
5.3%
19.2%
100%
0%
25%
Waste reduction and recovery
Reduction of operational waste to landfill
2021 base year*
2024 result
2030 target
+2.8%
-15%
Reduction GHG emissions
Cat. 3.12, End-of-life treatment of sold products
INTENSITY KPIs
* base year: Recticel Group, including Rex
** unweighted average of supplier-reported pre-and post consumer content
Recticel Group - 2024 Annual Report 15
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Avoided emissions
Over the 50 years of use of our
building insulation products sold in
2024, more than
21.5 million tCO
2
e
will be avoided.
SBTi
Overall Net-Zero target
Recticel commits to reach net-zero greenhouse
gas emissions across the value chain by 2050 from a 2021 base year.
Near-Term targets
Recticel commits to reduce absolute scope 1+2 GHG emissions 90% by
2030 from a 2021 base year.
Recticel also commits to reduce absolute scope 3 GHG emissions 25%
within the same timeframe.
Recticel’s commitment to sustainability and
its 2024 performance is translated in higher
ESG scores from major rating companies.
excl. Cat. 3.15, Investments
Scope 1
Direct emissions
from owned or
controlled resources.
0.54%
4,332 tCO
2
e
Scope 3
Indirect emissions not
included in scope 2 that
occur in the value chain
of the Company
(upstream and downstream
activities)
99.09%
802,273 tCO
2
e
Scope 2
Indirect emissions from
purchased electricity, steam,
heating & cooling for own use.
(upstream activities)
0.37%
3,010 tCO
2
e
Recticel Group - 2024 Annual Report 16
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Leading the way
in future-smart
insulation
2
PART 1 | MANAGEMENTS REVIEW
ESRS 2, SBM-1 | ESRS 2, SBM-2 | ESRS 2, SBM-3
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2.1 Our identity and purpose
Recticel is a leading group of insulation companies headquartered in Belgium with operations spanning twelve facilities in seven countries. We provide innovative insulation products
including high-performance insulation boards, advanced insulated panels and cutting-edge acoustic and thermo-acoustic solutions, all designed to meet the demands of a rapidly
evolving world.
Belgian
insulation company
With a strong presence
in Europe and USA
7
Countries
3
Divisions
1,275
Employees
1
610.2
Sales in million EUR
Insulation Boards
Insulated Panels
Acoustic Solutions
headcount on 31.12.2024 on 31.12.2024
1
See Chapter 5.4.7 , S1-6 Characteristics of the own workforce, for split per geographical area
Recticel Group - 2024 Annual Report 18
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Stoke-on-Trent (GBR)
Thermal insulation boards (PIR)
Bourges (FRA)
Thermal insulation boards (PIR)
Trebnje (SLO)
Mineral wool insulated panels
Šimanovci (SRB)
Mineral wool
Insulated panels
Šoštanj (SLO)
Vacuum insulated panels
Angers (FRA)
Thermo-acoustic boards
Deer Park (USA)
Acoustic Solutions
Irvine (USA)
Acoustic Solutions
Tournai (BEL)
PIR and mineral wool insulated panels
Burntwood (GBR)
Flat and tapered roofs
Mäntsälä (FIN)
Thermal insulation boards (PIR)
Wevelgem (BEL)
Thermal insulation boards (PIR)
Recticel Headquarters
Recticel Insulation
Trimo
Soundcoat
Turvac
REX
On 27 January 2025, Recticel announced the closure of its thermo-acoustic boards
plant in Angers, France, by the end of H1 2025. See Recticel press release issued on
4 March 2025.
On 31.12.2024
Future-smart insulation
We fight climate change with leading products that lower the carbon
footprint of buildings.
We help architects and clients to develop exciting spaces.
We contribute to well-being with acoustic and
thermo-acoustic solutions.
Our purpose
Recticel Group’s overall purpose is future-smart insulation. While they specialise in
diverse areas, the companies that make up our house of brands are unified by this
purpose. It underpins their shared mission to develop smarter, more sustainable
insulation solutions that create lasting value for our customers, stakeholders and
society at large.
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Thermal
insulation
Thermo-acoustic
insulation
Vacuum
insulation
Modular space
solutions
Insulation Boards Insulated Panels Acoustic Solutions
Our activities are organised into three distinct divisions, each powered by expert-driven brands. Together, they address a wide spectrum of industry needs. We drive innovation in
construction with lightweight and high-performing insulation materials, modular designs and architectural building skins that set new standards for efficiency and sustainability.
Energy-efficient polyurethane insulation boards and
advanced vacuum-insulated panels essential for
both buildings and cold-chain industries, from food
to pharmaceuticals.
Polyurethane and mineral wool solutions to meet high
aesthetic standards, inspire architectural innovation
and simplify prefabrication for cost efficiency.
Customised noise-control solutions for superior
sound management, designed to meet the unique
requirements of manufacturers.
The fight against climate change is fundamental to our identity, purpose and way of
working. Recticel has voluntarily committed to reducing its absolute scope 1+2 GHG
emissions by 90% by 2030, using 2021 as the base year, and to cutting its absolute
scope 3 emissions by 25% within the same period. The ultimate goal is to achieve
net zero by 2050; our formal commitment to this target was validated by the SBTi in
February 2024.
Since 2021, Recticel has reduced its scope 1+2 emissions by 35.8% and its scope 3
emissions by 2.1% (excl. Cat. 3.15, Investments).
We estimate that the building insulation products we sold in 2024 will prevent 21.5
million tCO
2
e of emissions over their lifetime, or 26.5 times Recticel’s total carbon
footprint of 809,619 tCO
2
e across scopes 1, 2, 3 (excl. Cat. 3.15).
We focus intensively on responsible sourcing of raw materials, sustainable and
energy-efficient processes and enhanced circular efficiencies. By prioritising these,
addressing both our direct activities and the extended value chain, we aim to be a
leader in the global shift towards a circular, low-carbon economy.
To ensure peak performance in both our people and our products, Recticel cultivates
a diverse, stimulating, and supportive workplace. We empower our teams of talented
individuals to adapt and thrive, recognising their vital role in our success. Together, we
take concrete actions to achieve tangible results, driving progress for communities
and the planet.
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2.2 The world in which we operate
2.2.1 Megatrends and market drivers
The European building market faced significant underperformance in 2024, driven by a mix of
economic, geopolitical and structural factors.
Macroeconomic pressures and inflation
Geopolitical disruptions, persistent inflation and elevated interest rates strained disposable incomes
and weakened consumer confidence. As a result, demand for new residential and commercial
construction declined significantly. Developers across Europe remained cautious, delaying new
projects amid economic uncertainty and reduced buyer purchasing power.
Housing market struggles
Major European economies faced difficulties due to weak sales. Rising mortgage rates, increasing
construction costs and declining affordability further restricted market activity, preventing many
potential buyers from entering.
Slowing demand for non-residential construction
Amid economic and geopolitical uncertainty, businesses have scaled back investments in new
facilities, leading to a decline in non-residential building permits.
Renovation and retrofitting constraints
High interest rates, rising retrofit costs and shrinking household purchasing power have limited
large-scale renovation and home improvement projects. However, the energy-efficient retrofitting
sector has shown resilience, supported by government incentives and sustainability-driven
investments aimed at decarbonising building stock. Sectors such as battery power plants and data
centres stand out as key areas of growth, with substantial investments fuelling their expansion.
Outlook and future growth
While the broader construction market is expected to recover in 2025, growth rates will vary by
segment and region. Residential construction is likely to lead the rebound, driven by long-term
housing demand, whereas commercial construction may experience a more gradual recovery. The
order books for EU contractors are slowly recovering.
2
Recovery in France and Belgium is slower than
in other countries but a return to growth is expected by 2027.
3
2
Source: https://think.ing.com/articles/returning-but-low-growth-expected-in-the-european-construction-sector/
3
Source: Interview with the CEO of Embuild (Belgian Construction Federation), ING Benelux Morning Notes, 14 February 2025.
2023 2024* 2025* 2026*
Austria
-0.1% -1.5% 1.0% 1.5%
Belgium
0.4% -1.0% 0.5% 1.0%
France
-0.5% -3.5% -1.0% 1.0%
Germany
-1.1% -3/0% 0.0% 2.0%
Netherlands
1.5% -3.0% 0.0% 2.5%
Poland
5.2% -6.0% 1.0% 2.5%
Spain
4.5% 1.5% 2.5% 2.0%
European Union
1.3% -2.0% 0.5% 2.0%
Order books in the EU construction sector *
2008 2010 2012 2014 2016 2018 2020 2022 2024
10%
0%
-10%
-20%
-30%
-40%
-50%
* Seasonally adjusted; the latest data point December 2024
Source: Eurostat, ING Research, 2025
Construction Forecast
Volume output construction sector, % YoY
* Estimates and forecasts
Source: Eurostat, ING Research, 2025
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2.2.2 New EU building regulations promoting sustainability
and circularity
The EU has recently adopted several new and updated building regulations aimed at improving energy efficiency, reducing carbon emissions and fostering transparency in the
construction and building sectors. These measures also compel stakeholders to design buildings with better lifecycle efficiency and greater support for material circularity.
Ecodesign for Sustainable Products Regulation
Setting performance and information requirements for products placed on the Single Market
Construction Products Regulation
Delivery of environmental information from construction products and implementation of requirements
Level(s) methodology
Sustainability assessment of buildings
EU Taxonomy
Sustainable activities
EPBD
Sustainable buildings
EED
Public procurement of buildings
ESPR
CPR
The revised Energy Efficiency Directive (EED) entered
into force on 10 October 2023 with a new focus on
public buildings. It mandates that 3% of the total floor
area of public buildings be renovated annually to meet
nearly zero-energy or zero-emission standards. The
public sector is expected to lead by example in energy
efficiency, with a new annual energy consumption
reduction target of 1.9%.
The revised Energy Performance of Buildings Directive
(EPBD) entered into force on 28 May 2024, setting stricter
requirements to enhance energy efficiency. Under the
directive, all new public buildings must be zero-emission
by 1 January 2028, and all other new buildings by
1 January 2030. Zero-emission buildings must exhibit
very high energy performance and have no on-site
carbon emissions from fossil fuels. The revised EPBD
refines the Energy Performance Certificate (EPC) to
ensure reliability and comparability across member
states. It also incorporates tools like the Smart Readiness
Indicator (SRI) scheme (currently in the test phase)
to rate the readiness of a building to use smart
technologies to optimise energy efficiency, adapt to the
needs of occupants and interact with energy grids.
The Ecodesign for Sustainable Products Regulation
(ESPR) entered into force on 18 July 2024. Replacing the
previous Ecodesign Directive, it introduced a broader
framework to improve the sustainability of products,
including construction materials, by requiring circular
design principles. The ESPR sets requirements for
durability, reusability, energy efficiency and recyclability
throughout a product’s lifecycle.
The revised Construction Products Regulation (CPR)
entered into force on 7 January 2025, harmonising rules
on the marketing of construction products across the EU.
The updated legislation sets new standards in the areas
of sustainability, safety, performance and digitalisation.
Manufacturers are required to provide detailed
environmental reporting, including impact indicators
such as the Global Warming Potential (GWP).
Level(s)
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2.2.3 The importance of insulation
Buildings contribute significantly to environmental challenges, accounting for approximately 50% of resource extraction and consumption while generating over 30% of the EU’s
annual waste. They are responsible for 40% of the EU’s energy consumption and 36% of energy-related greenhouse gas emissions. Moreover, around 64% of the EU building stock
exhibits poor energy performance.
85%
of EU buildings were built
before 2000
75%
of these have poor energy
performance
+/- 40%
of energy consumed in the EU
is used in buildings
36%
of the EU’s energy-related GHG
emissions come from buildings
+/- 80%
of energy used in EU homes is for
heating, cooling and hot water
Source: https://energy.ec.europa.eu/topics/energy-efficiency/energy-efficient-buildings/energy-performance-buildings-directive_en
ENERGY CONSUMPTION IN EU HOUSEHOLDS (% SHARE, 2022)
Space cooling
0.6%
Space heating
63.5%
Water heating
14.9%
Cooking
6.3%
Other uses
0.9%
Lighting and
electrical appliances
13.9%
Source: https://ec.europa.eu/eurostat/statistics-explained/index.php?title=Energy_consumption_in_households
Thermal insulation is a vital tool for transforming the energy efficiency of buildings and
improving sustainability in the construction sector. The Energy Performance Certificate
(EPC) provides a standardised measure of the energy consumption required for
heating, cooling, ventilation and lighting per square metre of a building’s floor space.
Retrofitting thermal installation has been shown to significantly reduce EPC values.
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Up to 25% heat loss
through the roof
Up to 35% heat loss through
uninsulated walls
HEAT LOSS IN RESIDENTIAL BUILDINGS
25%
15%
10%
15%
35%
FOR EXAMPLE
The original EPC value of a 460 m³ terraced family house constructed in 1956
was 730 kWh/m². Following renovation, this was reduced to 70 kWh/m². Recticel
insulation boards played a vital role in this improvement, accounting for 78% of the
EPC reduction and achieving energy savings of 517 kWh/m².
Energy score
• Initial: 730 kWh/m²
• After renovation: 70 kWh/m²
• Impact of Recticel insulation boards: -517 kWh/m²
0200400
EPC [kWh/m²]
600800
730
354376
81
48
60
56
20
25
273
225
165
109
89
64
14 cm PIR roof insulation:
-376 kWh/m²
16 cm PIR exterior wall insulation:
-81 kWh/m²
replacement of windows:
-48 kWh/m²
12 cm PIR floor insulation:
-60 kWh/m²
high-efficiency boiler:
-56 kWh/m²
air tightness measurement:
-20 kWh/m²
solar water heating
and photovoltaic panels:
-25 kWh/m²
Recticel Group - 2024 Annual Report 24
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2.3.1 Our business model
Recticel Group specialises in future-smart insulation solutions that are tailored to meet
diverse needs in a wide range of market segments. From residential homes and commercial
buildings to industrial facilities and specialised applications, we have the expertise to design
the right solution for each project, based on a full understanding of its unique requirements.
We are committed to addressing the specific needs of our customers, focusing on energy
efficiency, sustainability and superior performance to provide value-driven solutions that
stand out in today’s competitive markets.
2.3 Our business model
and strategy
Recticel Group - 2024 Annual Report 25
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INSULATED PANELS
RECTICEL GROUP BUSINESS MODEL
OUR PURPOSE
WHERE WE CREATE VALUE
Renovation New construction
Residential
Non Residential
15%
16%
21%
48%
Sales in over 40 countries
Primarily through B2B channels
Europe: 94.3%
North America: 4.2%
Asia Pacific: 1.4%
Middle East & Africa: 0.1%
Russia: 0.0%
Sales by region
4.2%
94.3%
0.1%
1.4%
0%
HOW WE CREATE VALUE
Our commitments
Achieving long-term profitable growth
Creating added value for our stakeholders
Investments in circular insulation
Focus on resource-efficient technologies
SBTi net zero commitment
INSULATION BOARDS
ACOUSTIC SOLUTIONS
We fight climate change with leading products that lower the carbon
footprint of buildings.
We help architects and clients to develop exciting spaces.
We contribute to well-being with acoustic and thermo-acoustic solutions.
Customised noise-control solutions for superior sound management,
designed to meet the unique requirements of manufacturers.
PIR and mineral wool solutions that meet high aesthetic standards, inspire architectural
innovation, and simplify pre-fabrication for cost efficiency.
Energy-efficient PIR boards and advanced vacuum-insulated panels essential
for both buildings and cold-chain industries, from food to pharmaceuticals.
Recticel Group - 2024 Annual Report 26
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2.3.2 Specialised divisions for a comprehensive portfolio
Recticel operates as a house of brands. Each member of our brand family is encouraged to innovate and grow based on its own areas of
technical expertise and profound knowledge of needs and trends in its specific markets and applications. Our activities are distributed across
three divisions: Insulation Boards, Insulated Panels and Acoustic Solutions.
1. Our offering
2. Addressable market
3. Value proposition
4. Value chain
1. OUR OFFERING
Our Insulation Boards division provides advanced, high-performance insulation
solutions to meet the growing demand for energy-efficiency and sustainability in
buildings. The division’s extensive portfolio includes optimised solutions for walls, roofs
and floors, designed for diverse residential, commercial, and industrial applications.
Each solution is engineered to deliver exceptional thermal performance, helping to
reduce energy consumption, operational costs and environmental impact.
At the heart of our innovations, we integrate lightweight, durable materials with
industry-leading insulation values, ensuring both ease of installation and long-lasting
efficiency. Our products are all developed to meet or exceed the most stringent
building regulations and energy standards, improving the comfort of buildings while
significantly reducing their carbon footprint.
2.3.2.1 Insulation Boards
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Core
Fumed silica or glass fibre
material creates shape
and channels heat waves
Cover
Airtight high barrier multilayer film preventing
gas and moisture from escaping
10 mm protective PIR
top and bottom
0.006 W/mK
VIP core
Protective
frame in PIR
Vacuum insulated panels (VIP)
Through our joint venture, Turvac, we
offer vacuum insulated panels that
meet high technical demands where
space constraints make traditional
insulation impractical. VIP technology
is ideal for retrofitting older buildings
and serves specialised needs, such as
temperature-controlled packaging for
pharmaceuticals and food products.
Thermal insulation boards
Our high-performance thermal insulation
boards are based on a polyisocyanurate
(PIR) foam core laminated between two
durable facing materials. Numerous facings
are available, such as multi-layer foils,
aluminium, bituminous, mineral-coated
glass fleece, and gypsum plasterboard.
The boards are engineered for multiple
applications across the building envelope,
including flat, tapered, and pitched roofs,
cavity walls, floors, internal linings and
external wall insulation systems.
2. ADDRESSABLE MARKET
Thermal insulation boards
The market for Recticel’s polyurethane insulation boards
is growing in line with the European building insulation
market in general. Key drivers include increased
government initiatives to insulate as part of the journey
towards net zero and a rise in the renovation of residential
and commercial buildings.
Vacuum insulated panels
The market for vacuum insulated panels includes
the building and construction industry, especially
in renovation and retrofitting sectors. Due to their
exceptionally high efficiency and space-saving
characteristics, our VIPs address additional markets in the
cold chain packaging and pharmaceutical industries.
PORTFOLIO HIGHLIGHTS
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3. VALUE PROPOSITION
Our insulation boards make a particular contribution to economic and environmental sustainability.
As an insulating material, polyurethane (PIR) outperforms conventional materials such as mineral
wool (glass wool/stone wool), XPS/EPS and cellular glass. Our insulation boards allow regulatory
compliance to be achieved with thinner walls and roofs.
Conventional insulation
materials
Mineral Wool
0.038
d
[W/mK]
Expanded Polystyrene (EPS)
0.036
d
[W/mK]
Cellular Glass
0.036
d
[W/mK]
Extruded Polystyrene (XPS)
0.032
d
[W/mK]
Polyurethane (PIR)
0.022
d
[W/mK]
254 mm
240 mm
240 mm
214 mm
147 mm
40 mm
Super insulation
materials
Vacuum Insulated Panels (VIP)
0.006
d
[W/mK]
Superiorenergyefciency
Reduced thickness
Low weight
Cleaner indoor air
Walkability without deformation
BENEFITS OF POLYURETHANE (PIR) INSULATION BOARDS
The lambda value (
-value) is an indication of a product’s thermal conductivity in W/mK. The
lower the thermal conductivity, the higher the insulating performance and the greater the savings
in heating/cooling costs for the building.
d
, the declared lambda value, represents the thermal conductivity of a material as tested in a lab
with constant conditions of temperature and humidity, and includes the aging of the material.
The graph here above is based on a building shell element of U=0.15 W/m²K or thermal resistance
value R=6.65 m²K/W (R=1/U).
Recticel Group - 2024 Annual Report 29
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Our vacuum insulated panels (delivered through the
Turvac joint venture) add signicant value by enabling
insulation in situations where it would otherwise be
extremely difcult or even impossible. This is due to their
ability to provide the most efcient performance with the
thinnest layer. Vacuum insulated panels can be used
to meet strict insulation requirements in constrained
spaces. Their applications include:
• Retrotting existing buildings where available space
for insulation is limited;
• Temperature-controlled packaging used for
transport of ultra-low temperature (ULT) vaccines
and other temperature-sensitive drugs;
• International trade in perishable products and food
supplies.
Environmentally friendly
Reduced thickness
Long lifetime
BENEFITS OF VACUUM INSULATED PANELS
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STAKEHOLDERS
4. INSULATION BOARDS VALUE CHAIN
RAW
MATERIALS
Thermal PIR boards:
MDI & bio-MDI; Polyol & bio-Polyol
Thermo-acoustic boards:
recycled flexible PU foam; glue
RESIDENTIAL / NON-RESIDENTIAL USE
RECYCLED
PET POLYOL
separation
DISPOSAL
ENERGY RECOVERY
RECYCLE INTO OTHER APPLICATIONS
Vacuum Insulated Panels:
Deck-VQ (origin: Turvac)
Production waste,
incl. briquetting dust
END-OF-LIFE
REUSE
Collection & separation
R&D DEVELOPMENT:
Architects / Building Engineers
Contractors, sub-contractors &
assemblers
Residential owners
Real estate managers
Wholesalers / Distributors /
Building supplies stores
Pyrolysis
Chemolysis
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2.3.2.2 Insulated Panels
1. Our offering
2. Addressable market
3. Value proposition
4. Trimo & Rex value chain
5. Trimo MSS value chain
1. OUR OFFERING
Thermal insulated panels
Our Insulated Panels division specialises in premium-quality products tailored to
meet a wide spectrum of modern construction requirements. They are designed to
provide outstanding thermal performance, durability and versatility, making them
suitable for various applications in commercial, industrial and residential buildings.
Engineered for superior energy efficiency, our insulated panels minimise heat loss and
enhance overall building energy performance, resulting in reduced operational costs
and a smaller carbon footprint. Available in a range of materials, thicknesses and
finishes, they can be customised to align with any architectural vision or aesthetic
goal while compying with industry standards and regulations.
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Trimoterm
Environmentally friendly mineral wool
insulated panels ideal for façades,
walls and roofs, providing superior
re resistance, sound reduction and
thermal insulation.
QBISS One & QBISS Screen
Prefabricated modular metal wall
systems combining durability, atness,
design versatility and a wide array of
colour options with enhanced ROI.
Trimoterm
Sound
Trimoterm FTV
(walls, façade)
Trimoterm SNV
(roof)
Trimoterm FTV HL
(walls, façade)
PORTFOLIO HIGHLIGHTS
ARTME
A high-tech façade treatment
enabling limitless shapes, patterns
and visual effects while preserving the
integrity of the original materials.
QBISS Notch
A collaboration with Pininfarina
featuring customisable wall
systems that integrate vertical
panel modules and a unique
graphic design approach, elevating
architectural aesthetics.
Rex SDW
A collection of insulated panels with a
polyurethane (PIR) or mineral wool core.
Designed for roof and (partition) wall
applications, they offer a lightweight
solution with excellent insulation and
reaction to re properties.
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Modular Space Solutions
Trimo MSS offers modular units comprising floor, column and ceiling structural elements,
tailored for various applications such as commercial, hospitality, education, and industrial
facilities. These modular solutions feature walls constructed with Trimoterm insulated panels.
Backed by over 30 years of expertise, Trimo MSS has delivered 100,000 units globally, providing
versatile and sustainable solutions with an outstanding price-to-performance ratio. Available
in various dimensions, the units boast certified fire resistance and proven energy efficiency.
They can be shipped flat-packed or fully assembled, ensuring ease of installation. Designed for
long-term use across multiple projects, Trimo MSS units are almost completely recyclable and
environmentally friendly.
2. ADDRESSABLE MARKET
The market for insulated panels is split between
polyurethane and mineral wool cored products,
accounting for 84% and 16% of the market share
respectively.
Our brand and product portfolio addresses the main
megatrends driving growth in this segment:
Sustainability
Fire safety
Energy efficiency
Prefabrication
Furthermore, Recticel Group has demonstrated
resilience to changes in market behaviour with a proven
ability to adapt quickly to evolving demands.
Single factory-manufactured unit
A sustainable choice
Safety and performance
Designexibility
Lightweight factory system
Low life cycle costs
First-class service
BENEFITS OF MINERAL WOOL AND PIR INSULATED PANELS
3. VALUE PROPOSITION
Insulated panels offer a unique set of benefits in
construction. Their structural and physical properties allow
great design freedom, while their advanced technical
qualities provide a high-quality, total envelope solution.
They are a particularly good match for prefabrication
requirements, enabling regulatory compliance in a fast,
cost-efficient and scalable manner.
Key features of the Recticel Insulated Panels portfolio
Self-supporting (up to 10m single span)
Single factory-manufactured unit
Mineral wool or polyurethane core insulation
Water & air tightness
Extreme thermal values
Moisture resistant
99% recyclable (MW)
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4. TRIMO & REX VALUE CHAIN
STAKEHOLDERS
Multinationals
Investors / developers
Architects / Building Engineers
Contractors, sub-contractors &
assemblers
RAW
MATERIALS
Steel
(with/without recycled content for mass balance)
Mineral wool
(with/without % production waste)
MDI + Polyol
Assembly waste
Waste dealers
Scraping & reuse/disposal
Separation
RECOVERY (mineral wool)
RECYCLING (steel)
DISPOSAL (PU foam)
Production waste mineral wool
manufactures & steel producers
NON-RESIDENTIAL USE
END-OF-LIFE
(30-60 years)
Collection & separation
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STAKEHOLDERS
One-stop providers of
Modular Space Solutions
Dealers (rent-a-container)
Contractors, sub-contractors
& assemblers
Architects / Building Engineers
Investors (municipalities),
owners (industrial /
commercial companies)
RAW
MATERIALS
Steel
(with/without recycled content for mass balance)
Mineral wool
(with/without % production waste)
Retrofitting
containers
Recycling (steel)
Reuse (mineral wool)
Separation
RECOVERY (mineral wool)
RECYCLING (steel)
Production /assembly waste
mineral wool manufactures &
steel producers
RESIDENTIAL /
NON-RESIDENTIAL USE
Container
assembly
(incl. plumbing
& electrical
installations)
Collection & separation
END-OF-LIFE
5. TRIMO MSS VALUE CHAIN
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2.3.2.3 Acoustic Solutions
1. Our offering
2. Addressable market
3. Value proposition
4. Value chain
1. OUR OFFERING
Soundcoat provides customised acoustic insulation
solutions for equipment used in various sectors. For over
six decades, it has been building sound relationships with
manufacturers and developing pioneering noise solutions,
propelled by a spirit of innovation that enables it to tackle
market challenges head-on.
Soundcoat’s highly specialised engineering services are at
the forefront of acoustics innovation. Led by an experienced
team of acoustical engineers, the division incorporates
industry-leading best practices, advanced computer
simulation and predictive analysis, and proprietary
Soundcoat techniques.
PORTFOLIO HIGHLIGHTS
Soundcoat 360 Solution
TM
A proprietary acoustic engineering solution that leverages a host of products, services and expertise
to expedite products to market and minimise design costs for industrial spaces and OEM applications.
Advanced lab services & testing
Soundcoat’s R&D lab is a fully equipped product and materials testing lab with advanced simulation
and analysis tools, proprietary characterisation processes and material & prototype development
capabilities. It also provides mechanical and physical testing to measure or verify acoustics and
physical properties through a suite of industry-standard and highly specialised tests.
Services
Products
Absorption
Materials designed to diminish reverberant airborne noise by converting acoustic energy into
thermal energy.
Barrier
Solutions engineered to offer high sound transmission loss for various low frequency applications.
Damping
Products crafted to mitigate vibrations from impact sources, panel resonance and radiated sound
from structures.
Gasketing
Primarily utilised between metal or structural components, products to regulate contamination,
airflow, noise, vibration, RF-EMI, ESD and thermal loss.
Thermal
Solutions utilising porous and fibre-blended materials suitable for high temperature environments
and aerospace applications.
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Noise reduction
Enhanced product
performance
Protection of equipment
Compliance with
regulations
Improved comfort
BENEFITS OF SOUNDCOAT ACOUSTIC SOLUTIONS
3. VALUE PROPOSITION
Soundcoat’s suite of acoustic solutions includes an advanced acoustics and
materials testing laboratory equipped with cutting-edge analysis and computer
modelling tools. Its two manufacturing facilities operate under a stringent internal
quality control system, ensuring consistently high standards. It leverages its robust
in-house capabilities to provide a diverse range of acoustic solutions, including
laminated composites with films, acoustic fabrics or embossed facings; custom-
shaped materials with or without adhesive backing; and products available in
sheets, rolls or kits.
2. ADDRESSABLE MARKET
Noise control is a key differentiator in equipment manufacturing, influencing product quality and playing a vital role in a brand’s reputation. Soundcoat enhances the value of
its noise control solutions by treating each project as a collaborative partnership. Our engineers work closely with manufacturers, offering specialised expertise and practical
knowledge throughout the design, manufacturing, testing, implementation and operational phases.
Soundcoat serves the following markets:
Aerospace & aviation
Heavy duty & transport vehicles Industrial equipment
Electronic equipment & energy infrastructure
Building & commercial construction Medical equipment
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4. VALUE CHAIN
STAKEHOLDERS
Primary markets
B2B
Mobilty Performance:
Aerospace, Aviation, Class 8 truck
• R&D (acoustics engineers)
• application engineering / support
• procurement management
• manufacturing / assembly
Industrial Solutions: Power generation,
Heavy-duty vehicles, Semiconductor
equipment, Building acoustics
Medical OEM equipment: Fluid
diagnostics, Waste management,
Oxygen therapy
RAW
MATERIALS
Foams (Melamine foam, PU foam, Polyimide foam)
Plastics
Chemicals
Metals
Adhesives
Parts & Complete kits
Separation
DISPOSAL
RECYCLING INTO OTHER APPLICATIONS
Production
waste
END-OF-LIFE
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2.3.3 Our strategy
2.3.3.1 How we create value
The Recticel Group strategy prioritises sustainable growth in the insulation market
by combining robust market presence with dedication to reducing environmental
impact. Recognising that environmental responsibility is both a licence to operate and
an essential part of value creation, we embrace the use of low-carbon resources and
consistently push boundaries to enhance energy efficiency.
Our value creation model is aligned with the European Green Deal, the European
Commission’s initiative to make Europe the first climate-neutral continent by 2050.
Products and services Customer categories Stakeholder relationships
Developing products with lower carbon footprints
and enhanced resource efficiency, which are
increasingly in demand among environmentally
conscious customers.
Designing materials for reuse, recyclability and
extended lifecycles, thereby minimising waste
across their lifespan.
Introducing low-carbon alternatives to traditional
products in key customer segments.
Delivering resource-efficient solutions that help
our customers to meet their own environmental
goals.
Collaborating with suppliers to source sustainable
materials.
Engaging in social responsibility initiatives.
Aligning with investors on transparent
sustainability metrics and goals.
Sustainability-aligned solutions now make up a substantial and growing portion of our portfolio. By strategically focusing on markets and customers who share our priorities, we
can integrate evolving environmental and social standards in every stage of our value chain, addressing challenges like climate change and resource scarcity.
More information can be found in Chapter 5.2, Environmental | E1 Climate change, and Chapter 5.3, Environmental | E5 Resource use and circular economy.
The EU Green Deal includes measures to enhance building energy efficiency through
the EU Renovation Wave Strategy, which aims to double the annual renovation rate by
2030 and retrofit at least 25 million buildings.
To address the complexity of global challenges, including regulatory shifts, we have
embedded sustainability in every facet of our operations and relationships. Our efforts
are concentrated in three main areas, with actions to drive measurable progress in
each of them.
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2.3.3.2 Integrating SDGs in our strategy
Recticel’s activities are aligned with the United Nations Sustainable Development Goals (UN SDGs). We have selected seven SDGs as strategic priorities relevant to our core values
and business objectives. These globally recognised goals provide a framework for addressing critical challenges in areas such as environmental protection, social equity and
economic development.
By embedding these SDGs in our strategy, we drive innovation, empower our workforce and address pressing global challenges including climate change, resource scarcity and
access to energy-efficient housing. Our mission is to maximise the transformative potential of future-smart insulation systems to meet societal needs, improve building energy
efficiency and promote sustainability within the construction sector.
SDG 7: Promote energy-efficient solutions for sustainable building practices
SDG 8: Drive sustainable and economic growth through dignified work
SDG 9: Foster innovation to enhance resilient infrastructure
SDG 11: Develop products that improve urban energy efficiency
SDG 12: Advance circular economy practices through product innovation
SDG 13: Commit to ambitious greenhouse gas (GHG) reduction targets
and climate-aligned practices
SDG 17: Collaborate with stakeholders to amplify positive environmental
and social impacts
2.3.3.3 Leveraging impacts, risks and opportunities
Central to the European Sustainability Reporting Standards (ESRS) standards is the
identification of material impacts, risks and opportunities (IRO) which can be leveraged
to drive our strategy and foster business growth.
In 2024, Recticel conducted its first full double materiality assessment (DMA),
a systematic evaluation integrating the principles of financial materiality (how
environmental and social risks impact the organisation) and impact materiality (the
organisation’s influence on the environment and society).
The evaluation process included engaging with stakeholders and analysing data from
internal and external sources. Impacts were assessed based on their scale, scope and
irreversibility, while risks were evaluated in terms of likelihood and potential financial
implications.
Our evaluation encompassed every ESG dimension in the following areas:
Environmental: Climate change (E1), Pollution (E2), Water and marine resources (E3),
Biodiversity and ecosystems (E4), Resource use and circular economy (E5)
Social: Own workforce (S1), Workers in the value chain (S2), Affected communities (S3),
Consumers and end-users (S4)
Governance: Business conduct (G1)
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Environmental Social Governance
Climate change (E1)
Climate change was identified as a material issue due to the positive
impact of our products in terms of energy savings and avoided
emissions during building lifecycles.
Opportunities: Transition to renewable energy; adoption of energy-
efficient technologies; innovation in low-carbon solutions.
Risks: Carbon pricing policies; increased regulatory scrutiny;
reputational impacts.
Resource use and circular economy (E5)
Resource use and circular economy emerged as material due to our
focus on resource management and the regulatory push for reusable,
circular product designs.
Opportunities: Cost savings through resource efficiency and
innovation in circular design.
Risks: Compliance challenges with evolving regulations; adapting to
shifting customer preferences for sustainable products.
Own workforce (S1)
The satisfaction, engagement, health & safety, fair compensation and
development of our own workforce are central to our success and long-
term sustainability.
Opportunities: Building a culture of innovation; fostering employee loyalty;
attracting top talent through strong employer branding.
Risks: Potential challenges related to talent retention, skills gaps and
evolving workplace dynamics.
Business conduct (G1)
Upholding ethical business conduct is part of our core values. This
dimension includes compliance with regulations, anti-corruption measures,
transparency in governance and robust supply chain oversight.
Opportunities: Strengthening corporate reputation; building resilient
supply chains; enhancing investor confidence.
Risks: Exposure to legal penalties; reputational damage; operational
disruptions due to unethical practices.
The other dimensions reviewed during the assessment were deemed non-material
at this time. While they remain important, their direct impact and risk relevance to
our operations and our entire value chain are currently limited, based on operational
factors and stakeholder feedback. Materiality is a dynamic process, and we are
committed to revisiting and updating these findings as environmental and business
contexts evolve. The identified material topics will be addressed through focused
strategies and transparent reporting.
Detailed information on the double materiality approach can be found in Chapter 4.2,
Unlocking the power of Double Materiality. For a full description of our IRO identification
process, findings and interaction with our strategy and business model, see Chapter
4.3, Navigating the landscape of impacts, risks and opportunities.
This assessment led to the identification of our material issues, opportunities and risks:
2.3.3.4 The ESG plans steering our progress
Recticel has two ESG plans in place to guide our strategy and optimise our performance for sustainable growth.
OUR
RACE
TO
NET
ZERO
EMISSIONS
OUR
RACE
TO
PERFORMANCE
POSITIVE
MAX
Our Race to Net Zero is a dedicated Climate Action Plan aimed
at combating global warming. This plan outlines specific
targets and measurable KPIs to minimise our carbon footprint,
achieve net zero emissions and amplify the positive impact of
our activities. Our approach emphasises responsible sourcing
of raw materials, sustainable, energy-efficient processes and
eco-conscious design, and reflects our ambition to lead the
global shift toward a circular, low-carbon economy.
Our Race to Maximum Positive Performance is our People and
Solutions Plan, driven by our belief that building a better society
requires collective action and the sharing of knowledge, expertise,
and technology. This conviction compels us to uphold the highest
standards in human rights, labour practices, environmental
stewardship and anti-corruption efforts. As an employer, we foster
an inspiring, rewarding and safe workplace. We continuously
improve the sustainability and energy efficiency of our solutions to
elevate living standards for current and future generations.
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2.3.4 Resilience of our business model and strategy
We reviewed our strategy and business model to address sustainability challenges and seize opportunities that drive long-term value creation.
The evaluation encompassed the entire Recticel Group, excluding Rex Panels & Profiles, which was acquired after the ESG materiality assessment. Notably, Rex operates within the
Insulated Panels Division, alongside Trimo, which engages in similar activities. The assessment covered the entire value chain.
The review considered short-term (1-5 years), medium-term (5-10 years), and long-term (up to 25 years) horizons, focusing on the adaptability of our business model to
economic, environmental and social shifts while capitalising on emerging opportunities.
Core aspects included:
Identifying major sustainability drivers such as climate change, resource efficiency
and socio-economic developments.
Engaging stakeholders to ensure a comprehensive understanding of material
impacts.
Analysing critical metrics, including carbon intensity, financial stress indicators and
market share projections.
The findings of the review underscore our business resilience,
which we demonstrate by:
Mitigating climate risks through investments in resource-efficient technologies and
collaboration with suppliers to minimise the impact of purchased goods.
Proactively adapting to regulatory changes through compliance initiatives and
stakeholder engagement.
Expanding sustainable product offerings to meet evolving consumer preferences and
societal trends.
Our analysis is rooted in the 1.5°C global warming scenario, a prerequisite for validating our SBTi net-zero commitment.
As part of our continuous improvement journey, Recticel will conduct an in-depth climate risk assessment in 2025, including a climate scenario analysis, to identify and
implement necessary climate mitigation solutions across the Group.
By adopting the 1.5°C scenario, we establish a robust and realistic framework for assessing the financial resilience and adaptability of our business strategy.
For further information, refer to Chapter 5.2.2, E1-1 Transition plan for climate change mitigation, and Chapter 4.3.2, Material IROs and their interaction with strategy
and business model.
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2.3.5 ESG ratings and transparency
Building on our long-standing commitment to excellence in both financial and non-financial metrics, we continue to advance our ESG performance as a central element of our
business strategy.
Maintaining clear, measurable goals and transparently reporting our progress are crucial for earning and retaining the trust of shareholders, who increasingly recognise the
importance of sustainable and responsible business practices. Active engagement with ESG rating companies enables us to assess our impact, enhance our accountability and
continuously identify opportunities for meaningful improvement.
As part of our commitment to transparency and climate accountability, Recticel
reports climate data with CDP, recognised as the gold standard for environmental
reporting and home to the largest, most comprehensive dataset on corporate climate
action.
2024 | CDP Climate Change rating
After three years of consistent and transparent reporting, Recticel achieved the highest
possible rating in Climate Change, an ‘A’ score. This milestone marks an advance
through two levels within a single year and is particularly noteworthy in the context of
CDP’s recent expansion of its questionnaire to fully align with the rigorous standards of
the CSRD framework.
In 2024, CDP scored more than 22,700 companies worldwide on their transparency and
action as they work to integrate earth-positive decisions into their business models.
In 2024, only 2% of companies achieved CDP’s A List recognition.
2024 | CDP Supplier Engagement Rate (SER)
The CDP’s Supplier Engagement Rate (SER) evaluates how effectively companies are
working with their suppliers to address climate change challenges. As purchasing
organisations hold substantial influence, engaging suppliers on climate initiatives can
drive meaningful environmental change throughout the supply chain. By promoting
SER scores, CDP encourages deeper supplier engagement to amplify global efforts to
reduce emissions.
In 2023, Recticel earned an A-. At the time of publication of this 2024 Annual Report,
the 2024 SER score was not yet published.
1. CDP ENVIRONMENTAL DATA DISCLOSURE AND ASSESSMENT
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2. ESG RESEARCH AND RATING PROVIDERS
Our ESG performance is assessed by multiple leading rating providers. Morningstar Sustainalytics and S&P Global evaluate our exposure to ESG impacts, risks and opportunities,
providing insights into how effectively we manage these critical areas, relative to peers within the same industry classification. EcoVadis, assesses the integration of sustainability
within our business operations and management systems, focusing on key areas such as environmental practices, labour and human rights, ethics and sustainable
procurement.
It is important to recognise that each rating provider applies a distinct methodology, incorporating specific evaluation criteria and scoring systems tailored to their approach.
As a result, direct comparisons between ratings from different providers are not feasible. To gain a comprehensive understanding of these methodologies, we encourage
stakeholders to review the detailed information available on the respective providers’ websites.
ESG Risk Rating
Ranking
Building Products
Environmental
Social
Governance & Economic
S&P Global ESG Score
Global Universe
12 out of 146
3279 out of 15093
18.4
39
/100
Low
Risk
Negligible Low
Medium
High
Severe
0-10 10-20 20-30 30-40 40+
Industry Group (1st = lowest risk)
Last updated: December 27, 2024
Universe
JAN 2025
Overall score
Percentile
62/100
73rd
Data Availability:
ESG Score 49 | Industry Average 38
ESG Score 26 | Industry Average 37
ESG Score 41 | Industry Average 40
29 March 2025
Medium
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Clear and effective communication with stakeholders is essential to build trust,
strengthen relationships, manage risks and align with our strategic objectives.
Engaged and well-informed stakeholders are more likely to actively contribute, thereby
enhancing customer loyalty, investor confidence and employee motivation. Any
change in strategy or activities that might have a material impact on the relationship
with our stakeholders will be duly communicated.
Our key stakeholders include shareholders, investors, customers, employees and
suppliers. We also recognise the broader impact of our products and activities on
2.3.6 Interests and views of stakeholders
Material Stakeholders Topics addressed Purpose and outcome How we engage
Shareholders, investors
and analysts
Customers
Employees
Suppliers
Timely disclosure of information such as operating
results, management policies, plans and events
Building trust-based relationships
Shareholder returns
Providing safe, secure and quality products
Building trust-based relationships
Improving customer satisfaction through products, service
and support
Fair and equitable transactions
Providing a safe and rewarding workplace
Enhancing systems and education to maximise their
capabilities
Open communication with employees and their
representatives
Optimising carbon footprint
Resource efficiency and circular economy
Optimising upstream transport and distribution
Supply chain human rights due diligence
Partnership for innovation
Confidence in accuracy and credibility
of disclosed information
Better ESG ratings
Higher reputation
Compliancy with regulations
Anticipating customer’s expectations
with smart and sustainable insulation
products
Increased trust and loyalty
Higher levels of employee
engagement
Improved safety performance
Increased operational efficiency
Improved operational efficiency
Trustful partnerships
More sustainable products
Lower embodied carbon
Corporate website, press releases
Annual and half-year reports
Annual General Meeting (AGM)
Disclosing information to rating organisations
Analyst meetings
Roadshows, contacts (individual, group)
Contacts with reference shareholders
Survey to assess Double Materiality
Quality Assurance Certificates
Environmental Product Declarations
Interactions, training sessions, lectures
Calculation tools
Survey to assess Double Materiality
Intranet communication
CEO ‘Team Talk’
Town hall and team meetings
Employee Performance Management Discussion (EPMD)
Training programmes
Social dialogue (local and European Works Council)
Survey to assess Double Materiality
Day-to-day contact
Visits, meetings, audits, fairs
Joint development projects
Survey to assess Double Materiality
Through our due diligence and materiality assessment processes, we actively analyse stakeholder interests and perspectives in relation to our strategy and business model.
By integrating these priorities into our strategic planning, we ensure alignment with both stakeholder expectations and organisational goals, fostering continuous value creation.
workers throughout the value chain, as detailed in Chapter 3.4, GOV-4 Statement of
due diligence in the value chain.
The primary objectives of stakeholder engagement are to understand their priorities,
address concerns, foster collaboration and align with our sustainability goals. Insights
gathered from these interactions are systematically reviewed with the Board of
Directors and the Management Committee, as outlined in Chapter 3.2, GOV-2.
Throughout 2024, we engaged consistently with our key stakeholders through various
communication channels to support our business goals.
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Corporate
governance
3
PART 1 | MANAGEMENTS REVIEW
ESRS IRO-1
ESRS 2, GOV-1 - GOV-5
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3.1 GOV-1 The role of the administrative,
management and supervisory bodies
3.1.1 Role of the Board of Directors of Recticel
3.1.2 Composition of the Board of Directors
Recticel’s Board of Directors is entrusted with overseeing the Company’s overall
management, emphasising sustainable growth, financial stability and long-term
success. The Board plays a key role in integrating sustainability into the corporate
strategy and decision-making processes. It provides strategic direction, ensures
sound financial stewardship, upholds strong corporate governance and assesses and
mitigates business risks.
The Board places a strong emphasis on the interests of all key stakeholders, such as
customers, shareholders, employees and society, acknowledging their critical role
in Recticel’s long-term sustainability. It sets ethical standards and business best
practices (ESRS G1, Business conduct), ensures adherence to legal and regulatory
The Board of Directors consists of seven members: one Executive Director, five
Independent Directors, and one Non-executive Director representing the reference
shareholder. As of 28 May 2024, Wim Dejonghe holds the position of Chairman of
the Board. The Board does not include employee representatives, and Independent
Directors account for 71% of its members.
In accordance with Article 7:86 of the Belgian Companies’ and Associations Code,
which mandates that at least one third of the Board members must be of a different
gender than the other members, the Board is proactively pursuing initiatives to
improve female representation. As of 31 December 2024, two of the seven Board
members are women, representing 29% of the Board.
The selection process for Board members is detailed in Recticel’s Corporate
Governance Charter (Corporate Governance | Recticel),
1
which emphasises the
1
https://www.recticel.com/index.php/investors/corporate-governance.html
obligations and oversees the material topics targets and progress, including the
Company’s transition plan to reach net zero by 2050 (ESRS E1, Climate change).
The Board, supported by its Audit & Sustainability Committee, assesses the ESG strategy
to maintain high sustainability standards, ensuring the adoption of robust practices and
reporting frameworks that align with evolving expectations.
Further details on the roles and responsibilities of the Board of Directors and the Audit
& Sustainability Committee, particularly in overseeing material impacts, risks and
opportunities (IROs), can be found in Chapter 3.2, GOV-2.
importance of diversity across all dimensions, including gender, background,
professional experience, competencies and education.
The members of the Audit and Sustainability Committee collectively possess a
strong understanding of business conduct and sustainability, supported by prior
professional experience in overseeing sustainability objectives. They are updated and
informed on relevant legislation, regulations and IROs on an ongoing basis by the
Group Sustainability Director to ensure that they have the necessary insights to do so
effectively. (For more information on the role of the Group Sustainability Director, see
Chapter 3.2.)
Additionally, the Board has access to external experts to ensure comprehensive
insights and informed decision-making on sustainability matters.
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Filip Balcaen
Belgian
Non-executive Director*
Born: 1960
Recticel mandates: Member Board
of Directors and Remuneration &
Nomination Committee
Start of mandate: 2022
End of mandate: 2025
Education: TEW (Economics), Antwerp
Primary functions outside Recticel:
Executive Chairman Baltisse, Director
House of Talents, Chairman Polam,
Chairman Baobab, Director Pentahold
Wim Dejonghe
Belgian
Independent Director*
Born: 1961
Recticel mandates: Chairman Board
of Directors, Chairman Remuneration &
Nomination Committee, Member Audit &
Sustainabilty Committee
Start of mandate: 2024
End of mandate: 2027
Education: Degree in Law, University of
Leuven
Primary functions outside Recticel:
Partner A&O Shearman
Frank Coenen
Belgian
Non-executive Director*
Born: 1959
Recticel mandates: Member Board
of Directors and Remuneration &
Nomination Committee
Start of mandate: 2024
End of mandate: 2027
Education: Master of Science, Chemical
Engineering, University of Ghent;
Postgraduate Management, University
of Leuven
Primary functions outside Recticel:
Partner Syntagma Capital
* In his capacity as permanent representative of
BALTISSE NV
* Director from 28/05/2024 and Chairman
from 04/06/2024, in his capacity as permanent
representative of D.A.S.T BV
* From 28/05/2024, in his capacity as permanent
representative of IRIDI BV
Composition of the Board of Directors on 31/12/2024
Jan Vergote
Belgian
Executive Director*
Born: 1962
Recticel mandates: Member Board of
Directors
Start of mandate: 2024
End of mandate: 2027
Education: Germanic Philology,
University of Ghent; Vlerick Business
School Ghent; General Management
INSEAD
Primary functions outside Recticel:
Director PIA International & PIA Belgium,
Director Baobab
* Director from 28/05/2024 and Managing Director
from 04/06/2024, in his capacity as permanent
representative of CORAL & WALLACE BV
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Luc Missorten
Belgian
Independent Director*
Born: 1955
Recticel mandates: Member Board
of Directors and Remuneration &
Nomination Committee, Chairman Audit
& Sustainability Committee
Start of mandate: 2015
End of mandate: 2027
Education: Degree in Law, University of
Leuven
Primary functions outside Recticel:
Member Board of Directors and
Chairman Audit Committee GIMV,
Managing Director of Lubis
Elisa Vlerick
Belgian
Independent Director*
Born: 1986
Recticel mandates: Member Board
of Directors and Audit & Sustainability
Committee
Start of mandate: 2019
End of mandate: 2025
Education: BA (Hons) History in UK ;
MA Law, University of Leuven ; Master
in BA in Switzerland, MA Corporate Law,
University of Leuven
Primary functions outside Recticel:
Partner 9.5 Ventures VC fund, Director
Vlerick Group
* In his capacity as permanent representative of
LUBIS BV
* In her capacity as permanent representative of
MOROXCO BV
Ingrid Merckx
Belgian
Independent Director*
Born: 1966
Recticel mandates: Member Board
of Directors and Audit & Sustainability
Committee
Start of mandate: 2012
End of mandate: 2025
Education: Master in Civil Engineering,
University of Leuven
Primary functions outside Recticel:
Independent Consultant for Imrada and
Rodina
* In her capacity as permanent representative of
IMRADA BV
Recticel Group - 2024 Annual Report 50
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Highlights
Financial report
Corporate governance
Leading the way
DMA and IRO
3.1.3 Statutory
appointments
As proposed by the Board of Directors and based upon
the recommendations made by the Remuneration &
Nomination Committee, the following was decided
during the Ordinary General Meeting of 28 May 2024.
Appointment of the mandate of D.A.S.T NV,
permanently represented by Mr. Wim Dejonghe, as
Non-executive and Independent Director for a term of
three years ending after the Ordinary General Meeting
of 2027.
Appointment of the mandate of Coral & Wallace
BV, permanently represented by Mr. Jan Vergote, as
Director for a term of three years ending after the
Ordinary General Meeting of 2027.
Appointment of the mandate of IRIDI BV, permanently
represented by Mr. Frank Coenen, as Non-executive
and Independent Director for a term of three years
ending after the Ordinary General Meeting of 2027.
Renewal of the mandate of Lubis BV, permanently
represented by Mr. Luc Missorten, as Non-executive
and Independent Director for a term of three years
ending after the Ordinary General Meeting of 2027.
Acceptance of the resignation of Thijs Johnny BV,
permanently represented by Mr. Johnny Thijs, effective
28 May 2024.
Acceptance of the resignation of Olivier Chapelle
BV, permanently represented by Mr. Olivier Chapelle,
effective 31 August 2023.
Acceptance of the resignation of Carpe Valorem BV,
permanently represented by Mr. Kurt Pierloot, effective
28 May 2024.
On the Ordinary General Meeting on 27 May 2025,
upon advice of the Board of Directors, a number of
new mandates will be proposed for voting. For more
information, please consult our corporate website
(www.recticel.com).
3.1.4 Functioning of the Board of Directors
The Board of Directors convened a total of eight times in 2024. One meeting focused primarily on the 2024 budget,
while two meetings handled the preparation of the annual accounts as of 31 December 2023 and the mid-year
accounts as of 30 June 2024.
Each meeting included a review of the performance of individual divisions, discussions on significant acquisition and/
or divestment matters and review of sustainability matters (which is a recurring item since August 2024).
Other topics, such as human resources, external communications, legal issues, litigations and delegations of
authority, were addressed as required. Dirk Verbruggen, representing Roffoelkin BV, acted as Secretary of the Board of
Directors. The written decision procedure was not applied in 2024.
The table below outlines the individual attendance rates for the Board of Directors meetings in 2024.
The Board of Directors periodically conducts a self-
assessment of its performance, including an evaluation
of its interactions with members of the Management
Committee. The process begins with a questionnaire
that is distributed to and completed by each Director.
The results are then reviewed and discussed in a
subsequent Board meeting for further analysis. The most
recent formal assessment took place in 2021, with the
results and recommendations being presented to the
Board in February 2022 and implemented accordingly.
Individual assessments of the Directors are carried out
by the Remuneration & Nomination Committee.
Name
ATTENDANCE RATE IN 2024
Wim Dejonghe
1
5/5
Jan Vergote
2
5/5
Filip Balcaen
3
8/8
Frank Coenen
4
5/5
Ingrid Merckx
5
7/8
Luc Missorten
6
7/8
Elisa Vlerick
7
8/8
Kurt Pierloot
8
3/3
Johnny Thijs
9
3/3
1
Director from 28/05/2024 and Chairman from 04/06/20/24, in his capacity as
permanent representative of D.A.S.T. BV
2
Director from 28/05/2024 and Managing Director from 04/06/2024, in his capacity as
permanent representative of CORAL & WALLACE BV
3
In his capacity as permanent representative of BALTISSE NV
4
Director from 28/05/2024, in his capacity as permanent representative of IRIDI BV
5
In her capacity as permanent representative of IMRADA BV
6
In his capacity as permanent representative of LUBIS BV
7
In her capacity as permanent representative of MOROXCO BV
8
Until 28/05/2024, in his capacity as permanent respresentative of CARPE VALOREM BV
9
Until 28/05/2024, in his capacity as permanent respresentative of JOHNNY THIJS BV
Recticel Group - 2024 Annual Report 51
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DMA and IRO
3.1.5 Composition of the Executive Management
The Board of Directors has entrusted the day-to-day management
of the Company to its Chief Executive Officer (CEO), Jan Vergote,
representing Coral & Wallace BV. The CEO is supported by the
Management Committee, composed of the following members:
The CEO holds overall responsibility for Recticel’s strategy, financial and
sustainability goals, reporting, target setting and issue management.
Working closely with the Management Committee, the CEO oversees
and coordinates the Company’s ESG roadmap, ensuring efficient
implementation and reporting to meet the targets linked to key
material topics.
The Executive Management has access to dedicated sustainability
expertise and skills through structured internal resources and external
collaborations. This includes specialised teams within the organisation
focused on environmental, social, and governance (ESG) matters, as
well as engagement with external consultants, industry networks, and
sustainability experts. These resources ensure informed decision-
making and alignment with best practices in sustainability.
Name
FUNCTION
Jan Vergote
1
Chief Executive Officer
Betty Bogaert Chief Information and Digitalisation Officer
Stefaan Debusschere
2
Chief Executive Officer Insulation Boards
Rob Nijskens Chief Human Resources Officer
Bart Van den Eede
3
Chief Financial Officer
Stijn Vermeulen
4
Chief Operations Officer
Božo Černila
5
Dirk Verbruggen
6
1
In his capacity as permanent representative of CORAL & WALLACE BV
2
From 01/03/2025, in his capacity as permanent representative of AVENTUS BV
3
From 08/07/2024, in his capacity as permanent representative of PENDRON BV
4
From 25/11/2024, in his capacity as permanent representative of DEVE CONSULTING BV
5
Until 29/11/2024 General Manager Insulated Panels
6
Until 08/07/2024 Chief Financial & Legal Officer, in his capacity as permanent representative of
ROFFOELKIN BV
Recticel Group - 2024 Annual Report 52
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Jan Vergote
Chief Executive Ofcer
Rob Nijskens
Chief Human Resources Ofcer
Betty Bogaert
Chief Information & Digitalisation Ofcer
Composition of the Management Committee (on 31/12/2024)
Bart Van den Eede
Chief Financial Ofcer
Stijn Vermeulen
Chief Operations Ofcer
Recticel Group - 2024 Annual Report 53
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DMA and IRO
3.1.6 Committees set up by the Board of Directors
3.1.6.1 Audit & Sustainability Committee
The Audit & Sustainability Committee oversees the financial and non-financial
reporting process, monitors the effectiveness of the Company’s internal control and
risk management systems, supervises the internal audit, statutory oversight of the
annual and consolidated accounts, and the Sustainability Statement, and ensures the
Auditor’s independence.
Currently, no dedicated controls or procedures are in place specifically for the
management of impacts, risks and opportunities (IROs). However, the Audit &
Sustainability Committee regularly reviews IROs as part of its broader oversight
responsibilities. The Committee monitors the effectiveness of the Company’s internal
control and risk management systems, including sustainability aspects, and advises
the Board on ESG-related topics. In addition, discussions surrounding IROs take
place between the CEO, the Management Committee and the Sustainability Director,
ensuring that these critical issues are addressed and incorporated into the Company’s
ongoing strategies and operations.
The Committee’s responsibilities are outlined in the Corporate Governance Charter
(Corporate Governance | Recticel),
2
which provides a detailed description of its tasks.
The Audit & Sustainability Committee held four meetings in 2024. Two of these sessions
focused primarily on reviewing the audit of the annual accounts as of 31 December
2023, and the interim accounts as of 30 June 2024. In addition, all meetings addressed
important topics such as the Internal Audit program, risk management, compliance,
taxation, IFRS-related accounting issues, and sustainability topics. At least two of
these meetings included direct discussions with the Statutory Auditor and the Head of
Internal Audit.
In 2024, the Audit & Sustainability Committee examined the Double Materiality
Assessment and the IROs, as well as the progress on alignment with the CSRD. These
discussions were held in the presence of the Statutory Auditor and the Recticel Group
Sustainability Director.
Going forward, the sustainability agenda will cover topics including, but not limited
to, upcoming legislation, impacts, risks and opportunities (IROs), progress on CSRD
reporting requirements, advancements towards material targets, and sustainability
initiatives aimed at reducing scopes 1, 2, 3 emissions.
The Audit & Sustainability Committee is composed of four members, all of whom are
Non-executive and Independent Directors. Dirk Verbruggen, representing Roffoelkin BV,
acted as the Secretary of the Audit & Sustainability Committee.
The Committee’s composition complies with the provisions of the Belgian Companies
and Associations Code, as well as the Corporate Governance Code 2020. In line with
Article 7:100 of the Belgian Companies and Associations Code, Recticel confirms that
the Chairman of the Audit & Sustainability Committee, Luc Missorten, possesses the
requisite expertise in accounting and auditing.
The table below outlines the individual attendance rates for the Audit & Sustainability
meetings in 2024.
Name
FUNCTION ATTENDANCE RATE IN 2024
Luc Missorten
1
Chairman 4/4
Wim Dejonghe
2
Member 2/2
Ingrid Merckx
3
Member 4/4
Elisa VLERICK
4
Member 4/4
Johnny Thijs
5
Member 2/2
1
In his capacity as permanent representative of LUBIS BV
2
From 28/5/2024, in his capacity as permanent representative of D.A.S.T. BV
3
In her capacity as permanent representative of IMRADA BV
4
In her capacity as permanent representative of MOROXCO BV
5
Until 28/05/2024, in his capacity as permanent representative of JOHNNY THYS BV
2
Available at https://www.recticel.com/index.php/investors/corporate-governance.html
Recticel Group - 2024 Annual Report 54
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DMA and IRO
3.1.6.2 Remuneration & Nomination Committee
The Remuneration & Nomination Committee advises the Board of
Directors on the remuneration policy and determines individual
compensation for Directors and Management Committee members.
It prepares the remuneration report and presents it at the Ordinary
General Meeting. The Committee also makes recommendations on
the evaluation and reappointment of Directors and oversees the
selection and onboarding of new Directors. Its roles and responsibilities
are detailed in Recticel’s Corporate Governance Charter (Corporate
Governance | Recticel)
3
.
The Remuneration & Nomination Committee met four times throughout
2024. These meetings dealt with the fixed and variable remuneration
of the executive management and with the election and re-election
of Directors. The CEO was present at the discussion about the
remuneration of the other members of the executive management.
The Remuneration & Nomination Committee is composed of four
members, all of whom are Non-executive Directors, with three serving
as Independent Directors. Dirk Verbruggen, representing Roffoelkin BV,
acted as the Secretary of the Remuneration & Nomination Committee.
The Committee’s composition complies with the provisions of the
Belgian Companies and Associations Code, as well as the Corporate
Governance Code 2020. In line with Article 7:100 of the Belgian
Companies and Associations Code, Recticel confirms that the
Remuneration & Nomination Committee has the required expertise in
remuneration policy matters.
The table outlines the individual attendance rates for the Remuneration
& Nomination Committee meetings in 2024.
The Remuneration & Nomination Committee conducts an informal
self-assessment of its functioning during one of its meetings and
reserves the necessary time to discuss and analyse the same. A formal
assessment by an external partner was performed in 2021 and the
results and recommendations were discussed and implemented in
early 2022.
Name
FUNCTION ATTENDANCE RATE IN 2024
Wim Dejonghe
1
Chairman 3/3
Filip Balcaen
2
Member 4/4
Frank Coenen
3
Member 3/3
Luc Missorten
4
Member 4/4
Johnny Thijs
5
Chairman 2/2
Kurt Pierloot
6
Member 1/1
1
From 28/05/2024 in his capacity as permanent representative of D.A.S.T BV
2
In his capacity as permanent representative of BALTISSE NV
3
From 28/05/2024 in his capacity as permanent representative of IRIDI BV
4
In his capacity as permanent representative of LUBIS BV
5
Until 28/05/2024 in his capacity as permanent representative of JOHNNY THIJS BV
6
Until 28/05/2024, in his capacity as permanent representative of CARPE VALOREM BV
3
Available at https://www.recticel.com/index.php/investors/corporate-governance.html
Recticel Group - 2024 Annual Report 55
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DMA and IRO
3.2 GOV-2 Information provided to and
sustainability matters addressed by the
Recticel Group administrative, management
and supervisory bodies
The Board of Directors, supported by the Audit & Sustainability Committee, ensures
that sustainability is integral to the corporate strategy. Since August 2024, sustainability
has been a standing agenda item at every Board meeting. These discussions
encompass progress toward the Science Based Targets initiative (SBTi) goals and
other targets set for the material topics, approval of the Annual Report’s Sustainability
Statement, and a comprehensive review of the Company’s aggregated exposure to
ESG material impacts, risks, opportunities (IROs), and policies.
When overseeing the Company’s strategy, major transactions, and risk management
processes, the Board carefully assesses the broader implications of material impacts,
risks, and opportunities. This includes evaluating potential trade-offs to balance
short-term business priorities with long-term sustainability goals. By considering
these factors, the Board ensures that decision-making aligns with the Company’s
commitment to responsible growth, resilience, and value creation for all stakeholders.
The Chairman of the Audit & Sustainability Committee is responsible for overseeing
the sustainability targets and related impacts, risks, and opportunities, and regularly
updates the Board on progress, including the potential effects of upcoming legislation
such as the Corporate Sustainability Due Diligence Directive (CSDDD). He works closely
with the Chief Executive Officer (CEO).
The Chief Executive Officer is responsible for the Company’s sustainability ambitions,
strategy, reporting, and issue management. The targets for the material topics are
set together with the Management Committee. The CEO reviews the ESG strategy with
the Audit & Sustainability Committee and the Board, ensuring the implementation of
appropriate sustainability standards and reporting frameworks.
Additionally, he oversees progress against the SBTi-approved near-term and long-
term targets as well as the targets for all material topics, and engages monthly
with the Group Sustainability Director to review the coordination of the Company’s
sustainability roadmap and reporting.
The role of the Group Sustainability Director is to advance Recticel’s sustainability
agenda. Its key responsibilities include:
Ensuring compliance with environmental regulations and standards while driving
efforts to reduce the Company’s carbon footprint and optimise sustainable resource
use through targeted sustainability programmes.
Managing sustainability disclosures aligned with current frameworks like CSRD/ESRS,
effectively communicating progress and goals through various channels.
Tracking upcoming legislation, directives and regulations relevant to Recticel’s
business operations, such as the Construction Products Regulations.
Managing the preparation and submission of the Sustainability Statement,
supervising the disclosure of environmental data to CDP, and ensuring accurate and
standards-aligned ESG reporting to EcoVadis, Morningstar Sustainalytics, and S&P
Global (see also Chapter 2.3.5).
Proposing Group-level sustainability goals and KPIs to the Management Committee,
enabling clear measurement of achievements and ongoing improvements.
Providing regular updates and information sessions to the Audit & Sustainability
Committee and the Board of Directors on material impacts, risks and opportunities,
ensuring they have the insights needed to exercise effective oversight of
sustainability objectives.
Recticel Group - 2024 Annual Report 56
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3.3 GOV-3 Integration of sustainability-
related performance in incentive schemes
Our involvement with the Science Based Targets initiative (SBTi) highlights our
commitment to environmental stewardship and corporate responsibility. Among our
near-term science based objectives is the ambitious goal of reducing absolute scope
1+2 GHG emissions by 90% by 2030, from a 2021 base year. Setting an ESG-related
monetary incentive for the management of environmental issues enables us to
achieve this target progressively.
For the performance year 2024, collective objectives for the CEO and Group Function
Heads (Chief Financial Officer, Chief Human Resources Officer, Chief Information &
Digitalisation Officer) are set at the Group level. For Division Managers, objectives are
determined at the division level.
In 2024, 10% of the variable remuneration was linked to sustainability objectives.
Specifically, the ESG-related incentive was tied to achieving a 10% reduction in
greenhouse gas (GHG) emissions compared to 2023, measured by the carbon
intensity of the production process (scope 1+2). To minimise the impact of price
fluctuations, this target was based on sales volume rather than revenue. The payout
scale ranged from 0% for reductions below 5% to a maximum of 125% for achieving a
15% reduction. As detailed in Chapter 5.2.7, the carbon intensity (scope 1+2) based on
sales volume decreased by 25.4% in 2024 compared to 2023.
More information can be found in Chapter 6, Remuneration report.
Recticel Group - 2024 Annual Report 57
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3.4GOV-4Statementonduediligenceinthe
value chain
3.4.1 Our procurement vision
At Recticel, we are committed to fulfilling our ethical, social, and environmental
responsibilities across all levels of our operations and partnerships. Responsible
sourcing plays a key role in our sustainability strategy, guiding us to work with suppliers
who prioritise environmental stewardship and uphold strong social standards.
Our suppliers play a pivotal role in realising our sustainability aspirations. We are
committed to fostering sustainable partnerships, rooted in the belief that the transition
to a low-carbon society and circular economy can only be achieved through
collaborative efforts. By striving to build a resilient and sustainable value chain,
we aim to align with our strategic objectives while generating positive societal and
environmental impacts.
Our collaboration with suppliers focuses on:
Reducing carbon emissions
Sourcing eco-friendly materials
Upholding fair labour practices
When selecting new suppliers or evaluating existing partnerships, we prioritise
discussions about their capabilities in resource efficiency, use of renewable materials,
and their supplier engagement strategies to help realise our Science Based Targets
initiative (SBTi) ambitions. These discussions are designed to align supplier innovations
with our carbon footprint reduction goals, reinforcing a sustainable and responsible
value chain.
We have made significant progress in collecting environmental data from our
suppliers, including the close monitoring of their scopes 1, 2, 3 emissions. Each year,
we request key Tier 1 suppliers to provide product-specific emissions data rather
than relying on industry averages. Since 63% of Recticel’s carbon footprint is linked to
purchased goods and services, collaboration with our suppliers is vital to reducing our
climate impact and achieving our SBTi goals.
Recticel has established a Group Code of Conduct and corresponding policies and
procedures for business conduct based on the United Nations Universal Declaration
of Human Rights and the fundamental conventions of the International Labour
Organization (ILO). No cases have been brought to the attention of the Compliance
Committee, that Recticel is in breach of law in the reporting year in the area of human
rights, corruption, fair competition or taxation. Recticel had no involvement with the
OECD National Contact Point or the Business and Human Rights Resource Centre
during this period.
If an adverse impact is identified on a supplier’s side, Recticel will issue a non-
compliance report and engage with the supplier to develop a detailed action plan and
establish a timeline to ensure compliance.
scope 3.1 purchased goods and services
% primary data GHG emissions
(see Chapter 5.2.7)
59.8%
66.2%
scope 3.1, % primary GHG emissions data
2023 2024
+10.7%
Recticel Group - 2024 Annual Report 58
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3.4.2 Our supply chain human rights due diligence procedure
The Recticel Supplier Sustainability Requirements (RSSR)
serve as the foundation of our business relationships with
suppliers and is thus an integral part of our contracts for the
supplies and services we procure.
The RSSR sets out the requirements for ensuring that working
conditions in the supply chain are safe, that workers are
treated with respect and dignity and that business operations
are environmentally responsible and conducted ethically.
We expect our business partners to uphold the principles
outlined in this RSSR, disseminate them to their own vendors,
subcontractors, and business associates, and implement
reasonable measures to ensure compliance with these
principles among these stakeholders. If signing the RSSR is
not feasible, we request proof that their practices meet the
standards outlined in our Code of Conduct and the RSSR.
The RSSR forms an integral part of Recticel’s General Terms
and Conditions and are available on our corporate website.
Where the contractual relationship with our suppliers is
not governed by Recticel’s General Terms and Conditions,
we require the suppliers to provide us either with a signed
version of the RSSR or with proof that they respect principles
equivalent to those set out in our Code of Conduct and RSSR.
Following the introduction of the new Code of Conduct, the
RSSR will be updated in 2025.
Suppliers will then be expected to adhere to:
The Universal Declaration of Human Rights and its two
complementary pacts (the International Covenant on
Economic, Social, and Cultural Rights and the International
Covenant on Civil and Political Rights).
The ten principles of the United Nations Global Compact.
The Fundamental Conventions of the International Labor
Organisation (ILO), including the ILO Declaration on
Fundamental Principles and Rights at Work.
Our human rights impact procedure is designed to identify,
assess, and address potential issues within the supply chain.
This process includes:
Requiring suppliers to sign the Recticel Supplier
Sustainability Requirements (RSSR) and submit their Code of
Conduct or equivalent policies.
Distributing self-assessment questionnaires to suppliers.
Evaluating the need for corrective actions to mitigate
negative impacts on people within the supply chain.
This process is reviewed annually, and no human rights
issues were identified in 2024.
Looking forward, we are enhancing our due diligence
efforts across the entire value chain, both upstream and
downstream, to strengthen long-term business resilience.
Elevating our sustainability practices will also ensure
compliance with the Corporate Sustainability Due Diligence
Directive (CSDDD) beginning in 2029.
The CSDDD directive prioritises the protection of human
rights and the environment by requiring comprehensive
due diligence reporting to ensure alignment with global
standards.
The CSDDD focuses on several key areas:
Identifying, evaluating, and addressing human rights and
environmental due diligence (HREDD) issues across the
value chain.
Embedding due diligence processes into policies, risk
management frameworks, and operations, with particular
attention to the severity and likelihood of potential risks.
Creating a science based climate transition plan aligned
with the Paris Agreement’s goal of limiting global warming
to 1.5°C.
Recticel Group - 2024 Annual Report 59
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3.4.3 Product stewardship
Product stewardship was identified as a material topic and is linked to Chapter 5.5, Governance | G1
Business conduct. Related IRO information can be found in Chapter 4.3.
Product stewardship is central to our approach in sourcing, handling, and managing raw materials
such as chemicals, non-chemicals, steel, and mineral wool. By prioritising sustainability, safety,
and regulatory compliance, we ensure that the materials we use contribute to a safer workplace,
a healthier environment, and a more circular economy. Our commitment to responsible sourcing,
waste reduction, and recycling highlights our dedication to minimising our environmental impact and
promoting long-term sustainability.
We are dedicated to conducting our business in a manner that prioritises the health and safety of our
employees, contractors, upstream transport operators, downstream building material delivery drivers,
and the general public. This commitment, grounded in our Core Values of respect and integrity,
is reflected by our unwavering focus on safety.
For the Tier 1 materials we purchase – chemicals, non-chemicals, steel, and mineral wool – we take
a comprehensive approach to sourcing, handling, and disposal. This ensures that sustainability and
safety are integral to our operations, achieved through close collaboration among procurement,
logistics, and operational teams.
We also engage with industry groups, conduct thorough desk research, and utilise market intelligence
to gain deeper insights into products, organisations, and supply chain dynamics beyond Tier 1
suppliers, offering a clearer perspective on upstream tiers.
3.4.3.1 Material impacts, risks and opportunities
Recticel’s activities inherently expose it to various environmental risks due to the use of potentially
hazardous materials, such as chemicals, in its development and manufacturing processes. While
pollution cannot be entirely ruled out, the Company mitigates these risks through stringent industrial
policies designed to prevent environmental harm. Detailed crisis management plans outlining
response mechanisms and mitigation strategies have been disseminated across the organisation.
The handling of hazardous materials may potentially pose health risks to employees and visitors,
particularly in cases of non-compliance with Recticel’s safety protocols. Moreover, evolving
environmental regulations may impose significant business challenges, potentially leading to higher
compliance costs or operational adjustments. Failure to adhere to such regulations could result in
legal liabilities or damage to the Company’s operations.
Recticel Group - 2024 Annual Report 60
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Steel
Sustainable sourcing
We work with suppliers that employ energy-efficient
steel production processes, which use recycled steel
and have a lower environmental impact compared to
traditional production methods.
Recycling and circular economy
Steel is highly recyclable, making it a key material in
our circular economy efforts. We ensure that steel
scrap from our operations is recycled, and that
recycled steel is incorporated into new products where
possible.
Durability
Steel’s longevity makes it an environmentally sound
choice, as products made from high-quality steel
typically require fewer replacements, which reduces
the overall demand for raw materials and energy.
End-of-life management
Once a steel product reaches the end of its lifecycle,
it can be recycled without loss of quality. We partner
with certified recyclers to ensure that our steel waste
is responsibly processed and reintroduced into
production cycles.
Non-Chemicals
Sustainable sourcing
We are evaluating the potential of recyclable and
renewable materials (e.g. silica, packaging material,
paper, aluminium, cardboard, etc.) to reduce the strain
on natural resources and promote a circular economy.
Waste reduction
Non-chemical waste can significantly impact landfills.
To address this, we implement strategies to reduce,
reuse, and recycle materials wherever possible, while
also encouraging suppliers to use environmentally
friendly packaging.
Mineral Wool
Sustainable sourcing
We source mineral wool from suppliers that use eco-
friendly processes and include recycled materials to
support a circular production model.
Health and safety
We source mineral wool products that meet safety
certifications such as the EUCEB (European certification
board for mineral wool products).
Waste reduction and recycling
We aim to minimise mineral wool waste by optimising
material use in construction and manufacturing.
Additionally, we support efforts to recycle mineral wool.
Chemicals
Supplier certification
All our chemical suppliers have signed the Recticel
Supplier Sustainability Requirements (RSSR) or
provided equivalent documentation confirming their
compliance with environmental, health and safety
(EHS) standards. They adhere to both local and
international regulations, including REACH (Registration,
Evaluation, Authorisation and Restriction of Chemicals).
Additionally, our suppliers are responsible for ensuring
that their upstream transport operators comply with all
legal requirements for the safe transport and handling
of their goods.
Safe handling and storage
Safety data sheets (SDS), proper labelling, and
employee training are used to guarantee safe
transportation, storage, and handling of chemicals.
This is especially critical to preventing spills, leaks,
or exposure to hazardous materials. In our
manufacturing processes, we enforce strict safety
policies and procedures.
All chemical products used in production are subject
to rigorous approval processes overseen by local HS&E
managers. Additionally, chemicals are stored safely
and undergo regular inspections, with Safety Data
Sheets (SDS) always available for reference. To further
reinforce safety, we perform root cause analyses
of critical operations, implementing corrective and
preventive actions as necessary. Our plants comply
with strict safety regulations, and most sites are
ISO 14001-certified. Emphasis is placed on training
employees and contractors who handle chemicals,
ensuring they are educated on safe handling
practices, the use of personal protective equipment,
and emergency procedures.
End-of-life management
Whilst continuously working on the reduction of
hazardous waste. we only involve certified waste
management services, so they are disposed of
according to environmental regulations, preventing
contamination of natural ecosystems.
Recticel Group - 2024 Annual Report 61
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Remuneration report
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3.4.4 Mapping of due diligence process in the Sustainability
Statement
The key aspects and stages of due diligence correspond to various cross-cutting and specific Disclosure Requirements under the ESRS.
The mapping below illustrates how and where these aspects and steps of the due diligence process are incorporated into this Sustainability Statement.
Due diligence element
DISCLOSURE REQUIREMENT CHAPTER Description PAGE People Environment
a) Embedding due diligence in governance,
strategy and business model
ESRS 2 GOV-2
ESRS 2 GOV-3
ESRS 2 SBM-3
3.2
GOV-2 Information provided to and sustainability matters addressed by the undertaking’s
administrative, management and supervisory bodies
56 X X
3.3 GOV-3 Integration of sustainability-related performance in incentive schemes 57 X X
2 Leading the way in future-smart insulation 17 X X
4.3 Navigating the landscape of impacts, risks and opportunities 80 X X
5 ESG information 92 X X
b) Engaging with affected stakeholders
in all key steps of the due diligence
ESRS 2 GOV-2
ESRS 2 SBM-2
ESRS 2 IRO-1
3.2
GOV-2 Information provided to and sustainability matters addressed by the undertaking’s
administrative, management and supervisory bodies 3.02%
56 X X
2 Leading the way in future-smart insulation 17 X X
2.3 Our business model and strategy 25 X
4.2 Unlocking the power of Double Materiality 74 X X
4.3 Navigating the landscape of impacts, risks and opportunities 80 X X
5 ESG information 92 X X
ESRS 2 MDR-P
Topical ESRS
3 Corporate governance 47 X
5.2.3 E1-2 Policies related to climate change mitigation 104 X
5.3.2 E5-1 Policies related to resource use and circular economy 122 X
5.4.2 S1-1 Policies related to our own workforce 135 X
5.5.2 G1-1 Business conduct policies and corporate culture 148 X X
5.5.4 G1-2 Management of relationships with suppliers and its impacts on our supply chain 152 X X
5.5.5 G1-3 Prevention and detection of corruption and bribery 153 X
5.5.7 G1-5 Political influence and lobbying activities 155 X X
c) Identifying and assessing adverse impacts
ESRS 2 IRO-1
4.2 Unlocking the power of Double Materiality 74 X X
4.3 Navigating the landscape of impacts, risks and opportunities 80 X X
5 ESG information 92 X X
ESRS 2 SBM-3
3 Corporate governance 47 X
2 Leading the way in future-smart insulation 17 X X
4.3 Navigating the landscape of impacts, risks and opportunities 80 X X
5 ESG information 92 X X
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Due diligence element
DISCLOSURE REQUIREMENT CHAPTER Description PAGE People Environment
c) Identifying and assessing adverse impacts Topical ESRS
5.2.2 E1-1 Transition plan for climate change mitigation 103 X
5.2.5 E1-4 Targets related to climate change mitigation and adaptation 107 X X
5.2.7 E1-6 Gross scopes 1, 2, 3 and total GHG emissions 112 X
d) Taking action to address those adverse impact
ESRS 2 MDR-A
Topical ESRS
5.2.4 E1-3 Actions and resources in relation to climate change policies 105 X
5.3.3 E5-2 Actions and resources related to resource use and circular economy 124 X
5.2.2 E1-1 Transition plan for climate change mitigation 103 X
5.4.5 S1-4 Taking action on material impacts on own workforce 139 X
e) Tracking the effectiveness of these efforts and
communicating
ESRS 2 MDR-M
ESRS 2 MDR-T
Topical ESRS
5.2.5 E1-4 Targets related to climate change mitigation 107 X X
5.3.4 E5-3 Targets related to resource use and circular economy 126 X
5.4.6
S1-5 Targets related to managing material negative impacts, advancing positive impacts, and
managing material risks and opportunities
141 X
5.2.6 E1-5 Energy consumption, mix and intensity 109 X
5.2.7 E1-6 Gross scopes 1, 2, 3 and total GHG emissions 112 X
5.2.8 Avoided emissions 118 X
5.3.5 E5-4 Resource inflows 127 X
5.3.6 E5-5 Resource outflows 129 X
5.4.7 S1-6 Characteristics of the undertaking’s employees 142 X
5.4.12 S1-13 Training and skills development metrics 144 X
5.4.13 S1-14 Health and safety metrics 145 X
5.4.14 S1-15 Work-life balance 146 X
5.4.15 S1-17 Incidents, complaints and severe human rights impacts 146 X
5.5.2 G1-1 Business conduct policies and corporate culture 148 X
5.5.6 G1-4 Incidents of corruption or bribery 155 X
5.5.8 G1-6 Payment practices 156 X
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3.5 GOV-5 | Risk management and internal
controls over sustainability reporting
3.5.1 Risk management and governance
The competitive environment in which Recticel operates requires us to accept
risks, such as investment risks, whereas business results are delivered when seizing
opportunities. Risks that affect Recticel’s ability to achieve business objectives are
typically identified at various points in the business cycle. For certain risks, such as
those relating to health & safety and business conduct, Recticel demonstrates zero
tolerance.
To address risks and uncertainties effectively, we utilise a structured risk management
framework that enables proactive identification and management of both risks and
opportunities.
The Recticel risk assessment incorporates a group-wide top-down and bottom-up risk
evaluation to determine the likelihood of occurrence and potential impact of risks on
Recticel at inherent and residual level, leading to a risk register. Recticel assesses risks,
including climate-related risks, along five dimensions – financial, reputational, legal/
regulatory, capacity to meet stakeholder expectations and ability to meet strategic
goals – and evaluates them with regard to their potential impact and likelihood.
Climate-related risks are split into transition risks and physical risks.
Financial risk management
For a summary of the financial risks, see Chapter 7.2.5.18 of the Financial Statement.
Sustainability risk management
Transition risks
These are risks connected to the ongoing shift towards a more sustainable, net zero
emissions economy and the accomplishment of the Sustainable Development Goals.
This shift is closely related to stronger regulations, technical progress and changes in
consumer preferences and stakeholder expectations. All these factors may challenge
or disrupt existing business models, value chains, operations, overall compliance and
our profitability.
Physical risks
These are risks arising from the direct physical impacts of climate change, such
as extreme weather events. They can be acute (short-term, extreme events like
hurricanes, floods, wildfires and heatwaves) or chronic (long-term impacts like rising
sea levels, changing rainfall patterns, and increasing global temperatures).
During 2025, Recticel will conduct a more in-depth climate risk scenario analysis
evaluating physical risks, such as extreme weather events that may disrupt production
and supply chains.
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For more insights into our IRO identification and assessment, refer to
Chapter 4.3.
Recticel’s Board of Directors, supported by the Audit & Sustainability
Committee, holds ultimate responsibility for overseeing adequate
risk management. This includes identifying and assessing risks,
implementing effective control measures, and maintaining visibility
over Recticel’s overall risk exposure while balancing it against the
Company’s risk appetite. The Internal Audit department provides
independent and objective assurance to enhance operations through
the continuous evaluation of risk management, control and governance
processes.
Transition risks
Physical risks
Policies & regulations
Liability
Technology & processes
Customers
Business partners
Trends & preferences
Extreme weather
Climate change
Pollution
Energy supply
Flooding/wildfires
Inequalities
Scarcity of primary
resources
Potential impacts
Product/operation disruption (e.g. power,
transportation, water, availability)
Supply chain disruptions
Physical damage to assets (and rising insurance costs)
Scarcity of resources (e.g. water, energy, food)
Changes in demand for products/services
Fines and legal actions
Health & safety
Limited access to capital & funding
Social & investor activism
Relevant risk areas
Strategic risk
Reputational risk
Risk of not meeting
market expectations
Financial risk
Legal/regulatory risk
Our risk management strategy aims to minimise exposure to potential
risks while allowing for strategic trade-offs in pursuit of the Company’s
long-term and short-term goals.
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3.5.2 Internal controls over sustainable reporting
A critical challenge for the Board of Directors and Executive Management is to define the level of uncertainty they are prepared to accept while striving for value creation. Optimal
value is achieved when growth and returns are effectively balanced with associated risks.
Recticel’s internal control and risk management framework is founded on the COSO model (Committee of Sponsoring Organizations of the Treadway Commission) and complies
with the Belgian Corporate Governance Code 2020. This framework is tailored to suit Recticel’s specific size and operational needs.
Currently, there is no specific internal control mechanism solely focused on managing ESG impacts, risks and opportunities. However, these factors are actively monitored and
managed through broader operational and strategic frameworks, ensuring they are effectively integrated into our overall decision-making processes.
The Group Code of Conduct, which applies to all Recticel directors, managers and employees, underpins this framework. Available on our corporate website, this Code of Conduct
covers critical areas including ethics, safety, health, environmental responsibility, quality, conflicts of interest and anti-trust compliance.
Financial reporting and controls are governed by the Company’s Accounting Manual, Accounting Methodology and Cost Accounting Methodology, which clearly define decision-
making authority and responsibilities. We are automating our reporting of ESG datapoints in a platform directly connected with our financial reporting and governed by the
Company’s financial team. Safeguards are implemented wherever required to protect data security and confidentiality of financial and non-financial information.
In the event of breaches of internal policies or external regulations, Recticel has established and updated its Whistleblowing Policy. This policy offers a clear mechanism for
reporting any behaviour that may violate the Code of Conduct, corporate policies or legal requirements. This policy is also available on the corporate website.
Recticel Group - 2024 Annual Report 66
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3.6 Applicable reference code and rules
3.6.1 Applicable reference code
3.6.2 Transactions and other
contractual ties between the
Company and members of the
Board of Directors or members of
the Management Committee
Recticel provides its Corporate Governance Charter on its corporate website
4
, in
compliance with the Belgian Corporate Governance Code 2020, which can be
downloaded from Corporate Governance Committee.
5
The Charter outlines the
governance structure and the Company’s governance policy, including the roles and
responsibilities of the Board of Directors.
Recticel affirms its decision to adopt a monistic (one-tier) governance structure as
defined by the Belgian Companies and Associations Code. Under this structure, the
Board of Directors is empowered to take all actions deemed necessary or beneficial
to fulfil the Company’s objectives, except for those that are legally reserved for the
General Meeting. This authority has not been further restricted in the Company’s
articles of association.
Chapter VII.1 of the Recticel Corporate Governance Charter describes the Company’s
policy on related party transactions that are not governed by the legal conflict of interest
scheme. During 2024, one conflict of interest arose between a Director and the Company
as referred to in Article 7:96 of the Belgian Companies and Associations’ Code. The
procedure of Article 7:97 was not applied in 2024. Reference is made here to the statutory
annual report, which contains an extract of the minutes of the concerned board meeting
in this regard.
3.6.3 Insider trading and market
manipulation
The Company policy regarding the prevention of insider trading and market
manipulation is further explained in Chapter VII.2 of the Recticel Corporate Governance
Charter and in the Dealing Code. These measures include the implementation of
restrictions on the execution of transactions (‘closed periods’) applicable since 2006.
Bart Van den Eede, Chief Financial Officer and representing Pendron BV, was appointed
Chairman of the Compliance Committee and is responsible for monitoring the
observance of these regulations.
4
https://www.recticel.com/index.php/investors/corporate-governance.html
5
https://corporategovernancecommittee.be/en/
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3.6.4 Relationships with the reference shareholders
Below is an overview of the shareholders who, in accordance with legal requirements, have submitted a notification to the Company and the FSMA.
Name
DATE OF NOTIFICATION NUMBER OF SHARES
PERCENTAGE OF SHARES AT THE
MOMENT OF NOTIFICATION
1
PERCENTAGE OF SHARES AT
BALANCE SHEET DATE
PERCENTAGE OF VOTING RIGHTS
ATTACHED TO SHARES AT
BALANCE SHEET DATE
2
Own shares 13/05/2015 326,800 0.61% 0.58% 0.00%
Spring Holdco BV 12/05/2022 15,262,301 27.20% 26.96% 27.12%
Spring Holdco BV 600,748
3
1.06% 1.07%
Spring Holdco BV 540,083
4
0.95% 0.96%
Total Spring Holdco BV 16,403,132 28.98% 29.15%
Janus Henderson Group Plc 22/05/2023 1,698,929 3.02% 3.00% 3.02%
Janus Henderson Group Plc 23/01/2024 1,126,271 2.00% 1.99% 2.00%
Total Janus Henderson
Group Plc
2,825,200 4.99% 5.02%
Degroof Petercam Asset
Management
02/05/2024 1,699,862 3.02% 3.00% 3.02%
Public Not applicable 35,350,926 62.45% 62.81%
Total (excluding own shares) 56,279,120 100.00%
Total (including own shares) 56,605,920 100.00%
1
The percentage of shares is calculated based upon the number of existing shares at the moment of the notification.
2
The percentage of voting rights is calculated based upon the 56,105,920 existing shares per 12/05/2022 based upon the information the Company has received
from its shareholders per 12/05/2022, which can be different from the actual situation. The calculation has been adjusted to take into account the suspension of the
voting rights of the 326,800 own shares held by the Company as foreseen by the law.
3
Number of shares acquired by Spring Holdco BV on 19/10/2022, 12/12/2022 and 16/12/2022.
4
Number of shares acquired by Spring Holdco BV in September and November 2024.
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The Company has not entered into a relationship
agreement with its primary shareholder, Baltisse NV, in
line with principle 8.7 of the Corporate Governance Code
2020, as the main shareholder’s interests are adequately
represented through its participation on the Board of
Directors.
Details regarding the Company’s capital structure,
including the number of shares and warrants/
subscription rights, are available on the Recticel
corporate website (Share information | Recticel).
6
Amendments to Recticel’s Articles of Association require
compliance with the special majorities mandated by law
and article 37 of the Articles of Association.
The Board of Directors submits its proposals regarding
the appointment or re-election of directors to the
general meeting of the shareholders. The Remuneration
and Nomination Committee recommends one or
several candidates to the Board, taking into account the
needs of the Company and following the appointment
procedure and the selection criteria drawn up by the
Board for that purpose. The composition of the Board
is determined based on the necessary diversity and
complementary skills, experience and knowledge.
The general meeting of the shareholders appoints the
directors of their choice with a simple majority of the
votes cast. Directors can likewise be dismissed “ad
nutum” by the general meeting with a majority of the
votes cast, before the normal expiry of their term of
office.
If a position of director becomes vacant as a result
of resignation, incapacity or death, the Board may
provisionally fill the vacancy, upon recommendation
from the Remuneration and Nomination Committee.
There are no legal or statutory limitations on transfer of
securities. There are no securities with special control
rights. There are no legal or statutory restrictions on the
exercise of voting rights, for as far as the shareholder is
legally represented at the Ordinary General Meeting, and
his/her voting rights have not been suspended for any
reason.
There are no agreements between the Company
and its directors or employees that would provide for
compensations after a public takeover bid, the directors
resigning or departing without any valid reason, or the
employment of the employees being terminated.
The following agreement, whereby the Company is
party, contain the clauses that take effect, undergo
changes or end, in the event of a change of control over
Recticel NV:
The Recticel Stock Option Plans of April 2014, June 2015,
April 2016, June 2017, April 2018, June 2019, March 2021,
May 2022, June 2023 and June 2024 (warrant plans
April 2014, June 2015, April 2016, June 2017, April 2018,
June 2019, March 2021, May 2022, June 2023 and June
2024) issued by the Board of Directors Administration
contain a clause 6.2./5.2 which gives the beneficiaries
the right to exercise their warrants, if applicable under
the conditions determined by the Board of Directors,
immediately in the event of a change of control (that is,
in the event of a transfer, in one or more transactions, of
more than fifty percent (50%) of the voting rights) or in
the case of the launch of a public share purchase offer.
These clauses were specifically approved by the Recticel
General Shareholders Meeting or will be submitted for
approval at the General Meeting on 27 May 2025.
In line with article 7:151 of the Belgian Companies and
Associations Code, such a clause requires the approval
of the General Shareholder meeting.
The Board of Directors is not aware of shareholder
agreements that give rise to restrictions on the transfer
of securities and/or the exercise of voting rights.
By decision of the extraordinary general meeting of the
shareholders of 25 May 2021, an authorised capital was
created equal to 5% of the issued capital with a validity
of five years, allowing the Board of Directors to issue a
maximum of 2,791,971 new Recticel shares to be used
only in the framework of the subscription rights plans
for the leading executives and personnel of Recticel. The
Board has used this authorisation twice in the framework
of the Recticel stock option plan: 475,000 subscription
rights were issued in 2021; 320,000 subscription rights
were issued in 2022; 350,000 subscription rights were
issued in 2023; and 492,500 subscription rights were
issued in 2024. The renewal of this authorisation will be
put to the vote of the shareholders at the Extraordinary
General Meeting of 27 May 2025.
The Board of Directors is authorised to acquire own
shares of the Company as long as the fractional value of
the Company’s shares held in portfolio does not exceed
20% of its issued capital, at a unit price that may not
be less than 20% below the average of the last twenty
closing prices on Euronext Brussels prior to the date of
acquisition, and not higher than the same average plus
20%. This purchase and sale authorisation is valid until 9
July 2025. The renewal of this authorisation will be put to
the vote of the shareholders at the Extraordinary General
Meeting of 27 May 2025.
6
https://www.recticel.com/investors/share-information.html
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3.7 External audit 3.8 Shareholder’s diary
The external audit of Recticel NV company and consolidated annual accounts has
been entrusted by the Annual General Meeting of 2021, renewed by the Annual
General Meeting of 28 May 2024, to the limited liability cooperative company PWC
Bedrijfsrevisoren, with registered office at Culliganlaan 5, B-1831 Diegem, Belgium,
represented by Wouter Coppens BV, itself represented by Wouter Coppens,
bedrijfsrevisor, in order to exercise control over the financial years ended 31 December
2024, 2025 and 2026.
The Auditor conducts its audits in accordance with the International Standards on
Auditing (ISA) and delivers a report, which confirms whether the Company’s annual
accounts and the consolidated financial statements of the Company reflect a true
and fair view of the assets, financial condition and results of the company. The Audit &
Sustainability Committee investigates and discusses these semi-annual reports in the
presence of the Auditor, and afterwards also with the Board of Directors.
In addition to its review of the Financial Statement, the Auditor evaluates whether the
structure, data and presentation of the Sustainability Statement are in accordance
with the ESRS standards, the framework of the CSRD and the requirements of EU
Taxonomy reporting.
The remuneration of PWC (in its capacity as Auditor) for the audit of the Recticel NV
annual and consolidated annual accounts intended in article 3:65 of the Belgian
Companies and Associations Code amounted to EUR 634.5K for 2024 including CSRD
reporting.
The global amount of the remuneration for additional services of the Statutory Auditor
and parties related to the Statutory Auditor amounts to EUR 183.3K at the level of the
Company.
The annual fees of the Statutory Auditor amount to EUR 394.6K including CSRD
reporting and excluding IBR contribution, travel and accommodation expenses abroad
and VAT.
The Auditor’s reports can be found in Chapter 8.1.
First quarter trading update 2025 29.04.2025 (07:00 AM CET)
Annual General Meeting 27.05.2025 (10:00 AM CET)
First half year results 2025 29.08.2025 (07:00 AM CET)
Third quarter trading update 2025 30.10.2025 (07:00 AM CET)
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ESRS 2, IRO-1
ESRS 2, IRO-2
General insights,
DMA and IRO
4
PART 2 | SUSTAINABILITY STATEMENT
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4.1 General information
Basis of preparation
For the reporting year ended 31 December 2024, Recticel
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”). This includes:
Compliance of the process carried out by the
Company to identify the information reported in the
Sustainability Statement (the “Process”) in accordance
with the description set out in note ESRS 2 IRO-1; and
Compliance of the disclosures in Chapter 8.2 of the
Sustainability Statement with Article 8 of EU Regulation
2020/852 (the “Taxonomy Regulation”).
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
Chapter 8.1.
The Sustainability and Financial Reports, as well as the
Remuneration Report, were authorised for issue by the
Board of Directors on 29 April 2025.
Consolidated basis and scope
The Sustainability Statement was prepared on a
consolidated basis and covers the same reporting
scope as the financial statement. All statements on
strategies, policies, actions, metrics and targets refer
to the consolidated group and, where not shown
separately, also to the Company.
The report covers the consolidated group’s entire value
chain in all geographies where it operates. Where
material, we provide information on upstream and
downstream activities in accordance with ESRS 1.
Please also note that certain information under ESRS 2
(e.g. Disclosure Requirement SBM-1 – Strategy, business
model and value chain) can be found in section 2.3.
Consolidation of all quantitative ESG data is in
accordance with the same principles applied in the
consolidated financial statements, covering the parent
company Recticel NV/SA and its subsidiaries where it
has operational control.
All subsidiary undertakings of the Recticel Group are
included in the consolidation and are exempted from
individual or consolidated sustainability reporting.
Due to the acquisition of Rex Panels & Profiles on 8
January 2024 with 3 operations in Belgium, we restated
our SBTi base year (2021) and prior year 2023 data
in Chapter 5.2.6 (E1-5 Energy consumption, mix and
intensity) and in Chapter 5.2.7 (E1-6 Gross scopes 1, 2, 3
and total GHG emissions).
For information relating to ESRS 2 DR15 (Disclose that the
entity includes in its Sustainability Statement information
stemming from other legislation which requires the
entity to disclose sustainability information or from
generally accepted sustainability reporting standards
and frameworks), refer to Chapter 8.3.
The use of phase-in provisions
In this Sustainability Statement Recticel uses the option
to omit the following in accordance with Appendix C of
ESRS 1:
E1-9 Anticipated financial effects from material
physical and transition risks and potential climate-
related opportunities
E5-6 Anticipated financial effects from resource use
and circular economy-related impacts, risks and
opportunities
S1-7 Characteristics of non-employee workers in the
undertaking’s own workforce
S1-13 Training and skills development metrics
S1-14 Health and safety (non-employees)
S1-15 Work-life balance
References to other parts of the Annual
Report
Where information has been published in other
parts of the Annual Report, Recticel has made use of
the incorporation by reference concept, and cross
references have been inserted where relevant. (See
Chapter 8.2 for a consolidated overview of cross
references)
Estimations, uncertainties and exclusions
The Sustainability Statement covers Recticel’s own
operations as well as its upstream and downstream
value chain. In case estimations have been used or in
case there are outcome uncertainties related to the
metrics disclosed in the statement, this is disclosed
along with the respective metrics within each topical
chapter.
The data and assumptions used in preparing the
Sustainability Statement are consistent to the extent
possible with the corresponding financial data and
assumptions used in the undertaking’s financial
statements. For scope 3 GHG emissions, while we made
very good progress in obtaining more precise supplier-
specific data and emission factors in 2024 and continue
to enhance our efforts, achieving full coverage across all
scope 3 categories remains challenging. In such cases,
we rely on broader activity data or sector-average
emission factors and proxies, extrapolating where
necessary to address data gaps. The assumptions and
sources used are detailed in Chapter 5.2.7.2.
Estimations, uncertainties and exclusions are outlined in
Chapters 5.2.7.1 and 5.2.7.2.
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Presenting comparative information
Where metrics have been reported previously,
comparative information is presented. The comparative
information in the Sustainability Statement and thereto
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, Recticel makes use of the
transitional provisions for the first year in accordance
with ESRS 1.
Material errors in prior period
Recticel identified material errors in the sustainability
information reported in the Annual Report for the year
ended 31 December 2023 and corrections were made
to the proportion of turnover, CapEx and OpEx from
products or services associated with Taxonomy-aligned
economic activities (Chapter 5.1.1, EU Taxonomy).
Forward-looking information
This report includes forward-looking statements in
accordance with the European Sustainability Reporting
Standards (ESRS). These statements represent
management’s current views, expectations and
assumptions about future developments, corporate
strategies, sustainability initiatives and potential
business impacts.
Such forward-looking information may cover climate
goals, emission reduction targets, renewable energy
integration, circular economy efforts and other ESG
commitments. However, these projections are subject to
uncertainty, as actual results may vary due to evolving
regulations, market dynamics, technological progress
and other external influences beyond the Company’s
control.
Although our assumptions are based on the best
available data, we cannot guarantee that projected
events or outcomes will materialise as anticipated.
Recticel assumes no obligation to update or revise
these forward-looking statements unless required by
applicable laws or regulations.
ESRS 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)
ESRS E3-1 Water and marine resources (paragraph 9)
ESRS E3-1 Dedicated policy (paragraph 13)
ESRS E3-1 Sustainable oceans and seas (paragraph 14)
ESRS E3-4 Total water recycled and reused (paragraph 28(c))
ESRS E3-4 Total water consumption (m³) per net revenue on own operations (paragraph 29)
ESRS IRO 1 – E4 paragraph 16(a)i, 16(b), 16(c)
ESRS E4-2 Sustainable land/agriculture practices or policies (paragraph 24(b))
ESRS E4-2 Sustainable oceans/seas practices or policies (paragraph 24(c))
ESRS E4-2 Policies to address deforestation (paragraph 24(d))
ESRS S2-1 Human rights policy commitments (paragraph 17)
ESRS S2-1 Policies related to value chain workers (paragraph 18)
ESRS S2-1 Non-respect of UNGPs on Business and Human Rights principles and OECS guidelines (paragraph 19)
ESRS S2-1 Due diligence policies on issues addressed by the fundamental International Labour Organisation Conventions 1 to 8
(paragraph 19)
ESRS S2-4 Human rights issues and incidents connected to its upstream and downstream value chain (paragraph 36)
ESRS S3-1 Non-respect of UNGPs on Business and Human Rights, ILO principles and/or OECD guidelines (paragraph 17)
ESRS S3-4 Human rights issues and incidents (paragraph 36)
ESRS S4-1 Policies related to consumers and end-users (paragraph 16)
ESRS S4-1 Non-respect of UNGPs on Business and Human Rights, ILO principles and/or OECD guidelines (paragraph 17)
ESRS S4-4 Human rights issues and incidents (paragraph 35)
Validation of metrics
Unless otherwise mentioned, the metrics reported in the Sustainability Statement of the 2024 Annual Report have not
been validated by an external body other than the limited assurance provider (see Annex 8.1 for their audit report).
Excluded items
In accordance with ESRS 2, Appendix B, the following non-material data points in cross-cutting topical standards,
originating from other EU legislation, are excluded from reporting:
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4.2 Unlocking the power of double materiality
4.2.1 Understanding double materiality
At the core of the European Sustainability Reporting Standards (ESRS) standards is the
identification of material topics. This process ensures that our efforts are concentrated
on addressing the most significant economic, environmental and social impacts of
our operations. Recticel conducted a full Double Materiality Assessment (DMA) for the
first time during 2024, ensuring that its sustainability efforts are both transparent and
strategically aligned with its long-term goals.
Double Materiality
Organisation Planet & Society
Inside-out
Outside-in
impact: high or very high
financial risk/opportunity: moderate
or lower
impact: high or very high
financial risk/opportunity: high or very high
impact: moderate or lower
financial risk/opportunity: moderate
or lower
impact: moderate or lower
financial risk/opportunity: high or very high
IMPACT ON PEOPLE/ENVIRONMENT
LOW
HIGH
LOW FINANCIAL IMPACT ON OPERATIONS (FINANCIAL) PERFORMANCE HIGH
The Double Materiality Assessment encompasses two dimensions:
Impact materiality (the inside-out perspective), which evaluates how Recticel’s
activities and those within its value chain affect the environment and/or people.
Financial materiality (the outside-in perspective), which examines how
sustainability issues influence the Company’s financial health, reputation and
performance, as well as Recticel’s downstream and upstream activities, considering
all our activities and geographies.
If the outcome of either of these two dimensions is significant, it will fall within the
yellow area of the figure below. In such cases, the CSRD mandates the organisation to
report on the sustainability issue and include its policies, actions, targets and KPIs in
the Sustainability Statement.
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DMA outcome
Is sustainability
matter material?
Has any of
these been
dened?
Disclosure
requirement
material?
Is the
data point
mandatory?
No disclosure
No disclosure
Partial disclosure
Optional
disclosure
Policies Metrics
Action &
resources
Full disclosure Full disclosure
Targets
(on disclosure requirement
and/or datapoint)
You must disclose that no policies, actions
nor targets have been set yet and specify a
timeframe for implementing these measures.
Example
Material topic: Climate change mitigation
Policy: Race to Net Zero emissions
Actions: SBTi + detailed roadmap
Targets: set on scopes 1, 2, 3
Metric: GHG emissions
No
Yes
Yes Yes
No
No
No
Our DMA process covered the entire Recticel Group, the whole value chain and all
geographies. In the upstream value chain assessment, we focused on Tier 1 direct
suppliers and key raw material suppliers. In the downstream value chain assessment,
we considered the relevant stakeholders for each division.
Recticel recognises that its operations and business relationships are influenced by
a variety of factors, including specific activities, geographical regions and sector
dynamics, which may elevate the risk of adverse impacts.
In particular, we monitor activities in extended risk areas such as regions with political
instability, supply chains involving raw materials with high environmental or social risks,
and partnerships with entities that may not align with Recticel’s sustainability values.
Recticel aims to mitigate potential adverse impacts through risk management
strategies and by ensuring that business practices align with our commitment to
responsible corporate behaviour.
The DMA ultimately determines which sustainability topics will be reported in the Sustainability Statement and how they will be presented.
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4.2.2 Our DMA process
The process for identifying the IROs material to the Recticel Group, its activities, value chain and business relationships is structured in five key steps. This approach incorporates
internal assessments, stakeholder feedback and ongoing monitoring to support continuous improvement.
Establish
sustainability
governance
structure
Internal capacity
building
Sustainability task force
Actions Actions Actions Actions Actions
Define context and
relevant ESG risks
and opportunities
Long list of sustainability
topics
Evaluation of relevance
and criticality with
internal stakeholders
Selection of short list
Perform
stakeholder
assessment
Identify relevant
stakeholders
Assess importance of
topics to stakeholders
Determine impact
and financial
materiality
Evaluation of actual and
potential impacts (scale,
scope, irremediability
and likelihood)
Evaluation of financial
materiality (size and
likelihood)
Define material
sustainability
topics
Define the threshold
Identify material
sustainability topics
1 2 3 4 5
OUTCOMEOUTCOMEOUTCOMEOUTCOME OUTCOME
Sustainability
governance framework
Short list of relevant ESG
topics
Importance of ESG
topics to stakeholders
Impact on planet and
society
Financial impact of
ESG topics
Material topics on which
to report and build
sustainability strategy
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Between July and October 2023, we held ESG and Enterprise Risk Management (ERM) workshops to identify and prioritise sustainability topics. The materiality of each topic was
evaluated based on its relevance, associated risks and opportunities, criticality and the urgency for action.
CLIMATE CHANGE (ESRS E1) POLLUTION (ESRS E2)
RESOURCE USE AND CIRCULAR
ECONOMY (ESRS E5)
OWN WORKFORCE (ESRS S1)
WORKERS IN THE VALUE CHAIN
(ESRS S2)
BUSINESS CONDUCT (ESRS G1) ENTITY SPECIFIC MATTERS
Climate change mitigation
Energy efficiency and
renewable energy
Use of chemicals and
substances of concern
Product design and
circularity
Renewable resources
Sustainable packaging
Use of recycled materials
and EOL value
Resource efficiency and
waste reduction
Working conditions and
labour rights
Occupational health &
safety
Workers with disabilities
Diversity, equality, and
inclusion
Training and development
Working conditions, health
and safety in the supply
chain
Governance and
transparency (corporate
culture)
Ethics and integrity
(business conduct)
Management of
relationships with suppliers
Corruption and bribery
Product performance
Product stewardship
Product and process
innovation
Job satisfaction
& well-being
STAKEHOLDER DOUBLE MATERIALITY ASSESSMENT
Shareholders, investors,
analysts
Analyst meetings
Roadshows (financial, ESG)
Contacts with reference
shareholders
Customers
Desk research
Survey / Interview
Employees
ERM + ESG Workshops
European Works Council (EWC)
Impact and financial materiality
scoring
Suppliers
Survey / Interview
In 2024, we consulted internal and external stakeholders
to evaluate the impact and financial materiality of key
sustainability topics. To ensure all affected stakeholders
were considered, we conducted a comprehensive
analysis of stakeholder groups across our divisions’
value chains, using diverse engagement methods, as
outlined below.
Internally, we engaged subject-matter experts with
deep knowledge and insight into each ESRS standard
and organised DMA workshops with them. These experts
comprised a diverse group of employees involved in
sustainability impacts and risks at both the corporate
and divisions levels.
For customer and supplier selection, we ensured
representation from each subsidiary based on the value
chains outlined in Chapter 2.3 and engaged with their
sustainability experts.
As part of this initiative, 28 representatives from selected
customers and suppliers participated in an online
survey. They assessed:
The relevance of the identified sustainability topics to
their organisation or value chain.
The Recticel Group’s impact on these topics through its
activities, value chain or business relationships.
To support informed decision-making on material
risks and opportunities, detailed definitions of impacts,
risks and opportunities (IRO) were provided for each
sustainability issue. The list of IROs was composed by
gathering information from the following sources:
Sustainability / ESG reports from peers
Sustainability information published on the websites of
similar businesses
Sector-specific topics (a.o. SASB, EcoVadis)
Other sources (a.o. WEF Global Risk Report, web-based
research)
The Recticel risk assessment, conducted alongside the
ESG assessment mentioned above
To enhance the credibility of the materiality assessment,
additional desk research was conducted. This research
informed the scoring of various dimensions, establishing
thresholds for impact materiality and ensuring a robust
and objective evaluation process.
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4.2.3 Defining impact and financial materiality
4.2.3.1 Impact materiality 4.2.3.2 Financial materiality
Following the external consultation, 25 internal subject matter experts from diverse
functions and divisions across the Recticel Group were tasked with evaluating
the Group’s environmental and societal impacts. These experts were selected for
their profound knowledge of sustainability initiatives, their expertise in assessing
environmental and social dimensions, and their strategic insight into the Group’s
business activities, processes and overall alignment with long-term goals.
Participants were asked to assess sustainability impacts using the following criteria:
Positive & Negative: Do they perceive the impact of our activities, value chain or
business relationships on people or the environment as positive or negative?
Scale: How significant is the harm caused by a negative impact? Conversely, how
substantial could the benefits of a positive impact be?
Scope: What is the geographical extent of the impact, and how many individuals
might be affected?
Likelihood: Is the impact already occurring (actual), or is it a potential future event?
How likely is it to happen?
Irremediability (for negative impacts only): Can the negative impact be mitigated? Is
it possible to restore the environment or individuals to their original state?
When assigning their scores, they prioritised the most severe impacts, focusing
primarily on negative ones. Impact materiality was calculated by averaging the values
for scale, scope and irremediability, and then multiplying the result by the likelihood
score.
Members of the Recticel Finance teams (Group and subsidiaries) and the
Management Committee evaluated the risks and opportunities facing the Recticel
Group. Drawing on their deep understanding of the Company’s financial performance,
they assessed both the severity and likelihood of each risk and opportunity.
The goal was to identify the most significant factors affecting the Group. Participants
scored sustainability risks and opportunities based on the following criteria:
Risk & Opportunity: Is the topic perceived primarily as a risk or an opportunity?
Time horizon: When is the impact expected to occur?
Severity: How significant is the potential financial impact, or how does it affect our
operations, reputation or market position? This assessment considered the inherent
risk/opportunity without accounting for mitigating measures.
Likelihood: How probable is the risk or opportunity, factoring in existing mitigating
measures?
Impact Materiality
Risks
actual actualpotential potential
scale x scope x irremediability
x likelihood
Opportunities
scale x scope
x likelihood
Financial Materiality
Risks
time horizon
time horizon
severity
x likelihood
Opportunities
severity
x likelihood
(short-medium-long) (short-medium-long)
The financial materiality was calculated by multiplying the severity by the likelihood.
For the severity assessment, we considered key metrics such as EBITDA, direct
operational costs, market share and revenue, with specific thresholds defined for each.
The likelihood was evaluated on a scale of low, medium and high.
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4.2.4 Final outcome material ESG topics
Feedback from both external stakeholder engagement and internal evaluations of
impact and financial materiality was consolidated and analysed to identify the most
significant sustainability subtopics.
Energy efficiency and renewable energy (E1)
Renewable resources (E5)
Resource efficiency (E5)
Job satisfaction and well-being (S1)
Training and development (S1)
Occupational health & safety (S1)
Ethics and integrity (business conduct)(G1)
LOW
HIGH
LOW
FINANCIAL IMPACT ON OPERATIONS AND (FINANCIAL) PERFORMANCE
HIGH
Impact high or very high,
financial risk/opportunity moderate or lower
Impact moderate or lower,
financial risk/opportunity moderate or lower
Impact moderate or lower,
financial risk/opportunity high or very high
Impact high or very high,
financial risk/opportunity high or very high
Use of chemicals and substances of concern (E2)
Sustainable packaging (E5)
Diversity, equality and inclusion (S1)
Persons with disabilities (S1)
Working conditions and labour rights (S1)
Compensation metrics (S1)
Working conditions, health and safety in the
supply chain
Product design and circularity (E5)
Governance and transparency (G1)
Corruption and bribery (G1)
Climate change mitigation (E1),
including product performance
Use of recycled materials and EOL value (E5),
including process and product innovation
Management of relationships with suppliers
(G1), including product stewardship
IMPACT ON PEOPLE/ENVIRONMENT
Of the twenty sustainability subtopics initially deemed relevant (see Chapter 4.2.2),
thirteen were identified as material (yellow area). Among these, three subtopics stood
out as especially significant, demonstrating both high impact materiality and high
financial materiality, highlighting their crucial importance to Recticel’s strategy and
goals.
ESRS E1-1: Climate change mitigation poses both transitional and physical risks to
our operations. Shifting regulations, evolving market conditions and extreme weather
events can disrupt business continuity. By adopting low-carbon technologies,
renewable energy solutions and energy-efficient practices, we can mitigate these
risks and reduce our environmental footprint.
ESRS E5-5: Raw material scarcity and environmental impact present significant
challenges. By emphasising recycling, reuse and sustainable resource management,
we can not only mitigate risks but also unlock opportunities to develop innovative
business models.
ESRS G1-2: Suppliers play a pivotal role in achieving our strategic business goals
by offering products with a lower environmental footprint and enhanced product
stewardship.
The following subtopics and disclosure requirements were assessed as not material:
ESRS E2: Pollution
ESRS E5: Sustainable packaging
ESRS S1: Diversity metrics; Persons with disabilities; Compensation metrics;
Working conditions and labour rights
ESRS S2: Workers in the value chain
To ensure that all key aspects of sustainability are comprehensively reported, the IROs
linked to the entity specific material matters have been allocated to the topics of the
ESRS, given their proximity with the topical standards.
Product performance, under ESRS E1-1 (Transition plan for climate change mitigation)
Product and process innovation, under ESRS E5-2 (Actions and resources related to
resource use and circular economy)
Job satisfaction and well-being, under ESRS S1-4 (Taking action on material impacts
on own workforce)
Product stewardship, under ESRS GOV-4 (Statement of Due Diligence) with reference
to ESRS G1-2 (Management of relationships with suppliers and its impacts on its
supply chain)
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4.3 Navigating the landscape of impacts, risks
and opportunities (IRO)
4.3.1 IRO process description
By offering products that fulfil societal and ecological
needs, Recticel will benefit from better access to
financing, improved customer satisfaction, loyalty
and better employee relations. Recticel employs a
comprehensive and systematic approach to identify,
evaluate, prioritise and monitor risks and opportunities
with potential financial implications. This process
includes the following key steps:
Identifying impacts and dependencies: We
continuously monitor both external and internal
environments for emerging risks and opportunities,
including market trends, regulatory changes,
stakeholder expectations and environmental and
social shifts. Additionally, we evaluate operational
vulnerabilities, areas for improvement and
dependencies on specific resources and suppliers, as
well as the quality of virgin and recycled materials.
Assessment: We evaluate identified risks and
opportunities by assessing their potential impact
and likelihood, considering financial implications,
immediate and long-term effects, operational
disruptions, reputational risks and market positioning.
Opportunities are specifically evaluated for
their potential to drive growth, profitability and
competitiveness. In this process, we also recognise
the critical dependencies on key resources, such as
the quality and availability of both virgin and recycled
materials, as well as the reliability of our supply chain.
These dependencies are essential for achieving our
operational and sustainability objectives.
Prioritisation: We prioritise risks and opportunities
based on their potential financial impact, urgency and
alignment with strategic objectives.
Risks with high financial impact or impacting short or
long-term viability, along with opportunities offering
substantial financial and sustainability benefits,
are given top priority. ESG risks, opportunities and
financial impacts are integrated into the Enterprise Risk
Management (ERM) programme, which is reviewed
by the Management Committee and the Audit &
Sustainability Committee to determine priorities.
Monitoring: We conduct regular reviews of the
financial and operational impacts of risks and
opportunities, as well as market conditions. Ongoing
reporting and risk assessments ensure timely
responses to changes.
E1 – Climate Change mitigation
Recticel is committed to monitoring and reducing
scopes 1, 2, 3 emissions across all operations to
achieve our Science Based Targets initiative (SBTi)
commitments. We employ Life Cycle Assessments
(LCA) and greenhouse gas (GHG) accounting tools to
track emissions, ensuring alignment with international
climate standards. In 2025, we will conduct a more in-
depth climate risk scenario analysis, evaluating physical
risks, such as extreme weather events that may disrupt
production and supply chains.
At the same time, we recognise opportunities in
investing in energy-efficient production processes,
expanding the use of renewable energy and developing
highly efficient insulation products with a low embodied
carbon footprint.
Recticel is classified under the EU NACE economic
activity codes C 20.59 and C 22.21, which belong to the
list of high climate impact sectors as defined in the
EU Commission Delegated Regulation (EU) 2022/1288.
High climate impact sectors are those that contribute
significantly to greenhouse gas (GHG) emissions and
environmental effects, making them key players in the
transition to a low-carbon economy.
While Recticel is classified as a high climate impact
sector, its operating activities are not energy intensive.
On the other hand, its specialised range of building
insulation materials provide a positive impact on climate
change mitigation.
E2 – Pollution
While E2 Pollution is not classified as a material topic
for our organisation, we remain focused on reducing
air and noise pollution in our production operations
and material transport. Regulatory changes aimed at
lowering transport emissions may introduce stricter
compliance requirements to minimise environmental
and health impacts and satisfy societal expectations.
There are opportunities to mitigate pollution through
investments in cleaner vehicle technologies and the
promotion of eco-driving practices.
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E3 – Water and marine resources
As our manufacturing processes require very limited
use of water, our water consumption is primarily for
personal uses such as drinking, eating, sanitation and
showering. As a result, our direct impact on water
resources is minimal. However, indirect factors, including
supply chain activities and operational logistics, may
have localised effects on water quality and marine
ecosystems.
E4 – Biodiversity and ecosystems
While part of our production process involves the use
of chemicals to manufacture polyurethane insulation,
the final insulation itself is inert and does not impact
biodiversity or ecosystems. However, the handling,
storage and transportation of raw materials require
responsible management to prevent potential
environmental contamination. Although our direct
impact is minimal, we ensure that all chemicals are
managed in accordance with environmental, health and
safety (EHS) regulations and industry best practices.
Our commitment to responsible operations is further
reinforced by adherence to ISO 14001 (Environmental
Management) and ISO 45001 (Occupational Health and
Safety) certifications.
E5 – Resource use and circular economy
Resource efficiency and circularity are central to
Recticel’s sustainability strategy. We actively identify
risks related to raw material scarcity, price volatility
and increasing regulatory pressures to minimise
waste. Environmental risks, such as waste generation,
non-recyclable materials and end-of-life product
disposal, are carefully managed. However, significant
opportunities exist in enhancing recycling processes
for production waste, implementing waste reduction
strategies, fostering value-chain partnerships to explore
innovative end-of-life waste solutions, and transitioning
to manufacturing powered entirely by renewable energy.
Recticel’s procurement, sustainability and product
development teams collaborate to embed circular
economy principles into product design and
manufacturing. Through material flow analysis, we
assess resource efficiency and engage with suppliers,
recyclers and industry stakeholders to drive innovation
in bio-based and recycled polyols and increase
the amount of recycled content in base materials,
reinforcing our commitment to sustainable materials.
S1 – Own workforce
At Recticel, our employees are fundamental to our long-
term success. We prioritise health and safety, employee
well-being, talent development and engagement. We
proactively assess risks associated with occupational
hazards and evolving labour regulations while
recognising opportunities in fostering employee
engagement and skills development.
To uphold high labour standards, Recticel benchmarks
its policies against industry best practices and legal
frameworks, ensuring ethical employment practices
and a supportive workplace culture that nurtures
professional growth and well-being.
G1 – Business Conduct
Recticel operates across multiple regions, with
production facilities and business activities spanning
Europe and other global markets. The geographical
footprint of its operations influences its environmental
impact, particularly in terms of energy consumption,
transportation emissions and regulatory compliance
across different jurisdictions.
Governance and ethical business conduct are
foundational to Recticel’s corporate strategy. Key risks
in this domain include corruption, bribery, competition
law breaches and non-compliance with existing and
evolving regulatory frameworks. Failure to address these
risks could lead to legal consequences, reputational
damage and financial penalties.
To mitigate these risks, Recticel’s legal, compliance and
governance teams oversee ethics and integrity policies.
We have implemented whistleblowing mechanisms,
anti-corruption training programmes and internal
compliance audits to ensure strict adherence to
Recticel’s Code of Conduct. By maintaining the highest
ethical standards, we reinforce our commitment to
responsible business practices and sustainable growth.
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ESRS
STANDARD
MATERIAL TOPIC IMPACT CLASSIFICATION
TIME
HORIZON
OCCURENCE
IN VALUE
CHAIN
UN SDG RISK OPPORTUNITY
INTERACTION WITH STRATEGY AND
BUSINESS MODEL
E1
Climate
change
mitigation
Transitional and physical
impact
Mitigation long-term effects
of climate change
Negative
impact
Risk
Opportunity
Short/
Medium
DO
DS
SDG 13
SDG 11
R1 | Non-compliance with legislations
R2 | Changes to regulations of existing
products and services
R3 | Transition to increasing recycled content
R4 | Changing customer behaviour
R5 | Natural disasters
R6 | Carbon pricing mechanisms
O1 | Development of new
products and services
through R&D and innovation
O2 | Ability to diversify
business activities
O3 | Use of public sector
incentives
Recticel’s smart insulation
plays a strategic role in
enhancing energy efficiency
and reducing emissions
throughout building
lifecycles. This supports
our business model by
aligning with voluntary
near-term (2030) and long-
term (2050) SBTi net-zero
commitments, ensuring
regulatory compliance and
strengthening our market
position in sustainable
construction solutions.
Energy
efficiency and
renewable
energy
Transitioning to renewable
energy
Building sustainable and
equitable future
Positive
impact
Short/
Medium
DO
US
SDG 7
E5
Use of recyled
materials and
EOL value,
including
process and
product
innovation
Resource conservation
Waste reduction
Supporting circular economy
Lower carbon emissions
Positive
impact
Risk
Opportunity
Medium
DO
EOL
SDG 9
SDG 12
R1 | Non-compliance with legislations
R2 | Changes to regulation of existing products
and services
R3 | Transition to increasing recycled content
R4 | Changing customer behaviour
O1 | Development of new
products and services
through R&D and innovation
O2 | Ability to diversify
business activities
O3 | Use of public sector
incentives
The integration of resource
use and circularity into
Recticel’s strategy and
business model drives long-
term value by optimising
material efficiency, reducing
waste and fostering
sustainable innovation. This
approach not only ensures
compliance with evolving EU
building regulations but also
strengthens our competitive
advantage by promoting
reusable, circular product
designs.
Renewable
resources
Environmental protection
Resource conservation
Positive
impact
Medium
DO
EOL
SDG 12
Resource
efficiency
Optimised use of raw
materials and energy
Waste reduction
Efficiency improvement
Positive
impact
Short/
Medium
DO
EOL
SDG 12
Product
design and
circularity
Reduced environmental harm
Economic opportunities
Implementation sustainable
practices
Risk
Opportunity
Medium
DO
US
EOL
SDG 9
SDG 12
R1 | Non-compliance with legislations
R2 | Changes to regulation of existing products
and services
R3 | Transition to increasing recycled content
R4 | Changing customer behaviour
O1 | Development of new
products and services
through R&D and innovation
O2 | Ability to diversify
business activities
O3 | Use of public sector
incentives
4.3.2 Material IROs and their interaction with strategy and
business model
Recticel conducted a comprehensive assessment of the impacts associated with
its key material topics, evaluating their effects on people and the environment. This
analysis resulted in a clearly defined list of positive and negative impacts across the
entire value chain, from sourcing and manufacturing to product disposal.
The table below presents these impacts while illustrating the interconnections between
Recticel’s key material topics and the risks and opportunities identified through the ERM
exercise. Additionally, it highlights the alignment with the UN Sustainable Development
Goals (UN SDGs) (see Chapter 2.3.6) and demonstrates how the IROs interact with our
strategy and business model.
Chapter 8.2 offers an overview of the ESRS disclosure requirements addressed by
Recticel in Part 1 (Management’s Review) and Part 2 (Sustainability Statement) of this
Annual Report.
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ESRS
STANDARD
MATERIAL TOPIC IMPACT CLASSIFICATION
TIME
HORIZON
OCCURENCE
IN VALUE
CHAIN
UN SDG RISK OPPORTUNITY
INTERACTION WITH STRATEGY AND
BUSINESS MODEL
S1
Job
satisfaction
and well-
being
Positive impact on motivation,
productivity and retention
Organisational impact on
success
Positive
impact
Short/
Medium
DO SDG 8
The satisfaction,
engagement, health and
safety, fair compensation
and development of our
workforce are fundamental
to Recticel’s strategy. By
fostering a motivated
and skilled workforce, we
enhance productivity,
innovation, and long-term
business success, ensuring
sustainable growth.
Training and
development
Growth through continuous
learning
Performance improvement
with new skills
Success in achieving goals
Positive
impact
Short/
Medium
DO SDG 8
Occupational
health &
safety
Reduced workplace accidents
and Injuries
Increased productivity
Improved employee morale
Positive business reputation
Positive
impact
Short/
Medium
DO SDG 8
G1
Relationships
with suppliers,
including
product
stewardship
Minimised environmental and
human harm
Sustainable growth
Positive
impact
Risk
Opportunity
Short/
Medium
US
DO
DS
EOL
SDG 13
SDG 17
R1 | Non-compliance with legislations
R2 | Changes to regulation of existing products
and services
R3 | Transition to increasing recycled content
R6 | Carbon pricing mechanisms
R7 | Misconduct
R9 | Sourcing concentration
O1 | Development of new
products and services
through R&D and innovation
Recticel strategically
partners with suppliers who
share our values, champion
sustainable innovation and
embrace best practices.
These collaborations
reinforce our business
model by enhancing supply
chain resilience, securing
responsible sourcing
and driving competitive
advantage through
meaningful social and
environmental benefits.
Upholding ethical business
conduct is embedded in
Recticel’s strategy and
core values. By ensuring
compliance with regulations,
enforcing anti-corruption
measures and promoting
transparent governance, we
strengthen stakeholder trust,
mitigate risks and safeguard
the long-term sustainability
of our business.
Ethics and
integrity
(business
conduct)
Undermined trust
Damaged reputation
Disrupted operations
Decreased employee morale
Negative
impact
Short/
Medium/
Long
DO SDG 8
Governance
and
transparency
(corporate
culture)
Unethical decision-making
Regulatory non-compliance
Financial mismanagement
Risk
Short/
Medium/
Long
DO SDG 8
R7 | Misconduct
R8 | Ineffective CIA
Corruption
and bribery
Disrupted fairness, equality,
justice
Hindered progress toward
equitable development
Risk
Short/
Medium/
Long
DO SDG 8 R7 | Misconduct
SDG 7: Affordable and clean energy
SDG 8: Decent work and economic growth
SDG 9: Industry, innovation and infrastructure
SDG 11: Sustainable cities and communities
SDG 12: Responsible consumption and production
SDG 13: Climate action
SDG 17: Partnerships for the goals
DO: Direct operations
DS: Downstream
US: Upstream
EOL: End-of-life management
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4.3.2.1 Spotlight on material risks
The following tables present an overview of the identified ESG risks, including a
description of each risk and primary response, time horizon, likelihood and magnitude,
and where the risk occurs within the value chain. The anticipated financial impacts of
material physical and transition climate-related risks (E1-9), as well as those related
to resource use and the circular economy (E5-6), are not included in this report. In
accordance with ESRS 1 Appendix C, and as permitted during the first year of CSRD
reporting, we will disclose these in our 2025 Annual Report, in line with ESRS 2 SBM-3
§48(e).
In addition, we indicate the risk category relevant to Recticel’s activities and operations
(strategy & compliance, operations, support, external) and the material topic. For
climate-related risks, we further identify whether they are a physical or a transition risk.
Climate-related
physical risk
Risks that arise from the direct physical impacts of climate change, typically
divided into acute and chronic risks.
Acute risks: sudden and severe events, often caused by extreme weather
Chronic risks: longer-term, gradual changes in climate patterns over time
Climate-related
transition risk
Risks associated with changes in policy, market, reputation, technology or liability.
Unlike substantive risk, such as price competition, macroeconomic fluctuations or
geopolitical factors, the ESG impacts, risks and opportunities (IROs) tend to evolve over
longer timeframes, often exceeding traditional financial cycles. As a result, our ESG
considerations are assessed across distinct time horizons:
SUBSTANTIVE RISK ESG IROs
Time horizon
Short-term: ≤ 6 months
Medium-term: 6-12 months
Long-term: 12-24 months
Short-term: 0-5 years
Medium-term: 5-10 years
Long-term: 10-25 years
These dual time frames are integrated into our Enterprise Risk Management (ERM)
programme that covers substantive and ESG risks.
As Recticel Group reports environmental data to CDP (see Chapter 2.3.5), we use
CDP’s classification to evaluate the likelihood of each risk occurring within the
expected time horizon. CDP’s likelihood categories include: virtually certain, very likely,
likely, more likely than not, about as likely as not, unlikely, very unlikely, exceptionally
unlikely, and unknown.
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RISK DESCRIPTION
STRATEGY & COMPLIANCE
Climate-related transition risk
Material topic
Climate change mitigation (E1),
including product performance
Use of recycled materials & EOL
value (E5), including product and
process innovation
Product design & circularity (E5)
Managing relationships with
suppliers (G1), including product
stewardship
Time horizon: short-term ESG
Likelihood: very unlikely
Magnitude: medium
Occurrence in value chain
Direct operations
Situation
Recticel must comply with CSRD (2024) and CSDDD (2029), requiring a
science based climate action plan.
The SBTi commitment for 2030 and 2050 entails costs that could affect
pricing, profitability and performance but also create opportunities.
Monitoring and reporting on GHG reduction progress is crucial to
meeting targets.
Task
Assess business partners and materials for alignment with our strategic
plan.
Evaluate technology availability for carbon footprint reduction.
Address risks tied to ambitious targets.
Action
Collaborate with suppliers to reduce the embedded carbon footprint of
raw materials.
Develop innovative, low-carbon products.
Increase recycled content in MW and steel.
Result
Reduced emissions from raw materials.
New products with lower embodied carbon and higher recycled
content.
Stronger supplier collaboration for a sustainable supply chain.
Enhanced operational resilience and alignment with long-term
sustainability goals.
PRIMARY RISK RESPONSE
Primary response cost
EUR 287 K *
* CSRD initial setup costs
Strategic planning
Update the roadmap for implementing SBTi targets to balance
ambition with feasibility, considering the organisation’s capacity for
investment, technology adoption and operational changes.
Investment prioritisation
Prioritise investments based on their potential impact on cost savings,
product performance and alignment with SBTi commitments.
Continuous improvement
Monitor and evaluate to track progress towards SBTi targets.
Identify areas for improvement or adjustment.
Foster a culture of sustainable innovation.
Cost calculation
Systems and tools
Policy and reporting frameworks
Data collection and management
Reporting and disclosure
Monitoring and auditing
R1 | Non-compliance with legislation
RISK DESCRIPTION
STRATEGY & COMPLIANCE
Climate-related transition risk
Circular economy-related risk
Material topic
Climate change mitigation (E1),
including product performance
Product design & circularity (E5)
Use of recycled materials & EOL
value (E5), including product and
process innovation
Managing relationships with
suppliers (G1), including product
stewardship
Time horizon: medium-term ESG
Likelihood: very likely
Magnitude: medium
Occurrence in value chain
End-of-life management
Situation
Recticel risks challenges if it fails to monitor and comply with standards
and regulations, particularly regarding product end-of-life circularity.
Task
Stay ahead of regulatory changes that impact strategic objectives by
tracking laws, regulations and guidelines.
Action
Establish robust compliance systems and update procedures to meet
new regulations.
Invest in sustainable product innovation and joint R&D on circularity.
Build long-term partnerships with suppliers, universities and institutes.
Develop collaborations for collecting and treating end-of-life materials.
Result
Avoided non-compliance penalties.
Maintained market position and minimised operational disruptions.
Strengthened reputation through sustainability efforts.
Launched innovative products with higher renewable content.
PRIMARY RISK RESPONSE
Primary response cost
Ongoing *
* Recticel’s legal department will cover
potential legislative action
Regulatory monitoring
Track legislative developments, policy changes and emerging
regulatory trends relevant to Recticel.
Stakeholder engagement
Participate in industry forums to share expertise and shape favourable
regulatory frameworks.
Collaborate with suppliers to lower embodied carbon and invest in
sustainable product innovation, including joint R&D.
Risk assessment
Perform regular risk assessments and scenario analyses to evaluate
regulatory impacts on operations, finances and strategy.
Cost calculation
Address legislative actions through the internal legal team, with support
from external legal firms as needed.
R2 | Changes to regulation of existing products and services
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R3 | Transition to increasing recycled content
RISK DESCRIPTION
STRATEGY & COMPLIANCE
Circular economy-related risk
Material topic
Climate change mitigation (E1),
including product performance
Product design & circularity (E5)
Use of recycled materials & EOL
value (E5), including product and
process innovation
Managing relationships with
suppliers (G1), including product
stewardship
Time horizon: medium-term ESG
Likelihood: likely
Magnitude: medium
Occurrence in value chain
Direct operations
Downstream
Situation
Product circularity focuses on maximising lifecycle through recycling
and reuse.
Key risks include dependency on consistent-quality recycled content,
integrating circular practices into manufacturing, high upfront costs,
economic feasibility and competitive speed of adoption.
Task
Adapt processes for recycling and remanufacturing technologies.
Ensure consistent product quality and market competitiveness.
Secure the economic viability of circular initiatives.
Action
Monitor industry trends and technology advancements.
Build partnerships with reliable suppliers.
Invest in R&D, modern technologies and process optimisation.
Implement strict quality assurance protocols.
Perform cost-benefit analyses and track market dynamics.
Result
Reduced material variability and production disruptions.
Seamless integration of circular practices.
Strengthened market position and competitiveness.
Enhanced economic sustainability of circular techniques.
PRIMARY RISK RESPONSE
Primary response cost
EUR 2 M *
* R&D efforts aimed at increasing the
use of recycled materials and EOL
Supplier engagement
Build strong partnerships with suppliers to ensure a stable supply of
high-quality recycled materials and reduce variability risks.
Operations
Develop and integrate recycling and remanufacturing technologies.
Refine processes to incorporate new technologies efficiently.
Implement robust quality controls and monitor product performance to
maintain quality.
Cost management
Secure funding or subsidies for circular initiatives.
Continuously evaluate the economic impact and optimise processes to
reduce costs and improve profitability.
Cost calculation
Focus R&D efforts on increasing recycled material usage.
R4 | Changing customer behaviour
RISK DESCRIPTION
EXTERNAL RISK
Climate-related transition risk
Circular economy-related risk
Material topic
Climate change mitigation (E1),
including product performance
Use of recycled materials & EOL
value (E5), including product and
process innovation
Managing relationships with
suppliers (G1), including product
stewardship
Time horizon: medium-term ESG
Likelihood: likely
Magnitude: medium
Occurrence in value chain
Downstream
Situation
Shifts in consumer preferences, including renewable content and
recyclability, may impact product demand. Mineral wool insulated
panels are 99% recyclable, while polyurethane insulation boards and
panels are improving in this area.
Task
Capitalise on opportunities to enhance climate performance, reduce
environmental impact and drive sustainable growth.
Action
Focus R&D on advanced insulation materials with superior performance
and lower environmental impact (e.g., IMPACT
©
insulation boards with
25% bio-circular materials, reducing CO
2
e emissions by 43%).
Partner with universities to explore innovative materials and
technologies.
Use digital tools and automation to boost efficiency and reduce waste.
Leverage data analytics to optimise supply chain operations and
minimise carbon footprint.
Conduct Life Cycle Assessments (LCA) for new products to ensure
sustainability.
Obtain certifications like LEED or BREEAM to validate environmental
performance.
Result
Launch smart sustainable insulation materials.
Improved energy efficiency and sustainability.
Strengthened position as a leader in building materials.
PRIMARY RISK RESPONSE
Primary response cost
EUR 2 M *
*Related to relevant ongoing
R&D efforts
Market research
Conduct in-depth studies to evaluate demand for new products,
considering customer preferences, market trends, competition and
regulations.
Supply chain
Ensure agile production and supply chain operations to adapt quickly
to market changes.
Adjust production levels to match demand forecasts and inventory
needs.
Foster cross-functional collaboration.
Cost calculation
Addressing this risk is primarily covered by ongoing R&D efforts,
representing 1% of annual sales.
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RISK DESCRIPTION
EXTERNAL RISK
Climate-related physical risk
Material topic
Climate change mitigation (E1),
including product performance
Time horizon: short-term ESG
Likelihood: more likely than not
Magnitude: medium-low
Occurrence in value chain
Direct operations
Situation
Natural disasters (earthquakes, flooding, fires, hailstorms) can cause
infrastructure damage, operational disruptions and risks to personnel.
Task
Identify site-specific climate risks, assess vulnerabilities and develop
strategies for preparedness, response and recovery.
Action (following assessment by insurance company)
Assess buildings, operations and supply chains for disaster resilience.
Safeguard employee safety and IT systems.
Develop site-specific emergency response and business continuity
plans.
Implement operational recovery strategies.
Result
Improved disaster resilience, operational continuity and protection of
personnel and assets with robust response and recovery protocols.
Recent evaluations reveal no urgent vulnerabilities, but potential costs
could arise from photovoltaic installations or roof reinforcements for hail
exposure.
PRIMARY RISK RESPONSE
Primary response cost, in addition to
the active insurance fees
EUR 120 K *
* Update business continuity plans
(BCP) for each site; determine required
investments in existing infrastructure
Building infrastructure
Assess resilience of buildings and facilities to natural disasters
(earthquakes, flooding, fires, storms).
Adress operational dependencies and employee safety impacts.
Data infrastructure
Evaluate risks to IT systems and implement safeguards to protect data
from loss or corruption.
Emergency plans
Develop tailored disaster response plans, update business continuity
plans (BCP) and ensure crisis readiness.
Cost calculation
Estimated mitigation costs: EUR 10 K per site (e.g. flood measures) and
EUR 20 K for earthquake-prone sites.
R5 | Natural disasters
1
1
A detailed physical risk assessment will be conducted in 2025 including the use of climate scenario analysis.
RISK DESCRIPTION
STRATEGY & COMPLIANCE
Climate-related transition risk
Material topic
Climate change mitigation (E1),
including product performance
Managing relationships with
suppliers (G1), including product
stewardship
Time horizon: short-term ESG
Likelihood: very likely
Magnitude: low
Occurrence in value chain
Direct operations
Situation
The EU Emissions Trading System (ETS) is expanding to include CO
2
e
emissions from buildings (ETS2). Free allowances will phase out by 2035,
affecting EU supplier pricing.
From 2026, the Carbon Border Adjustment Mechanism (CBAM) will apply
to non-EU metals, covering all sectors by 2030 and fully implemented
by 2035.
Task
Assess ETS2’s impact on energy costs.
Evaluate carbon pricing’s effect on supplier costs and potential pass-
through to Recticel.
Analyse CBAM’s impact on non-EU material costs and identify mitigation
strategies.
Action
Model energy cost increases (EUR 57-350/tCO
2
e) and identify emission
reduction opportunities.
Adjust procurement strategies to manage and mitigate cost increases.
Explore passing increased costs to customers.
Monitor CBAM’s impact on steel costs.
Result
Controlled budget and energy cost savings through efficiency
improvements.
Minimised supplier cost impact with revised procurement strategies.
PRIMARY RISK RESPONSE
Primary response cost
EUR 5 K *
* Modelling costs on product prices
and COGS
Modelling
Estimate procurement and operating cost increases
(EUR 57-350/tCO
2
e).
Collaborate with suppliers to assess their carbon pricing responses.
Strategy
Adjust procurement strategies to address cost increases and risks.
Track CBAM’s effect on metal prices.
Cost calculation
Compliance costs are minimal due to low direct carbon pricing impact
on Recticel.
Procurement cost modelling is straightforward, leveraging existing ESG
models and carbon price forecasts.
R6 | Carbon pricing mechanisms
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RISK DESCRIPTION
SUPPORT RISK
Material topic
Governance and transparency
(corporate culture) (G1)
Managing relationships with
suppliers (G1), including product
stewardship
Corruption and bribery (G1)
Primary financial effect
Decrease in shareholder value
Time horizon: short/medium/long-
term
Likelihood: about as likely as not
Magnitude: medium-high
Occurrence in value chain
Direct operations
Situation
Misconduct and fraud risk could threaten Recticel’s operations, integrity
and reputation, stemming from unethical behaviour and governance
deficiencies.
Corruption can damage trust, leading to lost sales, contract
cancellations and partnership challenges.
Task & Action
Foster a culture of ethics, integrity and accountability.
Pursue proactive fraud detection and investigation.
Internal management control
Result
Ethical business conduct reinforces Recticel’s values, builds stakeholder
trust and strengthens its competitive position.
PRIMARY RISK RESPONSE
Primary response cost
Ongoing
Cultivate a culture of ethics and accountability across all levels, with
clear expectations and leadership by example.
Establish protocols for proactive fraud detection, reporting and
investigation, ensuring confidentiality, fairness and due process.
Provide employee training and promote a speak-up culture,
empowering staff to report concerns or seek ethical guidance without
fear of retaliation.
RISK DESCRIPTION
SUPPORT RISK
Material topic
Governance and transparency
(corporate culture) (G1)
Primary financial effect
Disruption in upstream value chain
Time horizon: short/medium/long-
term
Likelihood: about as likely as not
Magnitude: medium-high
Occurrence in value chain
Direct operations
Situation
The risk of inadequate management of confidentiality, integrity and
availability (CIA) threats presents a substantial challenge to Recticel
Group’s cybersecurity stance.
This risk could be heightened by several factors, including a rise in
cybercrime, insufficient cybersecurity training, poor maintenance of IT
systems, data leaks, limited resources, human errors, lack of awareness
and complex data storage systems.
These challenges threaten stakeholder trust and compromise the
Company’s operational effectiveness.
Task
Develop and implement a comprehensive cybersecurity strategy that
enhances the CIA of data and infrastructure.
Raise awareness, provide training, strengthen technical defences and
ensure robust incident response mechanisms.
Action
Conduct a risk assessment.
Implement comprehensive cybersecurity training.
Strengthen IT infrastructure.
Establish incident response protocols.
Result
Implementing a comprehensive cybersecurity strategy results in a
significant reduction in data breaches and improved stakeholder
confidence in Recticel Group’s ability to protect sensitive information.
Enhanced training programmes, increased employee awareness and
response capabilities, leading to a culture of security.
PRIMARY RISK RESPONSE
Primary response cost
Ongoing
Cybersecurity training
Provide company-wide training to enhance awareness of cyber risks,
best practices, and incident response, fostering a security-conscious
culture where employees can quickly identify and report threats.
Robust IT infrastructure
Implement strong maintenance protocols, including regular updates,
patching, antivirus monitoring, and vulnerability assessments to
minimise risks and ensure system resilience.
Strategic investments
Allocate sufficient resources, budget, personnel, and technology
to strengthen threat detection, incident response, and recovery
capabilities.
R7 | Misconduct R8 | Ineffective CIA
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RISK DESCRIPTION
OPERATIONAL RISK
Material topic
Managing relationships with
suppliers (G1), including product
stewardship
Primary financial effect
Disruption in upstream value chain
Time horizon:
short/medium
Likelihood: likely
Magnitude: medium
Occurrence in value chain
Direct operations
Situation
Dependence on a limited number of suppliers for critical raw materials
poses risks to Recticel’s operations and production.
Task
Mitigate supply chain vulnerabilities by diversifying suppliers and
reducing exposure to disruptions and price volatility.
Action
Identify potential partners across different regions.
Streamline the supplier qualification process.
Result
Lower risk of supply disruptions and price instability.
Maintain competitive pricing and operational resilience.
PRIMARY RISK RESPONSE
Primary response cost
ongoing
Supplier relationship management
Foster collaboration and actively monitor existing suppliers.
Diversification of suppliers
Qualify alternative suppliers to reduce dependency and build strategic
partnerships.
Inventory management
Maintain sufficient stock of critical materials to mitigate supply
disruptions.
R9 | Sourcing concentration
4.3.2.2 Spotlight on material opportunities
Material opportunities represent potential advantages or positive factors that can
substantially drive Recticel’s growth, profitability and competitive edge. These
opportunities often emerge from market trends, innovation, regulatory shifts and
environmental or social initiatives, providing avenues for value creation and long-term
success.
The following tables present an overview of the identified ESG opportunities, including
a description of each opportunity and primary response, time horizon, likelihood and
magnitude, and where the opportunity occurs within the value chain. The anticipated
financial impacts of material climate-related opportunities (E1-9), as well as those
related to resource use and the circular economy (E5-6), are not included in this
report. In accordance with ESRS 1 Appendix C, and as permitted during the first year
of CSRD reporting, we will disclose these in our 2025 Annual Report, in line with ESRS 2
SBM-3 §48(e).
As Recticel Group reports environmental data to CDP (see Chapter 2.3.5), we use
CDP’s classification to evaluate the likelihood of each opportunity occurring within the
expected time horizon. CDP’s likelihood categories include: virtually certain, very likely,
likely, more likely than not, about as likely as not, unlikely, very unlikely, exceptionally
unlikely, and unknown
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OPPORTUNITY DESCRIPTION
CLIMATE RELATED
Circular economy-related
Material topic
• Climate change mitigation (E1),
including product performance
• Use of recycled materials & EOL
value, including product and process
innovation
• Managing relationships with
suppliers (G1), including product
stewardship
Primary financial effect
Increased revenues resulting from
increased demand for products
and services
Time horizon: short/medium/long-
term
Likelihood: likely
Magnitude: high
Occurrence in value chain
Downstream
Situation
Recticel is dedicated to developing smart sustainable insulation
materials and allocates approximately 1% of its annual revenue to
research and development (R&D).
Task
Identify and seize opportunities that enhance its climate-related
performance, minimise environmental impact and foster growth.
Action
Focus R&D team on creating advanced insulation materials with
exceptional thermal performance and reduced environmental impact.
Collaborate with universities and research institutions to explore new
materials and technologies.
Utilise data analytics to optimise supply chain operations and minimise
the carbon footprint.
Conduct Life Cycle Assessments (LCA) for new products to ensure they
meet sustainability standards.
Pursue certifications (e.g. LEED, BREEAM) to validate the environmental
performance of products.
Result
Introduction of new insulation materials with increased insulation
performance, hereby significantly reducing energy consumption in
buildings and contributing to lower greenhouse gas emissions.
An additional improvement in energy efficiency across manufacturing
facilities.
Strengthened market position.
Leadership and credibility.
PRIMARY RESPONSE
Primary response cost
EUR 5 M *
* R&D budget 1%, including LCA,
certification
Powerdeck+ Light Roof
Renovation of steel deck flat roofs with insulation boards and
photovoltaic panels, offering thinner boards with equal .
DECK-VQ®
Vacuum-insulated panels offering exceptional efficiency for
demanding applications with a low carbon footprint and space-saving
benefits.
IMPACT® product line
Eurowall Impact® and Eurothane Silver Impact® contain 25% bio-circular
content, reducing carbon footprint by 43% while maintaining the same
insulation performance.
Alu-free board
A gas diffusion-tight, alu-free polyurethane (PIR) board for prefab
buildings, reducing corrosion risk and carbon emissions by 40%.
BASE – insulated panel
An insulated façade system with extreme load-bearing capacity,
allowing for quick installation and up to 60% reduction in embodied
carbon.
Qbiss One Next and Trimoterm Next
Advanced insulated panels crafted from sustainable, low-carbon
materials, achieving up to 68% and 69% reductions in CO
2
e emissions
compared to existing alternatives.
OPPORTUNITY DESCRIPTION
CLIMATE RELATED
Material topic
Climate change mitigation (E1),
including product performance
Use of recycled materials and EOL
value (E5), including product and
process innovation
Primary financial effect
Increased revenues resulting from
increased demand for products
and services
Time horizon: medium-term
Likelihood: very likely
Magnitude: medium-high
Occurrence in value chain
Downstream
Situation
Recticel is expanding its insulated panels in both domestic and
international markets, aiming to broaden product reach.
Our high-end insulated panels meet aesthetic standards, enhance
architectural potential, and improve prefabrication cost efficiency.
In 2024, Recticel’s building insulation products will help avoid 21.5 million
tons of CO
2
e emissions, 26.5 times more than the emissions from their
production (see also Chapter 5.2.8).
Task
Analyse market trends.
Evaluate adoption potential in different regions.
Leverage construction projects focused on energy efficiency and
sustainability.
Action
Assess the competitive landscape.
Monitor sustainable construction projects.
Position panels for green building certification (e.g., LEED, BREEAM).
Innovate to stay ahead in insulation technology.
Partner with leading construction and tech companies.
Secure contracts with major international construction projects.
Result
Successful international expansion and sales growth.
Enhanced reputation as smart insulation leader.
PRIMARY RESPONSE
Primary response cost
EUR 10 M – EUR 150 M *
* Acquisition of a sizeable company
Our insulated panels strategy targets a premium market position to
differentiate, create value and expand internationally.
Focus on the USPs of our insulated panels: superior aesthetics,
architectural flexibility, cost-efficient, resource-efficient prefabrication.
Evaluate greenfield investments aligned with the strategic plan for
potential benefits.
Develop a growth plan for modular building systems that support
sustainable construction, cost efficiency and rapid deployment.
O1 | Development of new products and services through
R&D and innovation
O2 | Ability to diversify business activities
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OPPORTUNITY DESCRIPTION
CLIMATE RELATED
Material topic
Climate change mitigation (E1),
including product performance
Use of recycled materials and EOL
value (E5), including product and
process innovation
Primary financial effect
Increased revenues resulting from
increased demand for products
and services
Time horizon: short-term
Likelihood: very likely
Magnitude: medium-high
Occurrence in value chain
Downstream
Situation
Recticel’s value creation aligns with the European Green Deal,
promoting energy efficiency in buildings, supported by the EPBD
mandating energy improvements in construction and renovation (see
also Chapter 2.2.2).
Task
Enhance energy efficiency in building projects.
Ensure compliance with new GHG emission standards.
Explore opportunities in energy-efficient renovations and construction.
Action
Advance insulation materials and renewable energy solutions.
Ensure GHG emission standard compliance.
Partner with technology firms to integrate innovative solutions.
Leverage the EU’s goal to renovate 35 million buildings by 2030.
Result
Recticel positioned as a leader in energy-efficient smart building
solutions, attracting new customers and projects.
PRIMARY RESPONSE
Primary response cost
EUR 2 M *
* Production and organisational
efficiency, capacity increase
Enhance circularity.
Design our products for easy EOL dismantling.
Integrate biobased materials into our products.
Analyse market trends to identify opportunities, especially in emerging
regions.
Forge strategic partnerships and leverage robust distribution channels
to access new markets.
O3 | Use of public sector incentives
OPPORTUNITY DESCRIPTION
CLIMATE RELATED
Material topic
Climate change mitigation (E1),
including product performance
Use of recycled materials & EOL
value (E5), including product and
process innovation
Primary financial effect
Increased revenues resulting from
increased demand for products and
services
Time horizon: short-term
Likelihood: very likely
Magnitude: medium-high
Occurrence in value chain
Downstream
Situation
The Recticel Group offers a wide array of thermal, acoustic and thermo-
acoustic insulation solutions, organised into specialised divisions
recognised as leaders in their respective fields.
Task
Identify and capitalise on opportunities to enhance our climate-related
performance, reduce GHG emissions and achieve the ambitious SBTi
targets..
Action
Proactively respond to increasing decarbonisation demands
throughout the value chain by prioritising products with lower
embodied carbon.
Result
Investor confidence by aligning our portfolio with EU Taxonomy
objective of climate change mitigation.
Our building insulation products sold in 2024 are projected to prevent
over 21.5 million tonnes of CO
2
e emissions throughout their lifespan,
which is 26.5 times greater than the total 2024 carbon footprint of the
entire Recticel Group.
Progress towards SBTi validated near-term (2030) and long-term
(2050) targets.
Strong position as smart insulation Company.
Fulfilment of the growing demand for low-carbon products.
PRIMARY RESPONSE
Primary response cost
ongoing*
* Aligned with our climate transition
action plan
Product portfolio benefits
Our insulation boards enable regulatory compliance with thinner walls
and roofs, outperforming materials like mineral wool, XPS/EPS and
cellular glass.
Vacuum-insulated panels offer superior efficiency with the thinnest
layers, ideal for retrofitting buildings with limited space.
Metal-faced insulated panels (mineral wool, polyurethane) provide
insulation and weather protection, directly fixed to the frame without
requiring cavity space.
Product case studies
Trimoterm panels are made-to-order to minimise waste, contain up to
52% recycled materials, and are designed for easy reuse, being up to
99% recyclable.
The 2023 IMPACT® range includes thermal insulation boards with 25%
bio-circular content, reducing CO
2
e emissions by 43% compared to
standard boards.
O4 | Increased sales of existing products and services
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ESRS 2, SBM-3
ESRS 2, BP-2
ESRS 2, IRO-1 | ESRS 2, IRO-2
ESRS 2, MDR-P | ESRS 2, MDR-A | ESRS 2, MDR-M | ESRS 2, MDR-T
ESRS E1-1 - 12 | ESRS E5-1 - 6
ESRS S1-1 - 8, S1-10, S1-11, S1-14, S1-15, S1-17
ESRS G1-1 - 6
ESG
Information
5
PART 2 | SUSTAINABILITY STATEMENT
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5.1 Environmental | EU Taxonomy
5.1.1 EU Taxonomy framework for defining eligible
and aligned activities
In 2024, the EU Taxonomy continued to be a key tool in the EU’s sustainability agenda, guiding financial markets toward investments that support climate goals, environmental
resilience and social responsibility. The Taxonomy framework sets rigorous standards for defining environmentally sustainable activities, providing companies, investors and
policymakers with metrics to direct capital toward sustainable projects and initiatives.
Our climate disclosure statement in accordance with the guidelines set forth by the European Securities and Markets Authority (ESMA) can be found in Chapter 7.2.1.5, Climate
change.
Screening & assessment of economic activities
No
No
No
Yes
Yes
Yes
Do screening criteria exist
for the economic activity?
Determining
Taxonomy
eligibility
Technical
screening
phase
Minimum
Social
Safeguards
compliance
Does the activity substantially
contribute to one of the
environmental objectives?
Does the activity meet the
Do No Significant Harm
resuirements?
Does the activity
comply with the
minimum social
safeguards?
No Yes
Climate change
mitigation
Climate change
adaptation
Sustainable use
and protection of water
and marine resources
Transition to a circular
economy
Pollution prevention
and control
Protection and restoration of
biodiversity and ecosystems
We have also identified purchased
outputs and individual measures that
correspond to eligible economic activities
and thus result in taxonomy-eligible
CapEx and OpEx to reflect the screening
of CapEx and OpEx against Category C.
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Determining Turnover, CapEx and OpEx KPIs
Turnover KPI
To determine the Turnover KPI, the denominator is the
external sales revenue reported in accordance with
the IFRS consolidated financial statements, as found
in Chapter 7.1.1. The numerator represents the revenue
according to IFRS 15 attributable to taxonomy-aligned
economic activities. The eligible activities meeting the
technical screening criteria are detailed in Chapter
5.1.2.3.
CapEx KPI
To determine the CapEx KPI, all additions to intangible
assets and property, plant and equipment (excluding
goodwill) are shown in the denominator and can be
reconciled to the additions of tangible and intangible
assets, new leases and business combinations as
reported in the Financial Report [Chapters 7.2.5.1 & 7.2.5.3
(acquisitions and business combinations), and Chapter
7.2.5.4 (new leases)]. In the numerator, investments are
included if they relate to assets or processes that are
essential to carry out a taxonomy-eligible economic
activity. In addition, further sustainable investments were
identified that lead to a reduction in the Company’s
own greenhouse gas emissions. We have also identified
purchased outputs and individual measures that
correspond to eligible economic activities and thus
result in Taxonomy-eligible CapEx.
OpEx KPI
To determine the OpEx KPI, the denominator contains the
direct non-capitalised costs that relate to research and
development, building renovation measures, short-term
lease, maintenance and repair, and any other direct
expenditures relating to day-to-day servicing of assets
of property, plant and equipment by the undertaking
or third party to whom activities are outsourced, that
are necessary to ensure the continued and effective
functioning of such assets. The numerator contains
those operating expenses that can be allocated directly
or indirectly to taxonomy-aligned activities, as well as
related to purchases of aligned economic activities
and individual measures enabling the target activities
to become low-carbon or to lead to greenhouse gas
reductions.
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5.1.2 Changes compared to the EU
Taxonomy disclosure covering
2023
Boundary: The 2024 data include the Rex subsidiary, which was acquired on 8 January
2024 with three operational buildings in Belgium. Rex is part of the Insulated Panels
division.
Restatement: The 2023 and 2022 data have been restated following a review by the
Belgian FSMA (Financial Services and Markets Authority), and now fully comply with the
EU Taxonomy KPIs.
In its review, the FSMA raised concerns regarding the methodology used for
calculating and reconciling CapEx and OpEx, both at nominator and denominator
level. Additionally, the consolidated financial statements were not referenced, and
the screening of investments made or operational costs incurred for CapEx and OpEx
of Category C were not reported accurately. These errors were unintentional and
stemmed from a misinterpretation of the applicable methodology.
WEIGHT AR 2022 AR 2022 (RESTATED) AR 2023 AR 2023 (RESTATED)
A. TAXONOMY ELIGIBLE ACTIVITIES
A.1. Environmentally sustainable activities (taxonomy-aligned)
Turnover (sales) 0 0.0% 0 0.0% 0 0.0% 0 0.0%
CapEx 0 0.0% 0 0.0% 0 0.0% 0 0.0%
OpEx 0 0.0% 0 0.0% 0 0.0% 0 0.0%
A.2 Taxonomy-eligible but not environmentally sustainable activities (not taxonomy-aligned activities)
Turnover (sales) 509,085 90.7% 550,507 98.0% 470,892 88.9% 493,460 93.2%
CapEx 10,187 92.5% 98,134 80.6% 11,513 52.4% 12,439 54.1%
OpEx 143,124 82.8% 8,189 82.0% 42,424 8.2% 10,409 82.2%
B. TAXONOMY NON-ELIGIBLE ACTIVITIES
Turnover (sales) 52,431 9.3% 11,009 2.0% 58,534 11.1% 35,966 6.8%
CapEx 829 7.5% 23,634 19.4% 10,457 47.6% 10,556 45.9%
OpEx 29,833 17.2% 1,803 18.0% 474,420 91.8% 2,249 17.8%
TOTAL (A.1 + A.2 + B)
Turnover (sales) 561,516
100.0%
561,516
100.0%
529,426
100.0%
529,426
100.0%CapEx 11,016 121,768 21,970 22,995
OpEx 172,957 9,992 516,844 12,658
5.1.3.1 Analysis of eligibility and technical
screening criteria
In June 2023, the European Commission adopted a Taxonomy Environmental
Delegated Act, introducing a new set of EU Taxonomy criteria to assess economic
activities that significantly contribute to one or more of the following environmental
objectives:
Climate change mitigation
Climate change adaptation
Sustainable use and protection of water and marine resources
Transition to a circular economy
Pollution prevention and control
Protection and restoration of biodiversity and ecosystems
Recticel Group conducted a comprehensive screening of all its economic activities,
including those of its Rex subsidiary which was acquired on 8 January 2024. The
assessment revealed that most of the Recticel’s activities significantly contribute to
climate change mitigation but do not substantially contribute to any of the other five
objectives.
5.1.3 2024 EU Taxonomy analysis
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5.1.3.2 2024 Eligible activities within the climate change
mitigation objective
The following economic activities of the Recticel Group qualify as substantial
contributions to climate change mitigation:
Thermal insulation boards (Recticel Insulation): These high-performance
polyisocyanurate (PIR) foam boards are laminated between two facing materials,
providing excellent insulation across the entire building envelope. They are suitable
for a variety of applications, including flat, tapered, and pitched roofs, cavity walls,
floors, internal linings and external wall insulation systems.
Metal-faced mineral wool and polyurethane insulated panels (Trimo, Rex): These
energy-efficient, single-component panels are factory-engineered and typically
attached directly to the building’s structural frame, providing both insulation and
weatherproofing without the need for a cavity in the cladding.
Vacuum insulated panels for buildings (Turvac): With ultra-low thermal conductivity
and high thermal resistance, these panels deliver superior insulation compared to
traditional materials.
Thermo-acoustic insulation boards (Recticel Insulation): Designed for partition
wall applications, these boards reduce sound transmission between rooms while
providing strong thermal insulation. Made from recycled PU foams from end-of-life
mattresses, they contribute to waste reduction and environmental sustainability.
Vacuum insulated panels for packaging (Turvac): These panels offer highly efficient,
space-saving insulation solutions for packaging applications.
The economic activities of Soundcoat in our Acoustic Solutions division and the non-
building products of Turvac are not eligible for any of the six EU Taxonomy criteria.
5.1.3.3 2024 Eligible activities meeting the technical
screening criteria
KPI
% CAPEX/OPEX ELIGIBLE FOR EU TAXONOMY ALIGNMENT
Related to capital expenditure (CapEx) 82.7%
Related to operational expenditure (OpEx) 79.0%
Environmental Objective
ECONOMIC ACTIVITY 2024
EU TAXONOMY CATEGORY OF
ECONOMIC ACTIVITY
TECHNICAL SCREENING CRITERIA
Climate change
mitigation
Insulation boards
Category 3.5
Manufacture of energy
efficiency equipment for
buildings
Insulating products with a
lambda value lower than
or equal to 0.06 W/mK.
Insulated panels
Category 3.5
Manufacture of energy
efficiency equipment for
buildings
External wall systems with
U-value lower than or
equal to 0.5 W/m²K.
Roofing systems with
U-value lower than or
equal to 0.3 W/m
2
K.
Vacuum insulated panels
for buildings
Category 3.5
Manufacture of energy
efficiency equipment for
buildings
Insulating products with a
lambda value lower than
or equal to 0.06 W/mK.
Thermo-acoustic boards
Category 3.5
Manufacture of energy
efficiency equipment for
buildings
Insulating products with a
lambda value lower than
or equal to 0.06 W/mK.
Economic activity
% TURNOVER (SALES) ELIGIBLE FOR EU TAXONOMY ALIGNMENT
Manufacture of energy efficiency equipment for buildings 86.1%
Table 1: 2024 Turnover related to EU Taxonomy eligible activities meeting the
technical criteria
Table 2: 2024 CapEx and OpEx related to EU Taxonomy eligible activities meeting the
technical criteria
The table below outlines the EU Taxonomy eligible activities meeting the technical screening criteria
for climate change mitigation. The vacuum insulated panels for packaging do not meet any of the
technical screening criteria.
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environmentally sustainable. The inclusion of these
safeguards in the EU Taxonomy is seen as an important
step in ensuring that the transition to a sustainable
economy is equitable and respects the rights of workers,
communities and the environment.
Alignment with the following guidelines and principles is
required:
We evaluated compliance with the EU Taxonomy
regulation on Minimum Safeguards, focusing on human
rights, labour rights and consumer rights across the
value chain, as well as issues related to bribery and
corruption, taxation and fair competition. To meet these
safeguards, companies must implement robust due
diligence processes and demonstrate the absence of
specific negative impacts or incidents.
At Recticel, we initiated the necessary risk management
and due diligence processes for our value chain. For
further details on supply chain due diligence, please
refer to Chapter 3.4, GOV-4.
Recticel has not been found in violation of human, labour
or consumer rights or anti-corruption, tax or competition
laws within the five years preceding this Annual Report.
Additionally, Recticel has had no interactions with an
OECD National Contact Point or the Business and Human
Rights Resource Centre.
5.1.3.4 2024 Meeting the Do No
Significant Harm (DNSH) objective
At the time of publication of the AR2024, an assessment
for all Recticel sites was not fully completed covering the
following aspects:
Climate change adaptation:
Identify relevant physical climate risks
Assess the materiality of each identified risk
Identify and implement adaptation solutions to
mitigate the material risks identified
Water:
Identify water bodies that may be affected by the
activity (e.g. water withdrawal, wastewater release,
etc.)
Identify bodies of water potentially affected by the
activity
Assess risks related to preserving water quality and
avoiding water stress
Develop a water use and protection management
plan to address the identified risks
Biodiversity:
Screening locations in or near biodiversity-
sensitive areas
Develop a biodiversity management plan to
address the identified risks
It has to be noted that Recticel is using a very limited
amount of water in its manufacturing processes.
The screening for the Rex subsidiary, acquired 8 January
2024, will be done in 2025.
5.1.3.5 2024 Compliance with
Minimum Safeguards
Minimum Safeguards in the context of the EU Taxonomy
refer to a set of social and governance criteria that
must be met by economic activities that are considered
OECD Guidelines for Multinational Enterprises
UN Guiding Principles on Business and Human
Rights
Fundamental Conventions of the International
Labour Organisation (ILO)
International Bill of Human Rights
5.1.3.6 EU Taxonomy alignment
outcome
86.1% of Recticel’s activities meet the technical criteria
for contributing to climate change mitigation. As there
was no full alignment with respect to the DNSH criteria in
2024, 0% of our activity was Taxonomy-aligned in 2024.
Taxonomy-eligible turnover (sales) increased by 6.4%
from 493,460 KEUR (restated 2023) to 525,172 KEUR,
including the acquisition of Rex.
Taxonomy-eligible CapEx increased by 471.7% from
12,439 KEUR (restated 2023) to 71,114 KEUR, largely driven
by the tangible and intangible business combinations of
Rex.
Taxonomy-eligible OpEx decreased 3.2% from 10,409
KEUR (restated 2023) to 10,091 KEUR.
The primary drivers of change in the 2024 CapEx KPI
stem from the acquisition of Rex Panels & Profiles,
specifically its intangible and tangible assets (Chapters
7.2.5.1 and 7.2.5.3) and right-of-use assets (Chapter
7.2.5.4), which are classified according to Taxonomy-
eligible and non-eligible economic activities.
Additionally, CapEx related to equipment and vehicles
under ‘New leases’ (Chapter 7.2.5.1) is reported as
Taxonomy-eligible. Other eligible CapEx (Category
C) includes investments in energy-efficient building
upgrades (relighting), installation of electric vehicle
charging stations in building-adjacent parking areas,
installation of photovoltaic panels, and roof insulation for
existing buildings.
For the OpEx KPI, the denominator comprises day-to-day
costs directly incurred for research and development,
building renovations, short-term lease and the repair
and maintenance of property, plant, and equipment.
No other direct expenditures related to the ongoing
servicing of Recticel’s assets were recorded. The OpEx
numerator is determined using Taxonomy-eligible
turnover (sales) as the allocation key. The changes are
related to the acquisition of Rex Panels & Profiles.
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5.1.4 2024 EU Taxonomy reporting tables
Financial year 2024 2024 Substantial Contribution Criteria DNSH criteria (‘Do No Significant Harm’)(h)
ECONOMIC
ACTIVITIES (1)
CODE
(A) (2)
TURNOVER (SALES)
(3)
PROPORTION OF
TURNOVER (SALES)
(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,
YEAR 2023 (18)
CATEGORY ENABLING
ACTIVITY (19)
CATEGORY
TRANSITIONAL
ACTIVITY (20)
EUR
X 1,000
%
Y; N; N/
EL (b)
(c)
Y; N; N/
EL (b)
(c)
Y; N; N/
EL (b)
(c)
Y; N; N/
EL (b)
(c)
Y; N; N/
EL (b)
(c)
Y; N; N/
EL (b)
(c)
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)
Turnover (sales) of environmentally sustainable activities
(Taxonomy-aligned) (A.1)
0 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% - - - - - - N 0.0%
Of which enabling 0 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% - - - - - - N 0.0% E
Of which transitional 0 0.0% 0.0% - - - - - - N 0.0% T
A.2 Taxonomy-eligible but not environmentally sustainable activities (not taxonomy-aligned activities) (e) (g)
EL; N/EL
(f)
EL; N/EL
(f)
EL; N/EL
(f)
EL; N/EL
(f)
EL; N/EL
(f)
EL; N/EL
(f)
Manufacture of energy efficiency equipment for buildings CCM 3.5 525,172 86.1% EL N/EL N/EL N/EL N/EL N/EL 93.2%
Turnover (sales) of taxonomy-eligible but not environmentally
sustainable activities (not taxonomy-aligned activities) (A.2)
525,172 86.1% 86.1% 0.0% 0.0% 0.0% 0.0% 0.0% 93.2%
B. TAXONOMY NON-ELIGIBLE ACTIVITIES
Turnover (sales) of taxonomy non-eligible activities 85,024 13.9%
TOTAL (A.1 + A.2 + B) 610,196 100.0%
Proportion of turnover (sales) from products or services associated with taxonomy-aligned economic activities - disclosure covering year 2024
Colomn (17)
N – Taxonomy-eligible but not taxonomy-aligned activity for the relevant environmental objective
Column (5)
EL – Taxonomy eligible activity for the relevant environmental objective
Column (6-10)
N/EL – Taxonomy non-eligible activity for the relevant environmental objective
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Financial year 2024 2024 Substantial Contribution Criteria DNSH criteria (‘Do No Significant Harm’)(h)
ECONOMIC
ACTIVITIES (1)
CODE
(A) (2)
CAPEX (3)
PROPORTION OF
CAPEX (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,
YEAR 2023 (18)
CATEGORY ENABLING
ACTIVITY (19)
CATEGORY
TRANSITIONAL
ACTIVITY (20)
EUR
X 1,000
%
Y; N; N/
EL (b)
(c)
Y; N; N/
EL (b)
(c)
Y; N; N/
EL (b)
(c)
Y; N; N/
EL (b)
(c)
Y; N; N/
EL (b)
(c)
Y; N; N/
EL (b)
(c)
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)
CapEx of environmentally sustainable activities (taxonomy-aligned) (A.1) 0 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% - - - - - - N 0.0%
Of which enabling 0 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% - - - - - - N 0.0% E
Of which transitional 0 0.0% 0.0% - - - - - - N 0.0% T
A.2 Taxonomy-eligible but not environmentally sustainable activities (not taxonomy-aligned activities) (e) (g)
EL; N/EL
(f)
EL; N/EL
(f)
EL; N/EL
(f)
EL; N/EL
(f)
EL; N/EL
(f)
EL; N/EL
(f)
Manufacture of energy efficiency equipment for buildings CCM 3.5 71,114 82.6% EL N/EL N/EL N/EL N/EL N/EL 53.0%
Electricity generation using solar photovoltaic technology CCM 4.1 0 0.0% EL N/EL N/EL N/EL N/EL N/EL 0.1%
Installation, maintenance and repair of charging stations for
electric vehicles in buildings and parking spaces attached to
buildings
CCM 7.4 52 0.1% EL N/EL N/EL N/EL N/EL N/EL 0.2%
Installation, maintenance and repair of energy efficiency
equipment
CCM 7.6 16 0.0% EL N/EL N/EL N/EL N/EL N/EL 0.8%
Renovation of existing buildings CCM 7.2 18 0.0% EL N/EL N/EL N/EL N/EL N/EL 0.0%
CapEx of taxonomy- eligible but not environmentally sustainable
activities (not taxonomy-aligned activities) (A.2)
71,201 82.7% 82.7% 0.0% 0.0% 0.0% 0.0% 0.0% 54.1%
B. TAXONOMY NON-ELIGIBLE ACTIVITIES
CapEx of taxonomy non-eligible activities 14,844 17.3%
TOTAL (A.1 + A.2 + B) 86,046 100.0%
Proportion of CapEx from products or services associated with taxonomy-aligned economic activities - disclosure covering year 2024
Colomn (17)
N – Taxonomy-eligible but not taxonomy-aligned activity for the relevant environmental objective
Column (5)
EL – Taxonomy eligible activity for the relevant environmental objective
Column (6-10)
N/EL – Taxonomy non-eligible activity for the relevant environmental objective
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Financial year 2024 2024 Substantial Contribution Criteria DNSH criteria (‘Do No Significant Harm’)(h)
ECONOMIC
ACTIVITIES (1)
CODE
(A) (2)
OPEX (3)
PROPORTION OF
OPEX (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,
YEAR 2023 (18)
CATEGORY ENABLING
ACTIVITY (19)
CATEGORY
TRANSITIONAL
ACTIVITY (20)
EUR
X 1,000
%
Y; N; N/
EL (b)
(c)
Y; N; N/
EL (b)
(c)
Y; N; N/
EL (b)
(c)
Y; N; N/
EL (b)
(c)
Y; N; N/
EL (b)
(c)
Y; N; N/
EL (b)
(c)
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)
OpEx of environmentally sustainable activities (A.1)
(Taxonomy-aligned) (A.1)
0 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% - - - - - - N 0.0%
Of which enabling 0 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% - - - - - - N 0.0% E
Of which transitional 0 0.0% 0.0% - - - - - - N 0.0% T
A.2 Taxonomy-Eligible but not environmentally sustainable activities (not taxonomy-aligned activities) (e) (g)
EL; N/EL
(f)
EL; N/EL
(f)
EL; N/EL
(f)
EL; N/EL
(f)
EL; N/EL
(f)
EL; N/EL
(f)
Manufacture of energy efficiency equipment for buildings
CCM
3.5
10,091 79.0% EL N/EL N/EL N/EL N/EL N/EL 82.2%
OpEx of taxonomy- eligible but not environmentally sustainable
activities (not taxonomy-aligned activities) (A.2)
10,091 79.0% 79.0% 0.0% 0.0% 0.0% 0.0% 0.0% 82.2%
B. TAXONOMY NON-ELIGIBLE ACTIVITIES
OpEx of taxonomy non-eligible activities 2,678 21.0%
TOTAL (A.1 + A.2 + B) 12,768 100.0%
Proportion of OpEx from products or services associated with taxonomy-aligned economic activities - disclosure covering year 2024
Colomn (17)
N – Taxonomy-eligible but not taxonomy-aligned activity for the relevant environmental objective
Column (5)
EL – Taxonomy eligible activity for the relevant environmental objective
Column (6-10)
N/EL – Taxonomy non-eligible activity for the relevant environmental objective
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(a)
The Code constitutes the abbreviation of the relevant objective to which the economic activity is eligible to make a substantial contribution, as well as the Section number of the activity in the relevant Annex covering the objective, i.e.:
- Climate Change Mitigation: CCM
- Climate Change Adaptation: CCA
- Water and Marine Resources: WTR
- Circular Economy: CE
- Pollution Prevention and Control: PPC
- Biodiversity and ecosystems: BIO
(b)
Y - Yes, Taxonomy-eligible and Taxonomy-aligned activity with the relevant environmental objective
N - No, Taxonomy-eligible but not Taxonomy-aligned activity with the relevant environmental objective
N/EL – not eligible, Taxonomy non-eligible activity for the relevant environmental objective
(c)
Where an economic activity contributes substantially to multiple environmental objectives, non-financial undertakings shall indicate, in bold, the most relevant environmental objective for the purpose of computing the KPIs of financial undertakings
while avoiding double counting. In their respective KPIs, where the use of proceeds from the financing is not known, financial undertakings shall compute the financing of economic activities contributing to multiple environmental objectives under the
most relevant environmental objective that is reported in bold in this template by non-financial undertakings. An environmental objective may only be reported in bold once in one row to avoid double counting of economic activities in the KPIs of
financial undertakings. This shall not apply to the computation of Taxonomy-alignment of economic activities for financial products products defined in point (12) of Article 2 of Regulation (EU) 2019/2088. Non-financial undertakings shall also report
the extent of eligibility and alignment per environmental objective, that includes alignment with each of environmental objectives for activities contributing substantially to several objectives.
(d)
The same activity may align with only one or more environmental objectives for which it is eligible.
(e)
The same activity may be eligible and not aligned with the relevant environmental objectives.
(f)
EL - Taxonomy eligible activity for the relevant objective
N/EL - Taxonomy non-eligible activity for the relevant objective
(g)
Activities shall be reported in Section A.2 of this template only if they are not aligning to any environmental objective for which they are eligible. Activities that align to at least one environmental objective shall be reported in Section A.1 of this
template.
(h)
For an activity to be reported in Section A.1 all DNSH criteria and minimum safeguards shall be met.
NUCLEAR ENERGY RELATED ACTIVITIES
1 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
2 The undertaking carries out, funds or has exposures 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
3 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
4 The undertaking carries out, funds or has exposures to construction or operation of electricity generation facilities that produce electricity using fossil gaseous fuels. NO
5 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
6 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
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5.2 Environmental | E1
Climate change
The overview below follows the structure of ESRS E1. All sub-topics were considered
material in the Double Materiality Assessment (DMA).
Additionally, Chapter 5.1 provides details on EU Taxonomy reporting, while Chapter 5.2.8
contains information on the avoided emissions of our building products sold in 2024.
Recticel integrates sustainability-related performance targets in incentive schemes, as
detailed in Chapter 3.3, GOV-3.
Note: Due to the acquisition of Rex Panels & Profiles on 8 January 2024 with three
operational buildings in Belgium, we restated our SBTi base year (2021) and prior year
2023 data in Chapter 5.2.6 (E1-5 Energy consumption, mix and intensity) and in Chapter
5.2.7 (E1-6 Gross scopes 1, 2, 3 and total GHG emissions).
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5.2.1 Material E1 IROs and their interaction with strategy
and business model
Chapter 4.3, Navigating the landscape of risks and opportunities, provides a comprehensive examination of the material IROs associated with ESRS E1, including the IRO process
description, and their interaction with the strategy and business model. Information on the results of the resilience analysis can be found in Chapter 2.3.4, Resilience of our
business model and strategy.
5.2.2 E1-1 Transition plan for climate change mitigation
Since 2010, Recticel has undergone a significant transformation, evolving from
restructuring and optimising its manufacturing footprint to repositioning itself as a
leading insulation company. Today, we provide energy-efficient solutions that help to
mitigate climate change. Through strategic divestments and acquisitions, we have
strengthened our insulation business and positioned ourselves for continued growth.
As we have operations in seven countries, Recticel’s electrification strategy is
influenced by the readiness of regional electricity grids and access to low-carbon
electricity. While some regions have clear electrification roadmaps, infrastructure
development often lags, causing delays in grid connections.
In the UK, delays in connecting renewable energy projects to the grid have led Ofgem
to approve a GBP 4 billion investment to accelerate infrastructure development. In
Belgium, electrification is progressing rapidly in sectors like mobility and industry, but
the pace remains uneven, leading to supply and demand imbalances. France faces
similar challenges, with the rapid expansion of solar energy causing grid connection
bottlenecks. The grid operator RTE estimates EUR 100 billion in investments by 2040 to
modernise and expand France’s electricity grid.
These regional disparities highlight the complexities of scaling electrification and
transitioning to sustainable energy solutions across our operations. As a smart
insulation group, we are dedicated to meeting our customers’ needs and driving
sustainable development in an industry propelled by the energy transition. Rooted
in sustainable innovation, our solutions address key societal challenges, including
climate change, resource depletion and the urgent need for clean, renewable energy.
Portfolio and EU Taxonomy eligibility
Our current portfolio addresses one of the most critical megatrends, reducing CO
2
e
emissions to protect the environment. This is reflected in our EU Taxonomy declaration
(Chapter 5.1), which provides a standardised framework for classifying environmentally
sustainable activities. 86.1% of our insulation boards, insulated panels and vacuum
insulation panels meet the technical screening criteria for climate change mitigation
(Cat. 3.15, Manufacture of energy efficiency equipment for buildings).
The Science Based Targets Initiative (SBTi)
Our commitment to environmental stewardship is exemplified by our involvement in
the Science Based Targets initiative (SBTi), which approved our targets in February
2024. With net-zero emissions by 2050 as our ultimate goal, we have set two near-
term targets for 2030 aligned with limiting global warming to 1.5°C, as per the Paris
Agreement. Details on our targets, decarbonisation levers, action plans, and associated
expenditures are outlined in Chapter 5.2.4, E1-3, and Chapter 5.2.5, E1-4.
Near-term action: Reducing scope 1 and scope 2 emissions
A key element of our near-term strategy is achieving a 90% reduction in absolute
scope 1+2 GHG emissions by 2030, based on a 2021 baseline. To ensure accountability
and measurable progress, we have integrated ESG-linked monetary incentives into
the remuneration practices of white-collar employees (Hay Grade 14 and above) and
officers. For more information on the alignment of compensation with sustainability
goals, see Chapter 3.4, GOV-4.
Addressing locked-in emissions
We have identified potential locked-in GHG emissions in the carbon-intensive
raw materials used for manufacturing insulation boards and insulated panels.
By collaborating with our supply chain, we are driving innovation to reduce these
emissions, strengthening resilience and contributing to a low-carbon economy. No
locked-in emissions have been identified in our infrastructure or operations.
Alignment with EU Paris-aligned benchmarks
Recticel is aligned with the EU Paris-Aligned Benchmarks (PABs), which guide investment
portfolios to meet the Paris Agreement’s climate goals. This alignment underscores our
commitment to achieving the highest climate responsibility standards while fostering
sustainable growth and long-term value creation.
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5.2.3 E1-2 Policies related to climate change mitigation
Our sustainability strategy has shaped our portfolio and innovation priorities as we respond to key societal challenges. With our Race to Net
Zero plan we address climate change mitigation within our operations, supply chain and business activities. The strategy is grounded in
science based evidence, industry best practices and our commitment to continuous improvement.
Target activities
Reduction of direct energy consumption & electrification
Conversion process energy away from fossil fuels
Increase owned energy
Zero emission company vehicles
Decrease in product carbon intensity from key suppliers
Zero waste to landfill
Recovery of EOL value
Reduction of distribution inefficiencies
Recticel has established a comprehensive policy framework to guide its efforts in
mitigating climate change, underlining our commitment to achieving ambitious
greenhouse gas (GHG) reduction targets and transitioning to a sustainable future.
OUR
RACE
TO
NET
ZERO
EMISSIONS
Objectives
Fight climate change through decarbonisation
and resource efficiency
Deliver on our SBTi commitment
Governance and oversight
The Board of Directors, in collaboration with the Audit & Sustainability Committee,
reviewed and approved the ESG strategy, including the climate change mitigation
transition plan, to ensure alignment with high sustainability standards. For more
information on governance, see Chapter 3.2, GOV-2.
Investments
In 2024, Recticel invested in upgrading its factories and optimizing production lines to
enhance efficiency while reducing energy consumption and related GHG emissions.
Additionally, we invested in R&D for a next-generation recycling plant in Wevelgem,
Belgium. This EUR 13 million facility will specialize in the chemical recycling of PU waste
into raw materials for new board production, making a significant contribution to
circularity in our sector and substantially reducing scope 3 emissions.
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5.2.3.1 Scope and exclusions
The climate change mitigation policy applies across all business units, operations and
supply chains globally. It encompasses the reduction of scopes 1, 2, 3 GHG emissions,
the adoption of renewable energy and the implementation of sustainable product
design principles, focusing on resource efficiency and recyclability. Exclusions are
limited to activities where Recticel does not have operational control.
5.2.3.2 Accountability
The overall responsibility for our sustainability ambitions, strategy, reporting and issues
management resides with the Chief Executive Officer (CEO). As such he is ultimately
accountable for the policy implementation, ensuring alignment with Recticel’s
strategic priorities and overseeing progress against our climate-related targets. Refer
to Chapter 3.2 (GOV-2) on the role and responsibility of the Audit & Sustainability
Committee.
5.2.3.3 Alignment with third-party standards
The policy respects internationally recognised standards and frameworks, including:
The Science Based Targets initiative (SBTi) for aligning GHG reduction targets with the
Paris Agreement
EU Taxonomy for sustainable activities
Recommendations of the Task Force on Climate-related Financial Disclosures (see
Chapter 8.3)
ISO 14001 for environmental management systems
Contribution to the UN Sustainable Development Goals (SDG) (see Chapter 8.3)
5.2.3.4 Stakeholder interests
The development and refinement of the climate change mitigation policy are informed
by the interests and inputs of the following stakeholders:
Investors: Emphasis on financial resilience and alignment with sustainability
benchmarks
Customers: Demand for low-carbon, energy-efficient products
Employees: Engagement in sustainability goals, including incentives
Regulators: Compliance with climate-related legislation and reporting standards
Suppliers: Engagement in lowering the embedded carbon of purchased materials
and in development of materials with bio-sourced content
5.2.3.5 Stakeholder communication and accessibility
The Recticel Group’s climate change mitigation policy was thoroughly developed
in 2024 and will be finalised and published on the corporate website in 2025. In the
meantime, employees, suppliers, and other relevant stakeholders are actively engaged
through targeted communication strategies and collaborative initiatives, ensuring
effective implementation and shared accountability.
5.2.3.6 Impacts, risks and opportunities
Details about the climate change mitigation impacts, risks and opportunities (IRO) are
provided in the overview table in Chapter 4.3.
5.2.4 E1-3 Actions and resources
in relation to climate change
policies
In 2024, we achieved a 24.2% reduction in scope 1+2 carbon intensity per m³ and a
2.1% reduction in scope 3 GHG intensity per m³ (excl. Cat. 3.15, Investments) compared
to 2021. These results reinforce our confidence in meeting our SBTi near-term
commitment to reduce scope 1+2 emissions by 90% and scope 3 emissions by 25% by
2030.
Our SBTi emissions reduction plan is aligned with a rate of decarbonisation consistent
with keeping global temperature increase to 1.5°C compared to pre-industrial
temperatures. Details of the progress made against targets can be found in Chapter
5.2.7, E1-6 Gross scopes 1, 2, 3 and total GHG emissions.
Recticel’s R&D developments as well as all other CapEx and OpEx expenses related
to category CCM 3.5 (manufacture of energy efficiency equipment for buildings) are
assessed in the context of the approved SBTi objectives (Chapter 5.2.5, E1-4), reported
in the EU Taxonomy tables under Chapter 5.1.3.
As we invest to achieve our near-term and net-zero SBTi targets, we carefully evaluate
the useful life of replaced assets and adjust our estimates accordingly. These
considerations are reflected in our financial statements and, at this stage, our climate
change initiatives have not materially impacted our financial reporting judgments.
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The following is a summary of actions undertaken in
2024 as part of our GHG emission reduction roadmap.
These initiatives, aligned with both our near- and long-
term SBTi targets (see Chapter 5.2.5), will continue in the
years ahead.
Energy efficiency initiatives
Recticel operates with relatively low energy intensity,
as evidenced by our modest scope 1 and scope 2
GHG emissions. We have further reduced energy
consumption by replacing equipment and enhancing
operational efficiency. We have increased electrification
of our car fleet and almost all forklifts are now electrical.
As a result, in 2024, our scope 1 emissions decreased by
28% since 2021.
Supply chain collaboration
We are working collaboratively with our suppliers
to address emissions throughout our supply
chain, promote sustainability and achieve positive
environmental outcomes. We have incorporated a
sustainability scorecard into our procurement policy
and engage extensively with suppliers to achieve our
targets. This has led to a reduction in scope 3.1 emissions
compared to base year 2021, while increasing output.
Renewable energy transition
As part of our transition to renewable energy, we
are exploring additional solar panel installations at
our production sites and leveraging Power Purchase
Agreements (PPAs). We have also increased our
procurement of green electricity from external sources.
Additionally, a project is underway to electrify our
operations.
Innovation
Recticel is dedicated to developing smart, sustainable
insulation materials and allocates approximately
1% of its annual revenue to innovative solutions and
technologies that support climate change mitigation
and circularity. This includes partnerships with research
and development institutes to explore bio-based
raw materials and recycling solutions for end-of-life
construction materials.
New product introduction
By focusing on creating advanced insulation materials
with exceptional thermal performance and reduced
environmental impact, Recticel introduced several new
systems and innovative products in the 2023-2024
period.
Powerdeck+ Light Roof
The light roof system allows renovation of steel deck
flat roofs with polyurethane insulation boards and
installation of photovoltaic panels without reinforcing
the existing roof construction. In a joint offering with
SIKA France, this new system outperforms alternative
insulation with mineral wool, allowing thinner panels
for equal
insulation value. It is suitable for lighter
structural steel and provides a much lower carbon
footprint versus alternatives.
Deck-VQ
Deck-VQ vacuum insulated panels offer the ultimate
efficiency for demanding applications. Vacuum
insulated panels offer exceptionally high insulation
efficiency and space-saving characteristics and have
a very low carbon footprint.
Impact product line
With Eurowall Impact and Eurothane Silver Impact
insulation boards, we offer a product line containing
25% bio-circular content, reducing their carbon
footprint by 43% while maintaining the same
insulation performance.
Alu-free board
Our new gas diffusion tight alu-free polyurethane (PIR)
board for prefab buildings reduces the risk of corrosion
and significantly enhances durability in construction
projects, with up to 40% reduction in carbon emissions
of the facings.
BASE – insulated panel
BASE, a backing wall insulated façade system solution,
is a canvas for architects to design architecture with
unlimited choice of final claddings. It is a façade
system with an extreme load-bearing capacity of up to
60 kg/m
2
ensuring quick installation with fewer workers
whilst reducing the embodied carbon of the building
envelope by up to 60%.
Qbiss One Next & Trimoterm Next
As the demand for greener building solutions grows,
Qbiss One Next and Trimoterm Next insulated panels
lead the way toward a zero-carbon future. These
advanced insulated panels crafted from sustainable,
low-carbon materials, achieve up to 68% and 69%
reductions in CO
2
e emissions compared to existing
alternatives.
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5.2.5 E1-4 Targets related to climate change mitigation
The SBTi, a collaboration between CDP, the UN Global Compact, WRI, and WWF, provides a science based framework
for companies to reduce greenhouse gas emissions consistent with the latest climate change scenarios and
corresponding carbon budgets.
In October 2022, Recticel submitted two near-term targets and a long-term net-zero target to the Science Based
Targets initiative (SBTi) for validation. These were approved on 14 February 2024.
5.2.5.1 Relationship with policy
objectives
Our targets are directly aligned with Recticel’s climate
change mitigation policy, which aims to reduce our
carbon footprint, enhance energy efficiency and
contribute to a low-carbon economy. These objectives
are embedded in our strategic roadmap and reflect
our dedication to environmental stewardship and
sustainable growth.
Recticel chose operational control as the consolidation
approach and all divisions have been accounted for
in the inventory boundary. All science based targets
have been assessed against the absolute contraction
approach.
All targets are grounded in conclusive scientific
evidence, as defined by the SBTi. They are designed to
meet or exceed the decarbonisation pathways outlined
in the latest Intergovernmental Panel on Climate
Change (IPCC) reports, ensuring alignment with a 1.5°C
global warming scenario, compared to pre-industrial
temperatures.
5.2.5.2 Scope of target
Near-term targets (2030)
Recticel commits to reduce absolute scope 1+2 GHG
emissions by 90%, by 2030 from a 2021 base year.
Recticel also commits to reduce absolute scope 3
GHG emissions by 25% within the same timeframe.
Long-term target (2050)
Recticel commits to maintain at least 90% absolute
scope 1+2 GHG emissions reductions from 2030
through 2050 from a 2021 base year.
For details on how Recticel addresses the remaining 10%
of residual emissions, refer to Chapter 5.2.9, E1-7.
Baseline value
To ensure that the baseline value against which
we measure progress towards our targets is
representative, the scope of activities covered and
external influencing factors need to be considered,
such as temperature anomalies that may affect
energy consumption and related GHG emissions.
As Recticel made a voluntary commitment to
achieving net zero under the Science Based Targets
initiative (SBTi), our baseline year has been defined
in accordance with SBTi requirements to align
with the goal of reaching net zero by 2050. This
ensures consistency with global best practices and
maintains the integrity of our emissions reduction
pathway.
Our targets are based on a 2021 baseline
established by SBTi, reflecting the timing of our
commitment and our net-zero target, aligned with a
1.5°C global warming scenario.
The baseline data have been adjusted to account
for the acquisition of Rex in 2024.
Absolute 2021 emissions values:
scope 1: 6,002 tCO
2
e (restated)
scope 2: 5,435 tCO
2
e (market-based, restated)
scope 3: 819,381 tCO
2
e
(restated, excl. Cat. 3.15, Investments)
5.2.5.3 Methodologies and significant
assumptions
The targets were developed in accordance with
the Science Based Targets initiative (SBTi) criteria,
validated against their Target Validation Protocol
(version 5.1) and approved on 14 February 2024.
Scopes 1 and 2 reduction pathways align with
sector-specific decarbonisation curves for
manufacturing industries.
Scope 3 reduction relies on lifecycle analysis (LCA)
of our products and collaboration with suppliers to
innovate and decarbonise the supply chain.
Key assumptions include the availability of
renewable energy, advancements in material
technology, and supportive regulatory frameworks.
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5.2.5.5 Emission reduction roadmap
As part of the SBTi approval process, we developed a detailed roadmap to model
emission reductions across scopes 1, 2, 3. Built from the ground up at the site level, this
roadmap includes interim projections of estimated emissions leading up to our 2030
target year and accounts for the anticipated growth of the Recticel Group. Notably,
the roadmap exclusively aligns with the 1.5°C climate scenario, with no alternative
scenarios considered during its preparation.
scope 1+2 reduction plan (near-term target) scope 3 reduction plan (near-term target)
Emissions [tCO
2
e]
Emissions [tCO
2
e]
Status 31.12.2024:
7,342 tCO
2
e
Status 31.12.2024:
851,730 tCO
2
e
Business growth
Business growth
Technology learning
Technology learning
Mobile combustion
Purchased goods
and services
Stationary combustion
End-of-life treatment
of sold goods
Decarbonisation of
electricity mix
Upstream & downstream
transportation
2030 SBTi target:
1,144 tCO
2
e
Innovation gap
2030 SBTi target:
659,962 tCO
2
e
5.2.5.4 Stakeholder involvement in target setting
The SBTi target was defined by the Chief Executive Officer in 2022 and validated by the
Board of Directors.
The key pillars of the roadmap are:
Focusing on efficiency measures through continuous improvement
Electrifying the production process
Transitioning from fossil fuels to renewable energy
Focusing on procurement of more sustainable materials
Redesigning products so that the end-of-life (EOL) impact is reduced and
recyclability is increased
Fostering supplier engagement towards more carbon-efficient materials and
services
28%
100% 100%
-45%
-45%
28%
77%
-10%
-20%
-15%
-4%
-2%
15%
-10%
-13%
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energy consumption
2021
(restated, SBTi base year)
2023
(restated)
2024
74,465 MWh 59,599 MWh 47,398 MWh
-36.3%
vs. base
year 2021
2023
(restated)
photovoltaic energy consumption
2024
2,625 MWh
2021
(restated, SBTi base year)
1,001 MWh 2,705 MWh
+170.3%
vs. base
year 2021
5.2.6 E1-5 Energy consumption, mix and intensity
5.2.6.1 Total energy consumption
5.2.6.2 Purchased energy according to type of instrument
We consider non-renewable electricity as all electricity for which no electricity attribute certificates
(e.g. certificate of origin) for renewable electricity are purchased.
Renewable electricity is purchased electricity combined with electricity attribute certificates, or self-
produced renewable electricity (e.g. with photovoltaic panels). Renewable electricity does not count
for any emissions in scope 1 and scope 2 in the market-based method. When relevant, we account for
scope 3 emissions related to the production, transport and grid losses of such renewable electricity.
Energy consumption (MWh)
2021 (RESTATED)
SBTI BASE YEAR
2023
(RESTATED)
2024
∆%
2024-2023
∆%
2024-2021
Total energy consumption
scope 1 (energy) + scope 2
74,465 59,599 47,398 -20.5% -36.3%
Purchased electricity from renewable
sources (green certificates)
0 0 6,500 6,500% 6,500%
Purchased electricity from renewable
& non-renewable sources
73,464 56,974 44,693 -21.6% -39.2%
Renewable energy consumption
on-site (photovoltaic)
1,001 2,625 2,705 3.1% 170.3%
Renewable energy production
on-site (photovoltaic) *
1,071 4,239 4,423 +4.3% +313.0%
Purchased energy (type of
instrument)
2021 (RESTATED)
SBTI BASE YEAR
2023
(RESTATED)
2024
∆%
2024-2023
∆%
2024-2021
With no attribute 100.0% 100.0% 85.5% -14.5% -14.5%
With bundled attribute (ie PPA) 0.0% 0.0% 0.0%
With unbundled attribute
(ie standalone energy certificate)
0.0% 0.0% 14.5%
Photovoltaic energy consumption
Energy consumption
For comparability, the 2023 data and the 2021 SBTi base year information have been restated to
reflect the 2024 M&A activity. The acquisition related to the restatement represents 12.3% of the
total carbon footprint and 7.1% of the total energy consumption in 2023. For more information,
see Chapter 4.1.
* Rex figure is extrapolated based on the total consumed energy of self-generated non-fuel renewable energy (MWh) and the renewable
energy production on-site (photovoltaic) by Recticel Insulation and Trimo
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5.2.6.3 Energy mix and consumption
Energy mix (MWh)
2021
(RESTATED)
SBTI BASE YEAR
2023
(RESTATED)
2024
∆%
2024-2023
∆%
2024-2021
(1) Fuel consumption from coal and coal products 0 0.0% 0 0.0% 0 0.0% 0.0% 0.0%
(2) Fuel consumption from crude oil and petroleum products 913 1.2% 993 1.7% 871 1.8% -12.3% -4.6%
(3a) Fuel consumption from natural gas 16,620 22.3% 11,265 18.9% 10,351 21.8% -8.1% -37.7%
(3b) Fuel consumption from LPG 7,239 9.7% 5,153 8.6% 4,955 10.5% -3.8% -31.6%
(4) Fuel consumption from other fossil fuels 3,277 4.4% 4,894 8.2% 2,851 6.0% -41.7% -13.0%
(5a) Consumption of purchased heat (location-based) 1,123 1.5% 1,105 1.9% 1,060 2.2% -4.1% -5.6%
(5b) Consumption of non-renewable (grey) electricity (market-based) 31,340 42.1% 23,626 39.6% 18,080 38.1% -23.5% -42.3%
Of which consumption from nuclear sources 12,953 9,938 6,901 -30.6% -46.7%
(6) Total fossil fuel/grey energy consumption 73,465 56,947 38,168
Share of fossil fuel/grey sources in total energy consumption 98.7% 95.6% 80.5%
Share of consumption from nuclear sources in total energy consumption 17.4% 16.7% 14.6%
(7) Fuel consumption from renewable sources, including biomass 0 0.0% 0 0.0% 0 0.0% 0.0% 0.0%
(8) Consumption of purchased or acquired electricity from renewable sources
(market-based)
0 0.0% 0 0.0% 6,525 13.8% 0.0% 0.0%
(9) Consumption of purchased heat from renewable sources (market-based) 0 0.0% 0 0.0% 0 0.0% 0.0% 0.0%
(10) Consumption of self-generated non-fuel renewable energy 1,001 1.3% 2,625 4.4% 2,705 5.7% 3.0% 170.3%
(11) Total renewable energy consumption 1,001 2,625 9,230
Share of renewable sources in total energy consumption 1.3% 4.4% 19,5%
Total energy consumption 74,465 82.6% 59,599 83.3% 47,398 100% -20.5% -36.3%
Energy mix (tCO
2
e)
2021
(RESTATED)
SBTI BASE YEAR
2023
(RESTATED)
2024
∆%
2024-2023
∆%
2024-2021
(1) Fuel consumption from coal and coal products 0.0 0.0% 0.0 0.0% 0.0 0.0% 0.0 0.0%
(2) Fuel consumption from crude oil and petroleum products 224.4 38.9% 244.1 44.0% 213.8 40.6% -12.4% -4.7%
(3a) Fuel consumption from natural gas 31.7 5.5% 13.1 2.4% 13.5 2.6% 3.1% -57.4%
(3b) Fuel consumption from LPG 0.0 0.0% 0.0 0.0% 0.0 0.0% 0.0 0.0%
(4) Fuel consumption from other fossil fuels 0.0 0.0% 0.0 0.0% 0.0 0.0% 0.0 0.0%
(5a) Consumption of purchased heat (market-based) 0.0 0.0% 0.0 0.0% 0.0 0.0% 0.0 0.0%
(5b) Consumption of non-renewable electricity (market-based) 320.1 55.6% 297.8 53.7% 299.0 56.8% 0.4% -6.6%
(6) Total fossil fuel/grey energy consumption 576.2 100.0% 555.0 100.0% 526.3 100.0% -5.2% -8.7%
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5.2.6.4 Energy intensity
Energy intensity is calculated as the amount of energy consumed per unit of output or activity. Reducing energy use while maintaining the same level of production
lowers this intensity.
Recticel operates in a high climate impact sector (see Chapter 4.3.1) and, therefore, reports energy intensity indicators based on net revenue (sales). Additionally, we
disclose energy intensity relative to realised sales volume. Using sales volume as a basis eliminates price-driven volatility in the indicator, which is unrelated to climate
impact. SBTi recognises this approach as the most robust method for addressing climate considerations.
Energy intensity per m
3
energy intensity per m
3
22.48 kWh/m³ 19.38 kWh/m³ 13.42 kWh/m³
-30.8 %
vs. base
year 2021
2021 2023 2024
Energy intensity 1, per sales volume
[KWh/ m³]
2021
(RESTATED)
2023
(RESTATED)
2024
∆%
2024-2023
∆%
2024-2021
Total energy consumption from activities in high climate
impact sectors per sales volume from activities in high
climate impact sectors
1
22.48 19.38 13.42 -30.8% -40.3%
Recticel Group
(incl. Rex)
Energy intensity 2, per net revenue
[KWh/EUR]
2023 2024
∆%
2024-2023
Total energy consumption from activities in high climate
impact sectors per net revenue from activities in high
climate impact sectors
1
0.087 0.078 -10.9%
Recticel Group
(excl. Rex)
Recticel Group
(incl. Rex)
in thousand EUR
2023 2024
Net revenue from activities in high climate impact sectors used to calculate energy intensity
1
529,426 610,196
Net revenue (others) 0 0
Total net revenue (Sales, Chapter 7.1.1) 529,426 610,196
1
EU Regulation 2019/2089, also known as the EU Low Carbon Benchmarks Regulation (EU BMR), defines high climate impact sectors as those that are
key to the low-carbon transition. The EU BMR defined 9 (of a total of 21) NACE sections, amongst them manufacturing and construction
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5.2.7 E1-6 Gross scopes 1, 2, 3 and total GHG emissions
The carbon footprint of an activity or organisation represents the total greenhouse gas emissions produced over a defined period, measured in metric tonnes of carbon dioxide
equivalent (tCO
2
e). This footprint is calculated by multiplying activity data by the corresponding emission factors. Recticel adheres to the globally recognised Greenhouse Gas
Protocol (GHG) Protocol, which provides comprehensive standards for measuring and managing emissions. Direct emissions (scope 1) originate from sources owned or controlled
by the reporting entity. In contrast, indirect emissions (scope 2, scope 3) are associated with the entity’s activities but occur at sources owned or operated by third parties.
5.2.7.1 Measuring our carbon footprint
Methodology
All our emissions are calculated according to the GHG Protocol methodology for the full
scope of our insulation activities for the years 2021, 2022, 2023 and 2024. Following the
acquisition of Rex, the data for 2021 and 2023 have been restated.
Sources of emission factors: internationally recognised emission factor databases
(ecoinvent, Bilan Carbone, ADEME, IEA, BEIS, Higg, DEFRA), EPD from suppliers, sector and
product specific LCA reports, and national electricity emission factors from IEA reports.
Reporting
Technical
All greenhouse gases, such as carbon dioxide (CO
2
), methane (CH
4
), nitrous oxide
(N
2
O) and refrigerants (HFC, PFC and CFC) are converted into CO
2
equivalents
using Intergovernmental Panel on Climate Change (IPCC) 100-year global warming
potential (GWP) coefficients.
Boundaries
Operational control (scopes 1, 2, 3 all categories): All Recticel Group manufacturing
sites during 2024, all offices, warehouses and the Recticel headquarters in Brussels
(Belgium). This covers the subsidiaries Recticel Insulation, Trimo (acquired April 2022),
Turvac (74% joint venture), Rex (acquired January 2024) and Soundcoat, which are all
considered at 100% since reporting year 2021, which is also the base year for our SBTi
commitments.
Non-operational control (scope 3, Cat. 3.15): TEMDA2 GmbH (Ascorium)
2
Reference year
For targets and performance evaluation, Recticel uses 2021 as the base year (see also
Chapter 3.3).
Emissions calculations
The 2024 CO
2
e emissions were calculated using an internally developed ESG digital
platform, following the guidelines established by CO2logic, a South Pole company
(www.co2logic.com), which also conducted sanity checks to verify the accuracy of
the results. The emissions data for Rex (2021 to 2024) were calculated separately by
CO2logic, and subsequently integrated in the ESG digital platform.
2
Recticel Automotive Interiors was acquired by ADMETOS GmbH in April 2020 and transferred to TEMDA2 GmbH, a joint venture with ADMETOS holding 51% and
Recticel 49%. A reciprocal call/put option allows ADMETOS to acquire or Recticel to sell its 49% stake as from March 2024.
The Cat. 3.15 data for 2024 provided by TEMDA2 are an estimate based on 2023 data, realised sales and purchased quantities.
For comparability, the 2023 data and the 2021 SBTi base year information have
been restated to reflect the 2024 M&A activity. The acquisition related to the
restatement represents 12.3% of the total carbon footprint and 7.1% of the total
energy consumption in 2023. For more information, see Chapter 4.1.
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5.2.7.2 Data treatment & assumptions
scope
SOURCE OF EMISSIONS 2024 DATA TREATMENT & ASSUMPTIONS REASON FOR DATABASE CHOICE
1 & 2
Infrastructure fuels No further data treatment needed. Bilan Carbone database provides widely acceptable emission factors for
scope 1 emissions.
Infrastructure electricity No further data treatment needed. IEA provides the most appropriate emission factors on a country level. For the
USA eGrid provides more geographically granular emissoin factors.
Company vehicles Limited data processing required. Bilan Carbone database provides widely acceptable emission factors for
scope 1 emissions.
Refrigerants If available, direct losses data was used which was available from maintenance reports. If not available,
an assumption of 10% losses was assumed as prescribed by the Bilan Carbone® methodology.
Bilan Carbone database provides widely acceptable emission factors for
scope 1 emissions.
3
Purchased goods & services Cat. 1 Generally data was treated using the following approach:
1) When mass data available, mass based emission factors were used.
2) For the remaining data, spend based data were used to account for the emissions.
Supplier specific emission factors are prioritized as they provide the most
specific emission factor quality. This was followed by EcoInvent emision factors
as this is a detailed database with detailed information for very specific types
of materials and activities.
Capital Goods Cat. 2 No data treatment required. Bilan Carbone database provides readily available, cost-free spend based
emission factors.
Fuel and energy related activities (not
included in Scope 1 and 2)
Cat. 3 See treatment and assumptions scope 1+2: each data point has a scope 1, scope 2 and a scope 3
emission factor assigned to it.
See scope 1+2.
Upstream & dowstream transportation
of goods
Cat. 4
Cat. 9
Generally two ways of data treatment for both incoming & outgoing transport:
1) Dedicated transport (= full truckload): Total distances of (assumed) full trucks were calculated by
CO2logic using an automised tool. Data gaps were extrapolated (average distance assumed).
2) Shared transport (for truck and other transport modes): Distances were calculated using the same
tool and gaps were extrapolated similarly. This allowed for calculating data in tonne.km. When data
was available in m³, these were converted based on average kg/m³ data per site.
Specific assumptions for Soundcoat can be found in data files.
For downstream transportation no distances were known and the Product Environmental Footprint
Category Rules Guidance was used to estimate distances.
EcoInvent emision factors were used when detailed info on the type of
transport mode was available, if not more generic Bilan Carbone factors were
used.
Waste generated in operations Cat. 5 Waste data was directly available in mass units and was mapped according to different emission
factor categories.
BEIS was preferred over Bilan Carbone as the Bilan Carbone emission factor
calculation methodology is not alligned with the GHG Protocol.
Business travel (air, ground,
accomodation)
Cat. 6 CO
2
e reports from travel agencies were directly used when available; distances were calculated using
a flight calculator tool when departure & arrival location were available. When no distance data was
available, spend based emission factors were used.
Bilan Carbone database provides widely acceptable emission factors for
transportation emissions.
Employee commuting Cat. 7 Total distances per transport mode were calculated. For some sites, assumptions had to be made on
average distance & average transport mode.
Bilan Carbone database provides widely acceptable emission factors for
transportation emissions.
Upstream & downstream leased
assets
Cat. 8
Cat. 13
Office data could be directly used to assess the footprint. For warehouses an average energy
consumption/m² was applied.
See scope 1+2: the upstream leased assets use the scope 1+2 emission factors
for energy.
Processing of sold products Cat. 10 not applicable
Use of sold products Cat. 11 not applicable
End-of-life treatment of sold products Cat. 12 For each activity specific EPDs or industry average EPDs were applied. When required data in m³ was
converted to kg. For Soundcoat assumptions were made on waste treatment per reported product
type.
EPDs are business specific. When this is not available BEIS was used for the
same reason as stated for category 3.5.
Franchises Cat. 14 not applicable
Investments Cat. 15 Turnover data was used to which Recticel Group’s shares % was applied. Spend-based emission factors were used because of low materiality.
66% of GHG scope 3.1, Purchased goods and services, have been calculated using primary GHG emission data obtained from suppliers, up by 10.7% compared to 2023.
For the Rex subsidiary, the following categories were estimated using available data from the Recticel Insulation subsidiary: 3.2, 3.4, 3.5, 3.6, 3.7.
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scope 3 GHG emissions*
Base year 2021
819,381 tCO
2
e
2023 result
758,928 tCO
2
e
2024 result
802,273 tCO
2
e
*Excl. cat. 3.15 investment
2030
SBTi target*
-25%
vs base year
-2.1%
scope 3 GHG emissions
*
scope 1 GHG emissions
2021 2023 2024
6,002
tCO
2
e
4,694
tCO
2
e
4,332
tCO
2
e
-27.8%
3.1 purchased goods & services
2021 2023 2024
520,155
tCO
2
e
473,880
tCO
2
e
508,256
tCO
2
e
-2.3%
scope 1 GHG emissions
3.1 purchased goods and services
GHG emissions evolution
scope 2 GHG emissions
(market based)
2021 2023 2024
5,435
tCO
2
e
3,873
tCO
2
e
3,010
tCO
2
e
-44.6%
3.12 end-of-life treatment of sold products
2021 2023 2024
+2.8%
242,016
tCO
2
e
226,128
tCO
2
e
248,904
tCO
2
e
scope 2 GHG emissions
(market based)
3.1 purchased goods and services
% primary data GHG emissions
3.12 end-of-life treatment of sold products
GHG emissions evolution
Recticel Group GHG emissions
5.2.7.3 GHG emissions – scopes 1, 2, 3
59.8%
66.2%
scope 3.1, % primary GHG emissions data
2023 2024
+10.7%
*
Excl. Cat. 3.15, Investments
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RETROSPECTIVE MILESTONES AND TARGET YEARS
BASE YEAR COMPARATIVE N %N/N-1 %N/BASE YEAR
GHG Indicators (tCO
2
e)
2021
(RESTATED)
SBTI BASE YEAR
2023
(RESTATED)
2024
∆%
2024-2023
TARGET 2030 TARGET 2050
∆%
2024-2021
scope 1+2 (market based) 11,437 8,567 7,342 -14.3% 1,144 1,144 -35.8%
scope 1+2 (location based) 11,501 8,964 8,649 -5.8% -26.6%
scope 3 (excluding investments) 819,381 758,928 802,273 5.7% -2.1%
scope 3 (including investments) 879,949 816,805 851,730 4.3% 659.962 87.995 -3.2%
scope 1+2+3 (market based, excluding investments) 830,818 767,495 809,615 5.5% -2.6%
scope 1+2+3 (location based, excluding investments) 830,882 767,892 810,715 5.6% -2.4%
scope 1+2+3 (market based, including investments) 891,386 825,372 859,072 4.1% 661.105 89.139 -3.6%
scope 1+2+3 (location based, including investments) 891,450 825,769 860,172 4.2% -3.5%
scope 1 GHG emissions 6,002 4,694 4,332 -7.7% -27.8%
Company vehicles 968 1,181 920 -22.1% -5.0%
Energy (natural gas, LPG, other fossil fuels) (see 5.1.5.4) 4,899 3,505 3,275 -6.6% -33.1%
Refrigerant losses 135 8 137 1,612.5% 1.3%
Percentage of scope 1 GHG emissions from regulated emission trading schemes (%) 0% 0% 0%
scope 2 GHG emissions (market-based) 5,435 3,873 3,010 -22.3% -44.6%
Gross location-based scope 2 GHG emissions 5,499 4,270 4,110 -3.7% -25.3%
Gross market-based scope 2 GHG emissions 5,435 3,873 3,010 -22.3% -44.6%
Variance (= impact of renewable energy) 64 397 1,101 177.3%
Biogenic scope 2 GHG emissions
3
0 0 0
3
Biogenic emissions of CO2 carbon from the combustion or biodegradation of biomass as biofuel (wood, paper, grass trimmings, and other biofuels)
- to be reported separately from scope 2.
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scope 1+2 GHG emissions
Base year 2021
11,437 tCO
2
e
2023 result
8,567 tCO
2
e
2024 result
7,342 tCO
2
e
2030
SBTi target
-90%
vs base year
-35.8%
scope 1+2 GHG emissions
scope 1+2+3 GHG emissions*
Base year 2021
830,818 tCO
2
e
2024 result
810,715 tCO
2
e
*incl. cat. 3.15 investment
2050
SBTi target*
-90%
vs base year
-2.6%
2023 result
767,787 tCO
2
e
scope 1+2+3 GHG emissions
*
RETROSPECTIVE MILESTONES AND TARGET YEARS
BASE YEAR COMPARATIVE N %N/N-1 %N/BASE YEAR
GHG Indicators (tCO
2
e)
2021
(RESTATED)
SBTI BASE YEAR
2023
(RESTATED)
2024
∆%
2024-2023
TARGET 2030 TARGET 2050
∆%
2024-2021
scope 3 GHG emissions (excl. Cat. 3.15 Investments) 819,381 758,928 802,273 5.7% -2.1%
3.1 Purchased goods and services upstream 520,155 473,880 508,256 7.3% -2.3%
3.2 Capital goods upstream 1,410 2,334 2,963 26.9% 110.1%
3.3 Fuel and energy related activities (not included in scopes 1 and 2) upstream 2,565 1,914 2,044 6.8% -20.3%
3.4 Upstream transportation and distribution upstream 44,211 44,320 29,381 -33.7% -33.5%
3.5 Waste generated in operations upstream 1,364 1,022 993 -2.8% -27.2%
3.6 Business travel (air, ground, accommodation) upstream 55 216 241 11.6% 338.2%
3.7 Employee commuting upstream 1,310 1,351 1,064 -21.2% -18.8%
3.8 Upstream leased assets upstream 65 474 482 1.7% 641.5%
3.9 Downstream transportation and distribution downstream 6,230 7,289 7,945 9.0% 27.5%
3.10 Processing of sold products downstream not applicable
3.11 Use of sold products downstream not applicable
3.12 End-of-life treatment of sold products downstream 242,016 226,128 248,904 10.1% 2.8%
3.13 Downstream leased assets downstream 0 0 0 0% NA
3.14 Franchises downstream not applicable
scope 3 GHG emissions (incl. Cat. 3.15 Investments) 879,949 816,805 851,730 4.3% -3.2%
3.15 Investments downstream 60,568 57,982 49,272 -18.7%
*
Excl. Cat 3.15, Investments
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5.2.7.5 GHG emissions intensity
Emission intensity or carbon intensity is the emission
of pollutants relative to the intensity of the production
process (scope 1+2) or the entire value chain (scope
1+2+3).
We report the carbon intensity indicators, both market-
based and location-based, relative to net revenue
(carbon intensity 2), as required under E1-6. Additionally,
we voluntarily disclose these indicators relative to sales
volume (carbon intensity 1), which removes price-
induced volatility unrelated to climate impact. This
approach is regarded by SBTi as the most robust in
addressing climate contributions. The 25% scope 1+2
reduction in CO
2
e per m³ of insulation product sold in
2024 compared to 2023 is a result of implementing
an efficiency programme focused on more cost- and
energy-efficient manufacturing processes, alongside
the acquisition of green energy through photovoltaic
panels and the purchase of electricity with green
certificates.
Carbon intensity 1,
per sales volume
2021
(RESTATED)
2023
(RESTATED)
2024
∆%
2024-2023
∆%
2024-2021
market based
Carbon intensity 1 -
scope 1+2 [kg CO
2
e/m³]
3.5 2.8 2.1 -25.4% -39.8%
Carbon intensity 1 -
scope 1+2+3
*
[kg CO
2
e/m³]
250.8 249.5 229.2 -8.1% -8.6%
location based
Carbon intensity 1 -
scope 1+2 [kg CO
2
e/m³]
3.5 2.9 2.4 -18.0% -31.2%
Carbon intensity 1 -
scope 1+2+3
*
[kg CO
2
e/m³]
250.9 249.7 229.5 -8.1% -8.5%
*
excl. Cat 3.15, Investments Recticel Group (incl. Rex)
Carbon intensity 2, per net revenue
2023 2024
∆%
2024-2023
market based
Carbon intensity 2 - scope 1+2
[kg CO
2
e/EUR]
15.1 12.0 -20.5%
Carbon intensity 2 - scope 1+2+3*
[kg CO
2
e/EUR)
1,272.3 1,326.8 4.3%
location based
Carbon intensity 2 - scope 1+2
[kg CO
2
e/EUR]
15.8 13.8 -12.3%
Carbon intensity 2 - scope 1+2+3*
[kg CO
2
e/EUR]
1,272.9 1,328.6 4.4%
*
excl. Cat 3.15, Investments Recticel Group
(excl. Rex)
Recticel Group
(incl. Rex)
*
EU Regulation 2019/2089, also known as the EU Low
Carbon Benchmarks Regulation (EU BMR), defines high
climate impact sectors as those that are key to the
low-carbon transition. The EU BMR defined 9 (of a total
of 21) NACE sections, amongst them manufacturing
and construction.
carbon intensity CO
2
e per m
3
scope 1+2
2021
(restated, SBTi
base year)
2023
(restated)
2024
3.5
tCO
2
e
2.8
tCO
2
e
2.1
tCO
2
e
-39.8%
carbon intensity CO
2
e per m
3
scope 1+2+3 (market based)
2021
(restated, SBTi
base year)
2023
(restated)
2024
250.8
tCO
2
e
249.5
tCO
2
e
229.2
tCO
2
e
-8.6%
carbon intensity tCO
2
e per m
3
scope 1+2 (market based)
carbon intensity tCO
2
e per m³
scope 1+2+3 (market based)
5.2.7.4 Regulated Emission Trading
Schemes (ETS)
The UK Emissions Trading Scheme (UK ETS) and the EU
Emissions Trading System (EU ETS1) are mainly focused
on industries with high CO
2
emissions, like the power
sector. These schemes operate on a “Cap and Trade”
model, which establishes a cap on total greenhouse gas
emissions within scope 1. If emissions surpass this cap,
companies must buy additional allowances.
None of the Recticel Group’s operations fall under the
scope of the UK ETS or EU ETS1, as they do not exceed the
threshold values.
The EU Emissions Trading System (EU ETS2), targeting
buildings and road transport, is set to become
operational in 2027.
in thousand EUR
2023 2024
Net revenue from activities in high climate impact
sectors used to calculate energy intensity *
529,426 610,196
Net revenue (others) 0 0
Total net revenue (Sales, Chapter 7.1.1) 529,426 610,196
Recticel Group
(excl. Rex)
Recticel Group
(incl. Rex)
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avoided emissions
times
26.5
Over a 50 years use of the building
insulation products sold in 2024,
more than
21.5 million tons
of CO
2
e emissions will be avoided
Lifespan insulation boards Years 50
Lifespan insulated panels Years 50
Heat conductivity of products W/mK 0.022 to 0.035
U-value reference wall W/m²K 1.6
Insulation thickness boards m 0.11
Insulation thickness panels m 0.13 - 0.25
Heat generation efficiency % 88
Fuels emission factor kgCO
2
e/kWh 0.232 to 0.278
Heat demand difference kWh/yr 54.8
5.2.8 Avoided emissions
Avoided emissions refer to reductions in greenhouse gas emissions that occur outside a
product’s life cycle or value chain but are a direct result of its use. Currently, there is no
international standard or consistent terminology to define or describe avoided emissions.
In 2019, the World Resources Institute (WRI) published a detailed working paper and neutral
framework to help estimate and report the comparative emission impacts of products.
This guidance is available on the GHG Protocol website (www.ghgprotocol.org).
Following the WRI recommendations, Recticel calculated its avoided emissions using
the attributional Life Cycle Assessment (LCA) approach. This well-established method
assesses the environmental impacts of a product or service throughout its entire life cycle,
from raw material extraction to end-of-life disposal.
To calculate avoided emissions for all products sold in 2024, we applied the framework
detailed below and engaged our consultant, CO2logic, to validate the methodology and
perform the calculations.
For a fair comparison with other companies reporting avoided emissions, it is important
to highlight that the full scope of our insulation activities was included, along with all
associated greenhouse gas (GHG) emissions (scopes 1, 2, 3), as recommended by the WRI.
This approach considers more than just emissions from our own operations.
We encourage the building materials industry to adopt this methodology and use the
attributional LCA approach to ensure consistency and transparency.
Energy mix
Factor of emission
[kgCO
2
e/kWh]
Avoided emissions
per year
[kgCO
2
e/year]
Total avoided
emissions
[kgCO
2
e]
Energy savings
per year
[kWh/year]
Surface insulated
[m²]
Quantity of
insulation [m
3
]
Insulation
thickness [m]
Insulation sales
per type [m
3
]
Effiency [%]
Sales per
application [%]
Volume installed
[m
3
]
Share of insulation
materials used [%]
Thermal resistance
(∆U) [W/m
2
K]
Number of degree
days per year
Insulation lifetime
[year]
Type of work
(new/refurbished)
[%]
Thermal
conductivity (λ)
[W/mK]
Thermal
resistance (∆U)
[W/m
2
K]
Emission per
type of fuel
[kgCO
2
e/kWh]
Input parameters
Values calculated
The table below summarizes the 2024 parameters made for the calculation of the
avoided emissions.
Estimated avoided emissions from all Recticel Group building insulation products over 50
years usage (insulation boards, insulated panels) (tCO
2
e)
21,534,602
Recticel Group carbon footprint (scope 1+2+3
*
) (tCO
2
e) 809,739
Multiple 26.5
*
Excl. Cat. 3.15, Investments
Assumptions
Our calculation considered only natural gas as the energy source. We also
assumed that insulation would be installed in cases where none previously existed.
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5.2.9 E1-7 GHG removals and mitigation projects financed through
carbon credits
Transparent communication about carbon credits alongside emission reductions is essential for validating GHG neutrality claims and aligning with global climate goals.
5.2.9.1 Residual emissions and SBTi
The Science Based Targets initiative (SBTi) framework
mandates that claims of carbon neutrality (net zero)
be supported by clear, measurable targets for emission
reductions across scopes 1, 2, 3. This approach prioritises
a systematic reduction of at least 90% of emissions
as the primary strategy, with offsets playing only a
supplementary role.
As part of Recticel’s net-zero commitment to the SBTi,
the Company is required to reduce its greenhouse gas
(GHG) emissions across all relevant scopes 1, 2, 3 by
a minimum of 90% by 2050. Any residual emissions,
accounting for up to 10%, have to be managed through
high-quality carbon offset mechanisms. These
mechanisms include initiatives like carbon capture and
storage (CCS), designed to compensate for emissions
that are currently unavoidable.
5.2.9.2 Carbon credit-funded
projects
Projects funded through carbon credits aim to either
remove greenhouse gases (GHGs) from the atmosphere
or prevent their release. These initiatives generate
carbon credits, often referred to as Emission Reduction
Units (ERUs) or Certified Emission Reductions (CERs),
which represent quantifiable reductions or removals of
GHG emissions.
Carbon credits are not intended to replace direct
emission reduction efforts and cannot be deducted from
reported GHG emissions. Instead, they are designed
to address emissions that remain unavoidable due to
technical or economic constraints.
Examples of carbon credit options:
Forest restoration: Planting trees (afforestation) or re-
establishing forests on degraded or deforested land
(reforestation).
Renewable energy development: Expanding wind, solar,
hydroelectric and biomass energy to replace fossil fuel
use.
Methane capture: Capturing methane from landfills,
wastewater treatment plants and livestock to convert it
into renewable energy or destroy it through controlled
combustion.
Carbon capture and storage (CCS): Capturing CO
2
emissions from industrial facilities or power plants for
long-term underground storage or use in enhanced oil
recovery operations.
5.2.9.3 Recticel support for
reforestation
In 2024, Recticel Group entered into a three-year
partnership with Lignaverda (www.lignaverda.org), an
international non-governmental organisation (NGO)
founded in 2008 and certified by the United Nations
Convention to Combat Desertification (UNCCD).
Lignaverda’s mission is to combat desertification in
Africa’s semi-arid regions, addressing the critical
challenges of climate change and landscape
degradation.
With over a decade of expertise, Lignaverda focuses
on participatory landscape restoration through
reforestation. By engaging closely with local
communities, the organisation ensures the long-
term sustainability of newly established forests.
Its initiatives emphasise empowering vulnerable
populations, particularly in areas with limited access
to resources and income, delivering environmental
and socioeconomic benefits. Through sustainable
land management practices, Lignaverda enhances
ecological resilience while creating local jobs and
fostering sustainable income opportunities.
As part of this partnership, Recticel supports
reforestation projects in Namibia and Senegal. This
commitment aims not only to reduce carbon emissions
but also to restore ecosystems, improve soil health
and enhance water retention, contributing to greater
environmental stability in regions particularly vulnerable
to climate change.
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5.2.10 E1-8 Internal carbon pricing
Internal carbon pricing serves as a mechanism for integrating environmental
considerations into business decisions, promoting emissions reductions and
advancing sustainability goals within organisations. During 2024, Recticel did not
determine an appropriate carbon price based on factors such as the social cost of
carbon, regulatory requirements and its own sustainability targets.
5.2.11 E1-9 Anticipated financial
effects from material physical
and transition risks and potential
climate-related opportunities
The anticipated financial effects from material physical and transition risks are not
included in the 2024 Sustainability Statement as phasing in is allowed till 2025.
5.2.9.4 Carbon removal credits
As the partnership’s activities commenced in Q3 2024, the impact of the achieved
greenhouse gas (GHG) removals will only materialise during 2025. Recticel will report
on the GHG removals achieved outside its value chain in the 2025 Annual Report.
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5.3 Environmental | E5
Resource use and
circular economy
The overview below follows the structure of ESRS E5. All sub-topics were considered
material in the Double Materiality Assessment (DMA).
Chapter 5.3.6, E5-5 Resource outflows, explains how we transform production waste
into circular economic activities. It also emphasises the importance of product and
process innovation as a material aspect for Recticel.
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5.3.1 Material E5 IROs and their interaction with strategy
and business model
Chapter 4.3, Navigating the landscape of impacts, risks and opportunities, provides a comprehensive examination of the material IROs associated with ESRS E5, including the IRO
process description, and their interaction with the strategy and business model. Information on the results of the resilience analysis can be found in Chapter 2.3.4, Resilience of our
business model and strategy.
5.3.2 E5-1 Policies related to resource use and circular economy
Recticel integrates sustainability and innovation as core pillars of its business and ESG
strategies.
Our policies on resource use and the circular economy play a key role in tackling
global challenges such as resource scarcity and waste management. In particular,
we prioritise the development of high-performance insulation solutions that improve
energy efficiency and make a significant impact in reducing greenhouse gas (GHG)
emissions, supporting our commitment to achieving SBTi net zero targets.
Recticel enhances resource efficiency by integrating recycled and recyclable materials
into its production processes while minimising the use of primary raw materials
in its products. Additionally, we design products for easy disassembly at the end
of their lifecycle, including initiatives to repurpose production waste into reusable
materials. Moreover, we actively participate in Extended Producer Responsibility (EPR)
programmes to collect and recycle production waste, promoting a closed-loop
approach to materials management.
5.3.2.1 Scope and exclusions
The policy on resource use and circular economy applies to all Recticel divisions,
operations and global supply chains. It encompasses initiatives aimed at improving
material efficiency, reducing waste, enhancing recyclability and fostering closed-
loop systems across our product lifecycle. This policy also promotes partnerships
with stakeholders to innovate in material recovery and reuse. Exclusions apply only to
operations or activities where Recticel does not have direct control or influence.
5.3.2.2 Accountability
The Group Chief Operating Officer (COO) assumes accountability for implementing
this policy and ensuring alignment with Recticel’s strategic priorities. The COO works
closely with cross-functional teams to oversee progress in material efficiency, waste
reduction and circular economy initiatives. Adequate status reviews and reporting
mechanisms ensure continuous monitoring and improvement.
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5.3.2.3 Alignment with third-party
standards
Recticel’s resource use and circular economy policy
aligns with globally recognised standards and
frameworks to ensure consistency and credibility,
including:
Ellen MacArthur Foundation’s circular economy
principles
ISO 14001 for effective resource management practices
EU Taxonomy for sustainable activities
5.3.2.4 Stakeholder interests
The policy reflects insights and expectations from key
stakeholders:
Investors: Increasing emphasis on resilience through
resource efficiency and sustainability-driven growth.
Customers: Growing demand for sustainable,
recyclable and eco-friendly products.
Employees: Engagement and participation in resource-
efficient practices.
Regulators: Compliance with circular economy
directives and waste reduction regulations.
Suppliers: Collaboration to develop innovative
materials and integrate resource recovery practices.
5.3.2.5 Stakeholder communication
and accessibility
The Recticel Group’s policy on resource use and circular
economy was thoroughly developed in 2024 and will
be finalised and published on the corporate website in
2025. In the meantime, employees, suppliers, and other
relevant stakeholders are actively engaged through
targeted communication strategies and collaborative
initiatives, ensuring effective implementation and shared
accountability.
5.3.2.6 Integration with innovation
strategy
Resource use and circular economy goals are
embedded in Recticel’s innovation strategy, driving the
development of sustainable products and technologies.
Key focus areas include:
Material substitution to enhance recyclability and
reduce environmental impact.
Product design innovations to enable end-of-life
recovery and reuse.
Expansion of partnerships to scale circular solutions
across industries.
5.3.2.7 Impacts, risks and
opportunities
The overview table in Chapter 4.3 outlines the
environmental and economic impacts, risks and
opportunities (IROs) linked to resource use and circular
economy practices. This serves as a comprehensive
reference for stakeholders to assess our progress and
commitment in this area.
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5.3.3 E5-2 Actions and resources related to resource use
and circular economy
Recticel accelerates its transition to a sustainable, circular economy model with initiatives designed to reduce environmental impacts, maximise material efficiency and foster
collaboration across the value chain. For example, Recticel Insulation is integrating bio-circular raw materials and recently announced an investment of 13 million euro in a closed
loop polyurethane recycling plant. In the Insulated Panels division, Trimo utilises mineral wool and steel with a high percentage of recycled production waste and EOL waste.
Circular strategy for the division Insulation Boards
FOSSIL RAW
MATERIALS
REFINERY NAPHTA
BIOBASED RAW
MATERIALS
BIO
REFINERY
STEAM CRACKER
STEAM CRACKER
E.G. LIGNINE OIL
PYROLYSIS
RECYCLED PET POLYOL
CHEMOLYSIS
BASIC
CHEMICALS
CHEMICAL
PRODUCTIONS
MDI
POLYOL
ADDITIVES
RECTICEL
DISPOSAL
RE-USE
ENERGY RECOVERY
RECYCLE OTHER APPLICATIONS
USE END OF LIFE
MIXED
PLASTIC WASTE
USE
Steel
(With/without recycled content
for mass balance)
Mineral wool
MDI + Polyol
(With/without % production waste)
WASTE ASSEMBLY
SEPARATION
Waste dealers
Scraping & reuse/disposal
Disposal (PU foam)
Recycling (steel)
Recovery (mineral wool)
END OF LIFE
(30-60 years)
RAW
MATERIALS
COLLECTION &
SEPARATION
Circular strategy for the division Insulated Panels
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5.3.3.1 Key actions
To enhance resource efficiency and uphold circular
economy principles, Recticel has implemented key
initiatives across all its subsidiaries and regions in recent
years. These efforts will continue over the next five years
as part of its transition plan to meet the SBTi near-term
target by 2030. Spanning the entire value chain, both
upstream and downstream, as well as the Company’s
own operations, these initiatives align with all levels of
the waste hierarchy. The targets outlined in Chapter 5.4.4
are designed to be specific, measurable, achievable,
relevant, and time-bound (SMART).
Material efficiency
Developing and expanding infrastructure to reduce,
recover and reuse production waste and building
installation waste.
Implementing a consumption reduction programme of
primary raw materials.
Eco-design and lifecycle management
Incorporating recyclability, durability and resource
efficiency into product design.
Exploring strategies for recycling components at the
end of a product’s lifecycle, typically spanning 50–60
years.
Waste reduction programmes
Setting a target to achieve zero operational waste-
to-landfill by 2030, focusing on waste reduction,
enhanced recycling and conversion of production
waste into alternative applications.
Setting a target of 90% by 2030 for operational
waste-to-recovery.
Partnering with suppliers to reduce packaging waste.
Opting for packaging materials with higher recycled
content while maintaining technical performance.
Encouraging employee-led initiatives to reduce waste
in daily operations.
Collaboration and innovation
Collaborating with suppliers and customers to develop
innovative materials and solutions that support
circularity across the supply chain.
Advancing technologies that improve recyclability and
resource recovery (see insert on joint research project).
Investing in pilot programmes to test and implement
new approaches to material recovery from end-of-life
products.
Engaging with industry groups to advocate for and
share best practices in circular economy initiatives.
Selective splitting of rigid PIR foams
In a joint research programme led by Recticel
and KU Leuven (B), and supported by VLAIO, the
aim is to develop innovative chemical recycling
methods for polyisocyanurate (PIR) foams.
The project focuses on creating a selective
depolymerization process for rigid polyurethane
waste, enabling the production of reusable
materials such as polyols and high-purity
anilines for insulation board manufacturing.
Unlike traditional recycling methods like
glycolysis, which only recover polyol and still
rely on virgin, fossil-based MDI, this approach
seeks full circularity by selectively breaking
isocyanurate and urethane bonds, driving
sustainable polyurethane foam production.
* subsidised by VLAIO, project HBC 2024.0232
Renewable and recycled materials
Reducing reliance on finite resources by replacing
virgin materials with renewable or recycled
alternatives.
Incorporating bio-based materials in our primary
materials.
Prioritising materials with high recycled content and
demonstrated sustainability performance.
Introducing next-generation chemical recycling of PU
waste and investing in a closed-loop recycling plant.
WASTE HIERARCHY
PRODUCT
(NON-WASTE)
Prevention
Preparing for re-use
Recycling
Recovery
Waste disposal
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5.3.4 E5-3 Targets related to resource use and circular economy
By embedding circular economy practices into our business model, we aim to drive innovation, reduce environmental impact and create long-term value for all stakeholders.
We have established voluntary, measurable and time-bound targets to reduce material consumption and waste, enhance resource recovery and design products for
recyclability. The Management Committee has defined these targets to ensure strategic alignment and accountability. They also support the reduction of scope 3 GHG
emissions, with progress detailed in Chapter 5.2.7.
5.3.4.1 Resource use targets
5.3.4.2 Circular economy targets
APPLICATION TARGET BASE YEAR PROGRESS ACTIONS
PEFC certified paper in multilayer
facings of insulation boards
Production phase 100% PEFC certified paper in our
multilayer facings for insulation
boards by end 2025
2022 (0%) 5 out of 5 PIR boards production sites
certified; 97% conversion to PEFC
certified paper on 31.12.2024.
Transitioning, testing, approving
Recycled content in mineral wool Production phase 25% of unweighted average of
supplier-reported pre-and post
consumer content
2024 (19.2%) 19.2% in 2024 Increase supplier engagement,
especially to those integrating a
limited recycled content in their
products
APPLICATION TARGET BASE YEAR PROGRESS ACTIONS
Waste reduction and recovery
Reduction of operational waste
to landfill
Production phase (all waste streams) Achieve zero operational waste to
landfill by 2035
2024 (5.3%) 5.3% operational waste to landfill in
2024
Increasing waste segregation at
source, improving recycling rates,
adopting closed-loop systems
Waste reduction and recovery
Diversion of operational waste to
recovering
Production phase (all waste streams) Achieve 90% waste diverted to
recovery by 2030
2024 (86.9%) 86.9% in 2024
Reduction GHG emissions
Cat. 3.12, End-of-Life treatment of
sold products
Production and end-of-life phase Achieve 15% reduction of scope 3.12
by 2030, compared with the restated
base year 2021 (242,016 t CO
2
e)
2021 +2.8% (248,904 tCO
2
e) Sourcing more recycled materials,
collaborating with suppliers,
integrating eco-design principles
in our products, developing EOL
recycling options
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5.3.5 E5-4 Resource inflows
FUNDAMENTALLY
SUSTAINABLE
RAW MATERIALS
DESIGN &
PRODUCTION
TRANSPORT
CONSTRUCTION
USE
END OF LIFE
5.3.5.1 Description of resource inflows
The main resource inflows used in the manufacturing processes include the
following:
MDI and Polyol
These primary raw materials are used in the production of rigid polyurethane
foams. MDI (Methylene Diphenyl Diisocyanate) serves as the isocyanate
component, while polyols act as the reactive counterpart, forming the foam
structure, in combination with additives. The inflow is closely monitored to optimise
efficiency and minimise waste.
Mineral wool
Mineral wool is utilised as an insulation material for the manufacturing of insulated
panels.
Steel
Steel, supplied in coils, is used in the manufacturing of insulated panels. Measures
are in place to source steel with recycled content, reducing reliance on virgin
materials.
Packaging
Packaging materials, such as PE foils, are used for the safe transportation
and storage of products. Recticel prioritises sourcing recyclable and reusable
packaging materials and minimises unnecessary packaging wherever possible.
There are no rare earth elements (REE) involved in our manufacturing processes.
As our manufacturing processes require very limited use of water, our water
consumption is primarily for personal uses, such as eating, drinking, showering
and sanitation. Furthermore, Recticel is not a high energy consuming company, as
demonstrated by its low scope 1 and scope 2 CO
2
e.
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5.3.5.2 Materiality data
Total weight of products, technical and biological materials used in 2024
Sustainably sourced biological materials utilised in the manufacturing of insulation
boards
Secondary components and materials
Year: 2024
CERTIFICATION
SCHEME
PERCENTAGE
MDI (mass balance) – see Chapter 5.3.6 ISCC 0%*
Paper for multilayer facing for insulation boards – see Chapter 5.3.6 PEFC 97%
% Sustainably sourced biological materials
(and biofuels used for non-energy purposes)
- 1.9%
Year: 2024
WEIGHT (T) PERCENTAGE
Secondary reused or recycled components, secondary intermediary
products and secondary materials used to manufacture our products
(including packaging) *
14,060.3 5.2%
Year: 2024
WEIGHT (T)
Total weight of products, technical and biological materials used 268,744.6
5.3.5.3 Contextual information on data methodologies
and circular design criteria
All data are sourced from direct weighing systems for production offcuts, scrap
materials and packaging waste. The collected data is classified into predefined
categories such as polyurethane waste, mineral wool waste, steel waste, chemicals,
plastic packaging, and others.
To determine and classify products designed along circular principles, Recticel applies
the following criteria:
Material recyclability: Products are assessed based on the recyclability of their
primary components, such as polyurethane foam and steel.
Resource efficiency: The use of renewable or secondary (recycled) raw materials in
product manufacturing is a key consideration.
Product longevity: Designs that extend the lifespan of products or materials through
durability and reuse potential are prioritised.
End-of-life recovery: Products designed to facilitate easy disassembly and material
recovery at the end of their lifecycle are classified as circular.
* Recticel is actively promoting its new Impact® range of insulation boards, which offer a 25% reduction in CO
2
e. However,
the greenhouse gas reduction achieved through the mass balance approach has not yet been recognised by the EU as
valid for inclusion in product Environmental Product Declarations (EPDs). As a result, downstream stakeholders (architects,
contractors, engineers) cannot yet account for this reduction in their sustainability assessments. We anticipate greater
market adoption once official approval is granted.
ISCC Plus, developed by the International Sustainability & Carbon Certification, is a
certification system aimed at promoting sustainability and reducing CO
2
emissions in
the supply chains of various sectors, such as agriculture, food, biomass and bioenergy.
It includes criteria relating to social, ecological and economic aspects, as well as
the reduction of greenhouse gas emissions. Companies that are ISCC Plus certified,
including Recticel, have demonstrated that they meet strict sustainability standards
and handle renewable raw materials and CO
2
emissions responsibly.
PEFC, the Programme for the Endorsement of Forest Certification, is a leading global
alliance of national forest certification systems, promoting sustainable forest
management that is environmentally friendly, socially beneficial and economically
viable, through independent third-party certification.
* Based on unweighted average of supplier-reported pre-and post-consumer content of mineral wool in our insulated
panels and in our eco-packaging.
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5.3.6 E5-5 Resource outflows
FUNDAMENTALLY
SUSTAINABLE
RAW MATERIALS
DESIGN &
PRODUCTION
TRANSPORT
CONSTRUCTION
USE
END OF LIFE
5.3.6.1 Products and materials
Durability
Insulation Boards
Recticel’s thermal insulation boards are designed for a wide range of residential and
non-residential applications. They provide highly effective insulation across the entire
building envelope, including flat, tapered and pitched roofs, cavity walls, floors, internal
linings and external wall insulation systems. These boards are valued for their excellent
thermal performance, lightweight nature and durability.
Under normal construction conditions, they can last up to 60 years without significant
degradation, although their lifespan depends on environmental factors and installation
methods.
Key factors affecting durability:
Moisture resistance: The closed-cell polyurethane structure minimises water
absorption and any moisture-related deterioration.
UV stability: Prolonged exposure to direct sunlight can cause surface degradation;
protective coatings or facings are recommended for exposed applications.
Mechanical resistance: A high strength-to-weight ratio ensures robustness under
structural loads.
Chemical resistance: Generally resistant to most chemicals but may degrade when
exposed to strong solvents.
When properly installed and maintained, these boards have an industry-average
lifespan of 50 years.
Insulated Panels
Metal-faced insulated panels are a prime example of prefabricated building materials
that enhance energy efficiency. They are widely used for façade, wall and roof
cladding, as well as for partition walls in industrial and commercial buildings. These
panels consist of an insulating core (polyurethane or mineral wool) sandwiched
between metal sheet facings, offering high load-bearing capacity, standardised
technical performance and quick installation. Lightweight, cost-efficient and
customisable, they help meet stringent building regulations and construction cost
challenges.
When properly installed and maintained, these panels have an industry-average
lifespan of 50 years.
Key factors affecting durability:
Moisture and airtightness: Highly resistant to moisture ingress, preventing mould
growth and insulation degradation.
Protective facings: Metal cladding shields the insulation core from UV exposure,
mechanical damage and environmental factors.
Fire resistance: Provides high to excellent resistance to extreme temperatures,
ensuring structural integrity in fire conditions.
The repairability of panels and boards is not relevant.
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*Based on internal LCA calculations using the EN15804+A2 standard
Proportion of GHG emissions
of PU rigid board
(manufacturing process:
approx. 13%)
Replacing MDI with bio-circular materials
Recticel Insulation’s Impact range
introduces insulation boards linked to 25%
certified bio-circular content, aligned with
the stringent International Sustainability &
Carbon Certification (ISCC). These boards
incorporate raw materials derived from
bio-waste, such as used vegetable oils
(with no impact on biodiversity), reducing
their carbon footprint by 43%* compared
to standard boards, while maintaining
exceptional thermal and technical
performance.
Eurowall Impact (for cavity wall insulation)
and Eurothane Silver Impact (for flat roofs)
deliver robust thermal efficiency, energy
savings and reduced greenhouse gas
emissions. Designed for easy handling and
optimal comfort, these boards meet the
same high standards as existing solutions,
with PEFC-certified multilayer wood-fibre
facings for sustainability.
Switching to PEFC-certified paper for multilayer facings
We have made significant progress towards sustainability by sourcing
the paper layers in the gastight multilayer facings of our polyurethane
insulation boards from PEFC-certified forests, thereby reducing our
carbon footprint and promoting sustainable forestry practices.
PEFC (Programme for the Endorsement of Forest Certification) is a
globally recognised standard for sustainable forest management.
By ensuring 100% PEFC certified paper in our multilayer facings, we
contribute to responsible resource use and environmental stewardship.
Portfolio examplesRate of recyclability of end-products
Chapter 2.3.2 outlines the value chain of our business
activities, including recycling options, which are
explored in greater detail in Chapter 5.3.3. Recticel’s core
business focuses on insulation boards and insulated
panels, mainly composed of nearly 100% recyclable
components, as shown in the table below. Similarly,
our packaging is mainly composed of nearly 100%
recyclable components, as outlined in the same table.
However, while these products’ recyclability is high,
the end-of-life recycling rates remain modest due to
varying national regulations and infrastructure.
Recticel is investing in a EUR 13 million chemical recycling
facility for polyurethane waste to bridge this gap, an
important step toward scaling circular solutions. More
industry initiatives are underway, with several expected
to launch over the next 5–10 years. The growing
incorporation of post-consumer steel and mineral wool
into our base products underscores the increasing
relevance and practical value of recyclability. Packaging
material recycling is already well-established in our
industry and is a common practice in our operations.
END-PRODUCT COMPONENTS
RATE OF
RECYCLABILITY
REFERENCE
Insulation boards
Insulated panels
Mineral wool 99% Mineral wool
manufacturers
Steel 99% World Steel
Association
Rigid Polyurethane
Foam
99% PU Europe, ISOPA
Multilayers of
insulation boards
0% -
Packaging
Stretch foil (LLDPE) 99% PlasticsEurope,
RecyClass
Cover foil (LDPE,
HDPE)
99% PlasticsEurope,
RecyClass
EPS (Expanded
polystyrene)
99% EPS Industry
Alliance,
PlasticsEurope
Part of the MDI is replaced by
bio circular alternative
(mass balance approach)
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RE-engineered IP PIR insulation boards
IP PIR is a thermal insulation board for use in concrete sandwich
panels constructions for walls.
In 2024, Recticel introduced a new RE-engineered IP PIR
insulation board that eliminates the aluminium facing, reducing
the carbon footprint of the cladding by up to 40% and lowering
the risk of corrosion. This innovation guarantees long-term
performance with:
Gas diffusion-tight behaviour, enhancing overall performance.
Consistent long-term lambda values, ensuring reliable
insulation efficiency.
A lower carbon footprint in the final product.
Powerdeck+ Light Roof
Powerdeck+ Light Roof is specifically designed for renovating
steel deck flat roofs with PIR insulation and integrating
photovoltaic panels. It was created for the French market by
Recticel Insulation in collaboration with the speciality chemicals
company SIKA.
These thinner boards, offering the same value, maximise
energy production on flat roofs while ensuring compliance with
French regulations. The system is engineered to minimise both
the carbon footprint and construction costs, delivering optimal
performance and sustainability.
Mineral wool insulated panels with post-consumer recycled content
We already integrate up to 52% of recycled content into the manufacturing of our mineral wool insulated
panels.
We are evaluating insulated panels made with post-consumer recycled mineral wool. This process involves
collecting dismantled EOL panels and separating the steel and mineral wool components. The recycled
mineral wool is then processed and incorporated into the production of new insulated panels, aiming to
achieve 20% post-consumer recycled content.
BASE insulated panel
The BASE mineral wool insulated panel is a lightweight
backing wall insulated façade system with high load-
bearing capacity offering a sustainable alternative to
concrete or brick walls, reducing embodied carbon
and achieving up to 60% CO
2
e savings for customers
compared to conventional cladding systems.
Additionally, final cladding can be applied during the
building’s operational phase.
Eco-design
To simplify disassembly and enable efficient recycling,
we have integrated a liquid coating between the
layers of our insulation boards. This design feature
allows for easy separation of materials at the end
of the product’s lifecycle, ensuring they remain
undamaged and uncontaminated.
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5.3.6.2 Waste management
Recticel’s waste is categorised into the following waste
streams:
Polyurethane: Includes production offcuts, scrap
materials and defective insulation boards.
Mineral wool: Primarily generated during the
production of mineral wool-cored insulated panels.
Steel: Comprises metal scraps from manufacturing
processes.
Chemicals: Encompasses process residues, expired
chemicals and other hazardous substances.
Packaging: Originates from material packaging,
shipping materials and general packaging waste.
Others: Includes miscellaneous waste types that do not
fit into the above categories, such as non-hazardous
general waste.
Current initiatives:
Recycling polyurethane production waste for recovery
of polyol suitable for the production of insulation
boards.
Collecting production dust from saw lines and
repurposing it for road construction applications.
Implementing improved sampling procedures in the
quality control lab to minimise polyurethane waste.
Returning steel and mineral wool production scraps to
their respective manufacturers.
Partnerships with local waste management
companies for collection and recycling, as part of
mandatory and voluntary EPR schemes (Extended
Producer Responsibility).
Return and recovery of transport and sales packaging
in various countries through contractual agreements.
Recticel does not generate any radioactive waste
in its operations. Additionally, radioactive waste is
not included in the total amount of hazardous waste
reported or managed by Recticel. The Company
adheres to strict environmental and safety standards,
ensuring that its waste management practices comply
fully with all relevant regulations.
Polyurethane dust collection from saw lines
and briquetting
Waste definitions
Waste data is primarily derived from gate weightings
and invoices. Where direct measurements are
unavailable, estimates are based on volume and best
available knowledge.
Total waste: The overall quantity of waste generated,
including all disposal and recovery methods.
Reused waste: Waste that is repurposed without
significant processing to extend its lifecycle.
Recycled waste: Waste that is processed into
new materials or products, reducing raw material
consumption.
Waste for recovery: Waste that is reused, recycled or
otherwise diverted from disposal.
Incinerated waste: Waste disposed of through
combustion, with or without energy recovery.
Eco packaging
We are shifting from virgin packaging materials to
materials with recycled content and lower CO
2
e
emissions, such as:
30% recycled stretch foil
30% recycled cover foil
50% recycled EPS
Qbiss One Next
The new Qbiss One Next and Trimoterm Next
insulated panels set a new benchmark in
sustainable construction, achieving up to
69% reduction in CO
2
e emissions compared
to conventional alternatives. Engineered with
sustainable, low-carbon materials, these next-
generation panels are paving the way toward a
zero-carbon future.
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5.3.7 E5-6 Anticipated financial effects from material resource use
and circular economy-related risks and opportunities
The anticipated financial effects from material resource use and circular economy-related risks and opportunities
are not included in the 2024 Sustainability Statement, as a phased implementation is permitted.
797.4 t
Total waste
11,906.2 t
landfill
other
incineration
134.2 t
628.8 t
Waste for
disposal
1,560.3 t
Waste for
recovery
10,345.9 t
86.9%
13.1%
2024 operational waste
1. WASTE DIVERTED FROM DISPOSAL
A. Hazardous waste 3,428.1
Preparation for reuse -
Recycling 3,387.8
Other recovery operations 40.3
B. Non-hazardous waste 6,917.8
Preparation for reuse 69.6
Recycling 6,845.9
Other recovery operations 2.3
Total waste for recovery (A+B) 10,345.9
2. WASTE DIRECTED TO DISPOSAL
A. Hazardous waste 215.2
Incineration 164.8
Landfill 0.1
Other disposal operations 50.3
B. Non-hazardous waste 1,345.1
Incineration 632.6
Landfill 628.7
Other disposal operations 83.9
Total waste for disposal (A+B) 1,560.3
Total amount of non-recycled waste 1,632.2
Total percentage of non-recycled waste 13.7%
Total percentage of waste for recovery 86.9%
Total percentage of waste for disposal 13.1%
Total percentage of waste to landfill 5.3%
Total amount of waste generated (1+2) 11,906.2
Waste generated in 2024 (in tonnes)
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5.4 Social | S1
Own workforce
The overview below follows the structure of ESRS S1. Following the Double Materiality
Assessment (see Chapter 4.2), the following sub-topics were deemed not material
and are therefore not reported upon:
ESRS S1-9, Diversity metrics,
ESRS S1-12, Persons with disabilities, and
ESRS S1-16, Compensation metrics.
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5.4.1 Material S1 IROs and their
interaction with strategy and
business model
A comprehensive examination of the material IROs associated with ESRS S1, including
the IRO process description and their interaction with the strategy and business
model, is provided in Chapter 4.3, Navigating the landscape of risks and opportunities.
Information on the results of the resilience analysis can be found in Chapter 2.3.4,
Resilience of our business model and strategy.
5.4.2 S1-1 Policies related to our
own workforce
This section describes the policies adopted by Recticel to manage its material impacts
on its workforce, as well as associated material risks and opportunities.
Once a policy is approved, it is implemented at the local level to ensure consistency,
transparency, and effective execution across all operations. Each policy clearly
defines its scope and applicability, providing clear guidance for implementation. The
Management Committee holds the responsibility for validating all Recticel policies,
ensuring they align with Recticel’s strategic objectives and regulatory requirements.
OVERARCHING POLICIES
Code of Conduct
Whistleblowing Policy
Data Protection Policy
Privacy Notice to employees
SPECIFIC POLICIES
Material impact 1
Occupational health & safety
Material impact 2
Job satisfaction & well-being
Material impact 3
Training & skills development
Group HS&E Policy Performance Review Policy HR Policy
Performance Review Policy
Training Policy
Overarching policies
Group Code of Conduct. Our Code of Conduct was updated extensively in 2024.
Recticel upholds the highest standards of human rights, labour rights, safety, health
and environmental protection and anti-corruption, aligning with international
frameworks and regulatory requirements.
We have implemented due diligence policies to ensure compliance with the
International Labour Organization (ILO) Conventions 1 to 8 and the UN Guiding
Principles on Business and Human Rights. Our policies support fair labour practices,
prevent discrimination and foster ethical working conditions across our entire
workforce and supply chain. We also maintain strict measures to prevent human
trafficking, forced labour or compulsory labour and child labour. These measures
include risk-based assessments, grievance mechanisms, supplier reviews and
assessments.
We strive to create an inclusive workplace that values diversity. Recticel ensures fair
and transparent recruitment and employment practices, providing equal opportunities
regardless of age, disability, gender reassignment, marital or civil partnership status,
pregnancy and maternity, race, religion or belief, sex, sexual orientation or work hours.
Chapter 5.5.2 provides a detailed description of the principles that shape our ethical
and compliant business practices, including our core values, Code of Conduct,
Whistleblowing Policy and Governance targets and metrics.
Compliance with the Group Code of Conduct policy is supported through awareness
training, internal audit and the whistleblowing system. The Compliance Committee
plays a key role in monitoring adherence to the policy.
Whistleblowing Policy. Our Whistleblowing Policy was updated extensively in 2024 and
incorporates the latest European requirements.
The Recticel Whistleblowing Policy encourages a culture of transparency and
accountability by facilitating the reporting of actual or suspected misconduct in the
business conduct or work-related behaviour of Recticel or any of its shareholders,
managers, employees, self-employed service providers or contractors. The
Whistleblowing Policy helps to maintain integrity and ethical standards in the
workplace.
More information on the Whistleblowing Policy can be found in Chapter 5.5.2.
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Health, Safety & Environment (HS&E) Policy. Recticel
conducts its business in a manner that prioritises
the health and safety of its customers, employees,
contractors and the general public. We uphold a culture
of safety by ensuring that managers and employees are
regularly informed and educated on health and safety
regulations. We also allocate adequate resources to the
identification, control and mitigation of health and safety
risks associated with our operations, strictly adhering
to all applicable laws and regulations in the countries
where we operate.
The Recticel Group HS&E Policy, signed by the Chief
Operations Officer (COO), defines strategic objectives
to minimise all HS&E risks and environmental impacts
inherent in the company’s activities and products. The
HS&E Policy extends beyond the basic obligation to
comply with applicable health, safety and environmental
regulations. It includes an accident prevention policy,
ensuring that proactive measures are taken to prevent
workplace incidents. Recticel monitors its health and
safety performance through key performance indicators
including Frequency 1 (Lost Time Accidents) and
Frequency 2 (Lost Time Accidents + Restricted Work
Cases + Medical Treatment Cases) metrics. An overview
of our 2024 performance in relation to these metrics can
be found in Chapter 5.4.13.
In Recticel’s operations, hazardous chemicals may
be used for the production of insulation solutions.
For example, rigid polyurethane foam is produced
through an exothermic reaction between a polyol
and an isocyanate. Adhesives are also used in the
manufacturing process. Strict policies and procedures
are in place to protect the health and safety of
employees at all times. Before any new chemical
product is introduced into production, it must be
approved by the local HS&E manager. Additionally, all
chemicals are stored safely and are subject to regular
inspections. Safety Data Sheets (SDS) are readily
available in the production areas for consultation at any
time.
To ensure continuous improvement, Recticel conducts
root cause analyses and implements corrective and
preventive actions for critical operations. Our foaming
sites adhere to stringent regulatory frameworks,
including SEVESO and COMAH directives, and our plants
operate within environmental management systems.
In 2024, seven out of 12 operating sites held an ISO 14001
certification.
Beyond workplace safety, we are dedicated to upholding
fundamental human rights within our workforce.
Recticel explicitly prohibits human trafficking, forced
or compulsory labour and child labour, in line with
international labour standards. These commitments
are embedded within our policies and operational
procedures to ensure ethical business practices.
Recticel ensures that its HS&E Policy is accessible to
all relevant stakeholders, including those potentially
affected by its operations and those responsible for
implementing the policy. The policy is communicated
internally and externally to reinforce compliance
and shared responsibility for health, safety, and
environmental standards. It is also available on the
Recticel corporate website.
The Company actively promotes safety awareness
through initiatives like the global ‘Simply Safe’
programme, which stipulates Golden Safety Principles
and Rules. The ‘Stop. Think. Act!’ slogan underpinning
the programme emphasises the importance of pausing
to assess risks before undertaking tasks and stimulates
habits that ensure a safer working environment.
An external legal HS&E audit is conducted every three
years.
Data Protection Policy and Privacy Notice to
employees. The Data Protection Policy establishes a
minimum standard for processing personal data in
any form by any Recticel company. It is an addition
to all applicable national and international laws and
regulations. It is based on the EU legislation.
The Privacy Notice to employees explains why and
how Recticel collects information about its personnel,
how Recticel protects such information and for how
long Recticel retains it. Recticel keeps the data of its
personnel as safe and secure as reasonably possible,
protecting it against loss and unauthorised disclosure
or access. Recticel handles personal data of its
personnel in strict compliance with applicable data
protection laws, in particular the General Data Protection
Regulation 2016/679 of 27 April 2016 (GDPR).
Specific policies
HR Policy. The Group HR Policy explains how the
Human Resources department contributes to the
execution of the business strategy through 10 core
functions, including Employee Development, Learning
and Employee Well-being. It also explains the HR
organisational structure, the different roles and their
responsibilities, at local and Group level.
This HR Policy and the related procedures apply to
Recticel NV/SA and its direct and/or indirect affiliates,
excluding joint ventures.
Performance Review Policy. This policy is chiefly
implemented through the Employee Performance
Management Discussion (EPMD), whose objective is
to define the principles, process and responsibilities to
conduct effective annual performance management
discussions with all white-collar employees across the
Recticel Group. This procedure also describes how the
performance of all white-collar employees is assessed,
monitored and documented.
10 SEC
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The EPMD procedure highlights Recticel’s strong
commitment to carrying out a regular feedback
dialogue with its employees in a fair and consistent way
that creates trust among employees and strengthens
a culture of open and transparent discussion in the
Company.
The EPMD procedure applies to Recticel NV/SA and its
direct and/or indirect affiliates, excluding joint ventures,
and is relevant for all white-collar employees. It is not
applicable for blue-collar workers.
Employee Training Procedure (ETP). The objective of
the ETP is to explain Recticel’s approach to employee
training. It describes how the need for employee training
is identified, carried out, monitored and evaluated. It
outlines the roles and responsibilities of each party
(employee, manager, ‘grandparent’ and HR) and the
process to identify, request, attend and assess training
and development activities.
This Employee Training Procedure and the related
procedures apply to all white-collar employees of
Recticel NV/SA and its direct and/or indirect affiliates,
excluding joint ventures.
5.4.3 S1-2 Process for engaging with workers
and workers’ representatives about impacts
This section describes the general processes
whereby Recticel engages with its workforce and its
representatives about actual and potential impacts
on its workers. It explains how our own workforce’s
perspectives are taken into account in the Group’s
decision-making process in order to manage actual or
potential impacts on employees.
Recticel actively promotes a positive employer image
and ensures transparency in employment practices. Our
approach includes:
Fostering open dialogue with employees and their
representatives on the Company’s strategy and
performance, business developments and workforce-
related concerns.
Implementing proactive measures to reduce the
environmental and health impact of our operations.
Local management teams play a pivotal role in
cultivating positive employee relations. They facilitate
regular updates on Company objectives, ensuring
that employees understand their roles in the pursuit of
strategic goals. Employees are encouraged to share
their expectations and feedback, contributing to a
collaborative work environment.
As part of our engagement strategy, Recticel conducts
an annual Employee Performance Management
Discussion (EPMD) for white-collar employees. This
process provides employees with an opportunity
to reflect on their work experiences, including task
management, workload and workplace relationships.
Employees expressing concerns can propose solutions
to their direct managers and, if necessary, escalate
issues to their local HR representatives for further
discussion and resolution.
Recticel actively engages with social partners
throughout the year at both local country and
European levels to ensure effective communication and
consultation.
Local level: In countries where a works council is
mandated by law, regular meetings are held to
discuss and consult on key workforce matters. Local
HR management oversees the works council process,
ensuring compliance with legal and organisational
standards. In countries without a works council the
same processes are implemented through the local
management and HR team.
European level: Recticel has established a European
Works Council (EWC) that meets at least once
annually, with additional restricted committee
meetings convened as needed. The September 2024
EWC meeting focused on strategic topics, including
Recticel’s climate change mitigation efforts and the
Double Materiality Assessment. The Chief Human
Resources Officer is responsible for overseeing the EWC
process, ensuring that employee voices are heard at
the highest levels of corporate decision-making.
The Recticel Code of Conduct is applicable in all
countries where we operate (see Chapter 5.4.2). It
was prepared in consultation with the local Works
Councils in Finland, France, Belgium and Slovenia, and
discussed at the European Works Council. It describes
our commitment to uphold and promote sustainable
development practices across all of Recticel’s
operations and those of its subsidiaries, suppliers and
contractors, including the respect of human rights of its
own workforce. We engage directly with our workforce to
understand and address potential and actual impacts.
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5.4.4 S1-3 Process to remediate negative impacts and channels for
own workers to raise concerns
This section explains the formal means and channels by
which Recticel’s workforce can make their concerns and
needs known directly to Recticel.
At Recticel, we recognise our responsibility to identify,
prevent and remediate any negative impacts on
workers, communities and other stakeholders that may
arise from our business activities. We make sure that all
employees have access to transparent and effective
internal and external channels to voice concerns and
seek remediation, freely and safely, without fear of
repercussions. We promote these channels via internal
communication to ensure that employees are aware of
their availability.
Recticel actively encourages employees to share
feedback, voice concerns, and engage with the
organisation through both formal and informal
meetings with managers, the HR community, and other
stakeholders. The frequent use of the Trusted Advisor
where available and the HR representatives, highlights
the effectiveness and credibility of these channels as
trusted mechanisms for raising concerns.
Raising a concern or grievance
Recticel ensures that all employees, regardless of role
or location, can freely raise concerns through multiple
secure and accessible channels. These include: our
Whistleblowing Policy (as described in Chapter 5.5.2);
open-door policies with HR representatives and worker
councils allowing employees to discuss concerns
without fear of retaliation; and active solicitation of
feedback through performance reviews, allowing
concerns to be identified and addressed proactively.
Employees wishing to raise a concern or grievance are
encouraged to address it first with their direct manager
or HR representative. If a solution cannot be found that
satisfies all parties, the concern can be escalated to
the manager’s manager (‘grandparent principle’) and/
or the Country or Group HR organisation. In countries
where a works council is in place, the employee can also
choose to consult with their workers’ representative. In
addition, the employee may raise their concern using
the procedure described in the Whistleblowing Policy.
Depending on local legislation, some countries have
a confidential advisor in place to support and advise
any employee experiencing a psychosocial problem
at work (e.g. stress, bullying, trauma, alcohol or drug-
related issues). This is the case in Belgium and Finland.
The confidential advisor can also mediate if requested
to do so by the employee. In other countries, the HR
organisation is the point of contact for employees.
If desired, employees can be referred to counselling
organisations.
Remediation process for negative impacts
We have established a structured organisational
framework to address any adverse impacts related to
labour rights, workplace conditions or ethical concerns.
Our remediation process includes:
Early identification
Internal assessments to identify potential or actual
negative impacts on workers
Ensuring compliance with labour rights, environmental,
health and safety regulations
Information on incidents and complaints is provided in
Chapter 5.4.15, S1-17.
Corrective and preventive actions
In the event of a negative impact being identified,
a dedicated task force will investigate and propose
corrective measures. Action plans are implemented
with clear timelines, responsibilities and follow-up
assessments.
Worker involvement and redress mechanisms
Any worker affected by a negative impact has access to
fair and timely remediation through internal grievance
procedures.
Retraining, reallocation or workplace adjustments are
provided where necessary to restore the impacted
individual’s rights and well-being.
Commitment to continuous improvement
We continuously evaluate and enhance our remediation
processes and reporting mechanisms to align with
international labour standards and best practices.
All reports and concerns are reviewed by senior
management and outcomes are communicated
transparently to relevant stakeholders.
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5.4.5 S1-4 Taking action on material impacts on own workforce
This section describes the actions whereby Recticel
prevents, mitigates and remediates HSE issues
(material impact 1) and job dissatisfaction (material
impact 2), and
enhances the skills of its workforce (material impact 3).
During the reporting year, Recticel implemented various
initiatives across all its operational activities and
geographies aimed at delivering positive outcomes for
its entire workforce. These included employee training
and development programmes and enhanced health
and safety measures.
Data use across Recticel respects employee privacy
and adheres to GDPR and other applicable data
protection regulations. Systems are in place to ensure
that workforce data is used solely for legitimate business
or HR purposes, and not in ways that could lead to
discrimination, surveillance concerns or breaches of
trust.
Future workforce-related actions and programmes
with consistent oversight are planned to contribute to
Recticel’s long-term sustainability goals and targets. We
will report on initiatives that have been rolled out in the
2025 Annual Report.
The Group Code of Conduct outlines 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.
General governance and oversight
The Audit & Sustainability Committee is the highest
governing body responsible for overseeing material
topics identified through the Double Materiality
Assessment related to ESRS S1 – Own Workforce,
including:
Occupational health and safety
Job satisfaction and well-being
Training and skills development
To effectively manage these priorities, structured Health
& Safety and HR organisations have been established,
ensuring that all operating countries have dedicated
representatives to oversee and implement key workforce
policies.
Taking action to prevent, mitigate and remediate
HSE issues
Recticel is committed to preventing, mitigating and
remediating any negative impacts on its workforce
through proactive governance, risk management,
compliance and continuous improvement initiatives.
The following measures were implemented to address
material risks, ensure positive impacts and evaluate the
effectiveness of these efforts.
Health, safety and well-being
Recticel has a set of measures in place to protect and
promote employee health, safety and well-being. These
include:
Comprehensive health & safety programmes
supported by regular training sessions and emergency
preparedness drills to prevent workplace accidents
and illnesses.
Mental health resources, including confidential
counselling services, to help address workplace-
related challenges.
Engaging employees during the transition to a greener,
climate-neutral economy, through counselling,
communication and involvement.
Risk assessment and mitigation
We conduct risk assessments to proactively identify
workplace hazards and potential vulnerabilities. This
process involves:
Systematic hazard identification: using site-specific
evaluations, employee feedback and industry best
practices.
Impact assessment: analysing risks related to physical
safety, mental well-being and job stability in the
context of business transformations.
Action planning: developing and executing mitigation
strategies, such as enhanced safety measures,
upskilling programmes and ergonomic workplace
improvements.
Taking action to prevent, mitigate and remediate job
dissatisfaction
Recticel ensures full adherence to labour laws and
international ethical standards to mitigate legal and
reputational risks.
A Code of Conduct is enforced, with mandatory
ethics training provided to all white-collar employees
to promote integrity and workplace respect. Anti-
discrimination policies are implemented to create an
equitable work environment.
Fair and equitable wages are maintained through
compliance with the applicable local legislation and
collective bargaining agreements. Remuneration
structures are established on the basis of gender-
neutral job evaluation standards. Salaries are also
regularly benchmarked internally and externally to
ensure financial security and job satisfaction. Structured
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recognition and reward systems help us to retain top
talent, driving motivation and long-term engagement.
We also offer flexible work arrangements, including
remote work options, making a positive contribution to
work-life balance and job satisfaction.
Grievance mechanisms including whistleblowing
channels and anonymous reporting systems enable
employees to voice concerns confidentially and ensure
timely resolution. For more information on reporting and
remediation processes, see chapter 5.4.4.
In addition, during the annual performance review cycle
(EPMD), white collar employees are invited to report
on how they are doing in their daily work (contents,
workload, relationships, etc.). Employees complete this
section on a voluntary basis. Their answers are shared
with their manager, their ‘grandparent’ and HR. If an
employee is not satisfied with his/her situation at work,
he/she may also ask to meet with his/her local HR
representative.
Recticel promotes responsible business conduct by
aligning its sales practices with ethical standards,
avoiding unrealistic targets and incentive structures to
ensure fairness, balanced workloads and integrity in all
operations.
Taking action to enhance the skills of our workforce
Recticel has integrated learning and development into
its corporate strategy. By ensuring a skilled, engaged
and future-ready workforce, we strengthen our ability to
innovate and sustain long-term business success.
We are committed to a culture of continuous learning
that enhances job satisfaction, drives motivation and
strengthens employee retention. Our goal is to provide
every employee with the tools and opportunities
they need to develop professionally and contribute
meaningfully to our organisation.
During the annual Employee Performance Management
Discussion (EPMD), white-collar employees are invited
to evaluate their experience of their daily work in
terms of content, workload, relationships, etc. This is
an individual discussion between the manager and
his/her employees. It is mandatory for all the Group’s
white-collar workers and takes place at the beginning
of the reporting year. The EPMD is supported by a
structured form hosted on the Group HR information
system (HR4U, enabled by SAP SuccessFactors). As well
as evaluating the employee’s performance, the EPMD
focuses on how the employee exhibits the core values
and behaviours of the Group, the people management
skills of the employee, his/her career aspirations and
his/her past and future development needs. During this
annual discussion with their manager, employees are
encouraged to actively shape their own development
journeys by selecting learning opportunities that align
with their roles and aspirations. If an employee reports
dissatisfaction with their situation at work, they can
suggest possible solutions to their direct manager
and can also request a meeting with their local HR
representative.
A non-mandatory mid-year review is offered to discuss
the progress made against the Personal Objectives that
were set for the year.
During the EPMD, appropriate learning formats are also
identified. Several options are available:
External and internal training courses
On-the-job coaching, mentoring and learning
Seminars, conferences and networking opportunities
E-learning modules and digital knowledge-sharing
platforms
Peer-to-peer learning and best practice exchanges
TECUN – Recticel Technical University
TECUN is Recticel’s dedicated e-learning platform
launched to enhance employees’ technical expertise.
It facilitates on-demand learning, allowing employees
to access materials at their own pace while also
helping to measure success and promote continuous
improvement. By expanding product and application
knowledge across teams, TECUN supports cross-
functional skills development in line with evolving
industry needs.
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5.4.6 S1-5 Targets and managing material impacts, risks
and opportunities
The section describes the time-bound and outcome-oriented targets of Recticel for
each material impact on its workforce.
Recticel Group has set rigorous targets relating to various ESRS S1 topics for 2024 and
subsequent years. All targets relating to S1 Own workforce are set by the Management
Committee, considering the impact it has on our workforce and alignment with our
core values. Engagement of our own workforce and workforce representatives in target
setting is facilitated through information sharing and discussion with the European
Works Council on an annual basis. The same procedure applies to engagement in
tracking performance against targets and to identifying lessons or improvements as a
result of the Company’s performance.
Our process for managing material impacts, risks and opportunities is described in
Chapter 4.3.
Health and Safety targets
Recticel is firmly committed to safeguarding the health and safety of its employees.
Managers and employees receive regular training and instruction on health and
safety matters. The Company also dedicates adequate resources to the identification,
management and mitigation of risks in alignment with applicable laws and standards.
All direct Recticel employees are covered by our health & safety management system.
We report on a series of health & safety KPIs, and the resulting metrics for our 2024
performance are provided in Chapter 5.4.13. Whilst our set target is less than two for
Frequency 1 incidents,
4
our overarching ambition is to have zero accidents.
Job satisfaction and well-being targets
White-collar employees can report on their job satisfaction during the annual
performance review cycle (EPMD). This helps in identifying areas of improvement and
taking necessary actions to enhance employee well-being.
In 2024, the level of satisfaction measured among white-collar employees during the
EPMD was 77%. The Group’s ambition is to reach 85% in 2028.
1. VERY
UNSATISFIED
2.
UNSATISFIED
3.
SATISFIED
4. VERY
SATISFIED
5. NO
ANSWER
GRAND
TOTAL
3+4/
GRAND
TOTAL
REPORTING SCOPE
EPMD 2024
(base year)
2 21 254 178 103 558 77% Recticel Group
(excl. Turvac
and Rex)
EPMD 2028
(target)
85% Recticel Group
EPMD WHITE-COLLAR EMPLOYEES
RUNNING EFFECTIVE PERFORMANCE
REVIEWS
SUCCESSFULLY PERFORMING TRAINING
NEEDS ANALYSES
WHITE-COLLAR
COVERAGE
IN HR4U
REPORTING
SCOPE
PROPORTION
OF PEOPLE
MANAGERS
(RE)TRAINED
REPORTING
SCOPE
PROPORTION OF
HR COMMUNITY
MEMBERS
RE-TRAINED
REPORTING
SCOPE
2024
(base year)
84% Recticel Group 72% Recticel Group 0% Recticel Group
2027
(target)
100% Recticel Group 100% Recticel Group 100% Recticel Group
4
Frequency 1 = Number of Lost Time Accidents x 1,000,000 / number of hours performed.
The level of satisfaction is measured on the basis of the answers provided by white-
collar employees in the EPMD form during the annual performance review. This process
takes places in the first quarter of each reporting year.
Training and skills development targets
Recticel will continue to ensure that its entire white-collar population is covered by
the EPMD process. This implies that in 2025, the white-collar employees of the recently
acquired Rex business will also be included, together with the white-collar employees
of Turvac, a joint venture of Recticel.
To facilitate this, Recticel will specifically train and re-train line managers on running
effective performance reviews, with a focus on skills gap identification. The KPI will be
the proportion of people managers trained, with the aim to reach 100% by the end of
2027.
In addition, the members of the Recticel HR community will be re-trained to
successfully perform training needs analyses.
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5.4.7 S1-6 Characteristics of the undertaking’s employees
Recticel Group is a Belgian insulation company with a strong presence in Europe and the US, and production sites in Belgium, France, Finland, France, Serbia, Slovenia, United
Kingdom and the US. On 31 December 2024, Recticel employed 1,275 people.
On 31 December 2024, Recticel Group comprised the subsidiaries Recticel Insulation, Trimo, Rex, Soundcoat and Turvac (74% joint venture) as well as HQ and Shared Services.
The reported data refer to the end of the reporting period (31 December 2024).
Table 1. Number of employees (headcount by gender)
Male 932 73.1%
Female 343 26.9%
Total employees 1,275 100%
Total number of permanent employees (headcount) who have left
the Company
184
12 Months average permanent headcount 1,248
Total rate of employee turnover 14.7%
Voluntary turnover 7.7%
Country
HEADCOUNT
Slovenia 417
Belgium 326
United Kingdom 148
France 113
United States 93
Serbia 67
Finland 45
Poland 34
Netherlands 13
Czech Republic 5
Germany 5
Sweden 4
Slovakia 2
Hungary 2
North Macedonia 1
Grand Total 1,275
FEMALE MALE TOTAL
2023 2024 2023 2024 2023 2024
Number of employees 378 343 893 932 1,271 1,275
Number of permanent
employees
362 333 884 906 1,246 1,239
Number of temporary
employees
16 10 9 26 25 36
Number of non-guaranteed
hours employees
0 0 0 0 0 0
Scope 2023: Recticel Group (excl. Rex)
Scope 2024: Recticel Group (incl. Rex)
Table 2. Employee headcount per country
The table below shows the total number of employees
by country. Countries with at least 50 employees,
accounting for at least 10% of the total workforce, are
highlighted in grey.
Table 3. Employee headcount by contract type, broken
down by gender, on 31.12.2024
Table 4. Employee turnover rate during 2024
The total employee headcount as of 31 December 2024
was 1,275, which differs from the information reported
in the Financial Statement under Chapter 7.2.6.7, Staff.
There, we report the average number of employees
(1,261, full-time equivalent) on a consolidated basis,
excluding joint ventures.
Accounting Policies – Employee data
Headcount includes the total number of employees,
regardless of their full-time or part-time status, and
regardless of the permanent or temporary nature
of their contract. The reported headcount is per
31/12/2024.
Average headcount is a 12 month average of the
permanent headcount of the Recticel Group.
Full-time equivalents (FTE) represent the ratio of an
employee’s contractual hours to the standard full-
time hours for the same role and country. FTE figures
are disclosed in the financial statements (Chapter
7.2.6.7). The average FTE is calculated per legal entity
as a monthly average over the year, based on end-
of-month data. Both headcount and FTE figures
include permanent and temporary employees on local
payrolls, as well as inactive employees on sick leave or
parental leave.
Gender data is reported based on actual headcount,
without estimations. All employee data is centrally
managed in accordance with GDPR guidelines and
encompasses the entire workforce. Permanent
employees are defined as those with open-ended
contracts, whereas temporary employees have fixed-
term contracts, which may be extended.
Employee turnover reflects the number of employees
who exited Recticel during the reporting year.
Total turnover is calculated as the total number of
departures divided by the average (permanent)
headcount for the year. Resignations are recorded
from the month in which the employee resigned. All
other departures are recorded from the month in
which the employee officially leaves Recticel.
Total rate of employee turnover corresponds to the
total number of departures divided by the average
(permanent) headcount for the year. It includes
resignations, terminations, retirement and death in
service.
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5.4.8 S1-7 Characteristics of non-employees in the Recticel Group
own workforce
The characteristics of non-employees in the Recticel Group own workforce are not included in the 2024 Sustainability Statement, as a phased implementation is permitted
till 2025.
5.4.9 S1-8 Collective bargaining coverage and social dialogue
Recticel recognises the right of any employee to
join or to refrain from joining a trade union. Recticel
encourages communication with its employees and
their representatives and complies with the laws and
collective labour agreements of every country in which
it operates. When the applicable law, the collective
labour agreements and the Recticel Code of Conduct
specify diverging standards, the most stringent
regulation will be applied. Recticel supports the United
Nations Universal Declaration of Human Rights and the
conventions and recommendations of its International
Labour Organization. Recticel does not track freedom of
association metrics.
For more information about Recticel’s social dialogue,
see Chapter 5.4.3.
Collective bargaining coverage
65% of our total employees are covered by collective
bargaining agreements.
In the EEA, Recticel has several collective bargaining
agreements in place.
Social dialogue
Globally, 64% of our employees are covered by workers’
representatives.
An agreement exists with our employees for
representation by a European Works Council.
COLLECTIVE BARGAINING COVERAGE (HEADCOUNT) SOCIAL DIALOGUE
Coverage
rate
EMPLOYEES – EEA
(FOR COUNTRIES WITH > 50 EMPLOYEES REPRESENTING
>10% TOTAL EMPLOYEES)
EMPLOYEES – NON-EEA
(ESTIMATES FOR REGIONS WITH > 50 EMPLOYEES
REPRESENTING >10% TOTAL EMPLOYEES)
WORKPLACE REPRESENTATION (EEA ONLY)
(FOR COUNTRIES WITH > 50 EMPLOYEES REPRESENTING
>10% TOTAL EMPLOYEES)
0-19% - - -
20-39% - - -
40-59% - - -
60-79% Belgium - -
80-100% Slovenia - Belgium, Slovenia
The table only includes countries with a collective bargaining agreement in place.
Recticel monitors collective bargaining coverage and social dialogue through internal reporting and ongoing
engagement with employee representatives. This includes tracking the percentage of employees covered by
collective agreements, the frequency and outcomes of social dialogue meetings, and the resolution of labour-related
concerns. No assumptions behind each metric related to collective bargaining coverage and social dialogue
were applied.
Table 1. Countries with a collective bargaining agreement in place
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5.4.10 S1-10 Adequate wages 5.4.11 S1-11 Social protection
Recticel ensures that all employees receive fair and adequate wages in line with
industry standards, local labour market conditions and applicable collective
bargaining agreements. Compensation practices are regularly reviewed to maintain
internal equity and external competitiveness.
While Recticel does not publicly disclose wage-related metrics, wage adequacy is
continuously evaluated through structured benchmarking, compliance with collective
labour agreements and adherence to local regulatory requirements. These processes
help the Company to monitor performance and effectiveness in managing the
material risks and impacts associated with employee compensation, while promoting
equitable and competitive remuneration across all operations.
Recticel’s remuneration practices are designed to attract, retain and motivate
individuals who drive the successful execution of the Company’s business
strategy. These practices aim to promote high performance while ensuring that
underperformance is not rewarded. Compensation is managed globally in accordance
with Recticel’s established standards, which are formalised in procedures such as the
salary review and bonus procedures.
Recticel takes a holistic approach to remuneration, aligning its various components
– including base pay, incentives, benefits and perquisites – to reinforce and reward
desired behaviours. Regular benchmarking against local and international markets
ensures that remuneration levels remain competitive and appropriate.
The Company complies with all applicable laws, including minimum wage
requirements, as well as collective labour agreements in every country where it
operates. In cases where applicable laws, collective agreements and the Recticel Code
of Conduct provide differing standards, the most stringent regulation is applied.
Recticel upholds the principles of the United Nations Universal Declaration of Human
Rights and adheres to the conventions and recommendations of the International
Labour Organization.
All employees of the Recticel Group are covered by social protection against loss of
income due to major life events, through public programmes or benefits offered by the
Group. Major life events encompass sickness, unemployment, employment injury and
acquired disability, parental leave and retirement.
Recticel recognises that extra-legal benefits play an important role in maintaining a
healthy workforce, providing employees with a safety net and providing income at
retirement.
Recticel complies with the laws and the collective labour agreements in all countries in
which it operates. When the applicable law, the collective labour agreements and the
Recticel Code of Conduct specify diverging standards, the most stringent regulation
will be applied.
5.4.12 S1-13 Training and skills
development metrics
The characteristics of training and skills development metrics in the Recticel Group
are not included in the 2024 Sustainability Statement, as a phased implementation is
permitted till 2025.
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5.4.13 S1-14 Health and safety metrics
Recticel operates with a steadfast commitment to
safeguarding the health and safety of its customers,
employees, contractors and the general public. The
Company ensures that managers and employees are
regularly educated on health and safety regulations,
and dedicates sufficient resources to the identification,
management and mitigation of risks in alignment with
applicable laws and standards.
The S1-14 Health & Safety results for non-employees are
not included in the 2024 Sustainability Statement, as
phased implementation is permitted until 2025. We have
aligned our reporting for own workers with the CSRD
disclosure requirements to ensure comparability in the
coming years.
Table 1. Percentage own workers covered by Recticel’s
health and safety management system based on
legal requirements and/or recognised standards or
guidelines
2024
91.1%
Scope: Recticel Group (own workers)
2024
0
Scope: Recticel Group (own workers)
2024
493
Scope: Recticel Group (own workers)
2024
0
Scope: Recticel Group (own workers)
2024
Number 18
Rate 7
Scope: Recticel Group (own workers)
KPI 2024 TARGET 2030 DEFINITION
Frequency 1
(Lost Time
Accidents)
4.50 ≤ 2 Definition: Number of
Lost Time Accidents x
1,000,000 / number of
hours performed
Frequency 2
(Lost Time
Accidents +
Restricted Work
Cases + Medical
Treatment
Cases)
7 ≤ 5 Definition: Number of
[Lost Time Accidents +
Restricted Work Cases
+ Medical Treatment
Cases] x 1 million
/ number of hours
performed
Scope: Recticel Group(own workers)
Table 2. Number of fatalities as a result of work-related
injuries and work-related ill health
Table 3. Number and rate of recordable work-related
accidents
Table 4. Number of cases of recordable work-related ill
health
Table 5. Number of days lost to work-related injuries
and fatalities from work-related accidents, work-
related ill health and fatalities from ill health
Table 6. Recticel safety KPIs
When we introduced our sustainability strategy in
2015, safety was selected as a material topic, with the
ambition of reducing the impacts of our activities and
products. The Recticel Safety KPIs below clarify our
targets and results.
Recticel continues to reinforce the message across
all its sites that safety should never be compromised.
Since the Frequency 1 KPI only accounts for lost-time
accidents, we introduced an additional KPI which
also considers incidents leading to modified work or
requiring medical treatment.
Safety KPI data is collected on a monthly basis by the
local HS&E organisation and shared with the local and
Group management teams. The Annual Report data
are consolidated on 31 December 2024.
Working hours calculation
The working hours of own workers (contractual
employees) are calculated based on payroll data,
and reflect the total actual hours worked as defined
in the employee contract. Overtime is excluded from
this calculation. A portion of the working hours data is
estimated.
What is a Lost Time Accident?
It is a work-related accident resulting in at least
one lost working day. The working day on which
the accident occurred is counted as a lost working
day. Fatalities and permanent disabilities are also
counted as Lost Time Accidents (LTAs).
What is a Recordable Accident?
Recordable Accidents
= Lost Time Accidents + Restricted Work Cases +
Medical Treatment Cases
Restricted Work Case (RWC)
This is a work-related accident where the employee
cannot perform his/her normal work the day/shift
following the accident due to the injury or illness, but
performs a lighter job temporarily, without resulting
in lost working days.
Medical Treatment Case (MTC)
This is a work-related accident for which medical
treatment is required but which does not result in
lost working days or work restrictions.
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5.4.14 S1-15 Work-life balance
5.4.15 S1-17 Incidents, complaints and severe human rights impacts
Recticel holds its managers and employees to the highest standards of integrity and ethics, emphasising respect for individuals and the environment alongside full compliance
with all applicable national and international laws and regulations.
Discrimination on the basis of personal characteristics such as age, race, colour, religion, native language, gender, sexual orientation, mental or physical disability, political beliefs,
origin or nationality is strictly prohibited.
Harassment in any form is not tolerated. Managers and employees are expected to conduct themselves appropriately at all times. Recticel does not accept any actions,
behaviours or verbal or written communications, internal or external, that could be perceived as humiliating, intimidating, hostile or otherwise inappropriate toward colleagues,
contractors, customers, suppliers, business partners or their representatives. Any such conduct will result in disciplinary measures as warranted.
No manager or employee is authorised to request or enforce actions that would breach compliance with applicable laws and regulations. This principle is absolute and allows no
exceptions, regardless of competitive pressures, industry norms or other circumstances.
Each year, the Legal Department reports on cases submitted to the Compliance Committee, as well as on any serious human rights violations, including lawsuits, fines, penalties
and compensations; or confirms that no such cases occurred during the reporting period. No assumptions are considered in the reporting period.
Table 1. Total number of work-related incidents and/or complaints within our own
workforce
Table 2. Identified cases of severe human rights impacts and incidents (e.g. forced
labour, human trafficking or child labour)
2023 2024
Total number of incidents of discrimination, including harassment 1 2
Number of complaints filed through channels for own workforce,
including grievance mechanisms, to raise concerns (excluding
discrimination, harassment)
2 1
Total amount of material fines, penalties and compensation for
damages as a result of the incidents and complaints described
above
0 EUR 7,500
Reconciliation with the most relevant amount presented in the
financial statement
0 0
Recticel Group,
excl. Turvac
(74% joint venture)
and Rex
Recticel Group
2023 2024
Total number of severe human rights issues and incidents connected
to the workforce
0 0
Number of severe human rights issues and incidents connected to
workforce non-respect of the UN Guiding Principles on Business and
Human Rights, ILO Declaration on Fundamental Principles and Rights
at Work or OECD Guidelines for Multinational Enterprises.
0 0
Total amount of fines, penalties and compensation for damages for
the incidents describe above
0 0
Reconciliation with the most relevant amount presented in the
financial statement
0 0
Recticel Group,
excl. Turvac
(74% joint venture)
and Rex
Recticel Group
The Annual Report data are consolidated on 31 December 2024
The characteristics of work-life balance in the Recticel Group are not included in the 2024 Sustainability Statement, as a phased implementation is permitted till 2025.
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5.5 Governance | G1
Business conduct
The overview below follows the structure of ESRS G1. All sub-topics were considered
material in the Double Materiality Assessment (DMA).
The roles and expertise of the administrative, management and supervisory bodies
related to business conduct are outlined in Chapter 3.1, GOV-1.
To illustrate how Recticel incorporates environmental, social and governance-
related standards across its value chain, the material topic of product stewardship
(see Chapter 5.5.4, G1-2) is addressed in Chapter 3.4, GOV-4 Statement of due
diligence.
Target setting is in development and progress updates will be communicated in
the 2025 Annual Report.
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innovate
to create value
We
We strive for
results
We act with
respect &
integrity
We take
and feel
ownership
accountable
We
to win
cooperate
5.5.1 Material G1 IROs and their
interaction with strategy and business
model
Chapter 4.3 provides a comprehensive examination of the material impacts, risks and opportunities
associated with ESRS G1.
5.5.2 G1-1 Business conduct policies and
corporate culture
5.5.2.1 Core values
At Recticel, our values guide how we collaborate, do business and engage with one another,
promoting growth for both the Company and its people. By living these values, we foster progress,
stimulate a positive corporate culture and drive sustainable growth.
Our five core values are grounded in specific behaviours. They are not mere slogans or abstract ideas,
but dynamic principles that must be shared, discussed, embraced and actively demonstrated by
every member of our workforce.
Designed to inspire action and empower teams, the core values are consistently communicated
throughout the Company and integrated into leadership messaging. They provide a guiding context
for employee performance and play a crucial role in annual performance reviews.
Detailed information on the five core values can be found on our website (Purpose & values |
Recticel).
5
5
https://www.recticel.com/who-we-are/discover-recticel/purpose-values.html
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5.5.2.2 Code of Conduct
Recticel is built on respect, integrity, honesty, and
fairness, valuing our employees and business partners.
Our collective success relies on the actions of our people
– managers, employees (including seconded workers,
volunteers and interns) and contractors – who shape
the trust and reputation of our organization. This impacts
how customers perceive our products, how employees
experience the workplace and how shareholders view
their investments.
The Group Code of Conduct establishes the core
principles that shape our ethical and compliant business
practices. It reflects our commitments to employees,
Company assets, business partners, environmental
responsibility and regulatory adherence. Our reputation
is one of our most valuable assets, and the Recticel
Code of Conduct sets clear standards that all managers,
employees and contractors are expected to follow,
ensuring consistency across all business operations.
Our values and ethical standards
Our core values guide our actions in all aspects of
our business. Respecting others means recognising
and honouring their inherent dignity, individuality and
worth, as the cornerstone of professional relationships
and ethical behaviour. Integrity requires consistently
upholding moral principles and core values in every
action we take. Our commitment to honesty ensures that
all our business operations are conducted ethically, in
full compliance with national laws and regulations.
Employment policies and non-
discrimination
Recticel’s employment policies are grounded in fairness
and objectivity. Employment decisions are based solely
on relevant factors, including qualifications, merit,
performance and dedication. Discrimination of any form
is strictly prohibited, whether based on age, race, colour,
religion, language, gender, sexual orientation, disability,
political opinion, origin or nationality.
The Code of Conduct also safeguards the rights of
Recticel’s workforce and ensures compliance with
applicable laws in every country where we operate.
In instances where differences arise between local
laws, collective agreements and the Recticel Code of
Conduct, applicable laws will always take precedence.
Health and safety
Recticel is dedicated to safeguarding the health and
safety of its customers, employees, contractors and the
public. We provide continuous training and updates
on health and safety regulations for both managers
and employees. Adequate resources are allocated to
identify, mitigate and manage health and safety risks,
ensuring full compliance with all relevant laws and
regulations.
Human rights
Recticel adheres to the principles outlined in the United
Nations Universal Declaration of Human Rights and the
conventions and recommendations of the International
Labour Organization (ILO). This adherence to human
rights standards is integrated across all levels of the
Company.
Corruption and bribery prevention
Recticel is committed to preventing corruption and
bribery in all forms. We ensure transparency and ethical
behaviour in all business operations. The functions
that are potentially at risk include procurement, sales,
marketing and finance, where controls and preventive
measures are being applied.
The Code of Conduct reinforces the importance of
compliance with anti-bribery and corruption rules,
ensuring employees understand their significance. As
part of our broader compliance framework, mandatory
training on bribery and corruption prevention is
provided, both in the form of e-learning and face-to-
face training.
For guidance on identifying and reporting unlawful
conduct or violations of internal rules, both internal and
external stakeholders can find guidelines in the Group
Whistleblowing Policy.
Remedial measures
When an infringement of the rules forming part of
our Group Code of Conduct is detected, we initiate a
thorough investigation process. This includes assessing
the reported issue, gathering relevant facts and
evidence and conducting interviews with involved
parties if necessary. Based on the findings, the Recticel
Compliance Committee coordinates appropriate
remedial actions to prevent, address and mitigate the
impact of the infringement. The exact measures taken
will depend on the gravity of the violation.
For cases involving business partners, remedial actions
may include audits, re-evaluation or even termination
of the contractual relationship. For cases involving
employees, appropriate disciplinary measures may be
imposed. In the most severe instances, we may pursue
legal recourse and/or seek compensation for damages.
Accountability and governance
The CEO is ultimately responsible for the implementation
and oversight of the Group Code of Conduct. The CEO’s
leadership ensures the consistent application of the
Code across the organisation and accountability for
ethical practices.
In addition, management at all levels is responsible for
ensuring that those reporting to them understand and
comply with the Group Code of Conduct and are given
adequate and regular training on it.
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Third-party standards and initiatives
Recticel adheres to several third-party standards
and initiatives that complement our internal
policies. These include the UN Global Compact,
the UN Guiding Principles of Business and Human
Rights, the International Bill of Human Rights, the
International Labour Organization’s conventions and
recommendations, and the United Nations Convention
against Corruption.
Compliance oversight
The Compliance Committee plays a critical role
in overseeing compliance matters, including the
investigation of allegations related to misconduct,
corruption and bribery. The Compliance Committee
ensures that all investigations are conducted with
fairness, integrity and transparency. The Chief
Financial Officer serves as the Committee’s chairman
and is responsible for reporting incidents, ongoing
investigations, and their outcomes to the Board of
Directors.
Communication and accessibility
The Recticel Group Code of Conduct is communicated
in local languages to managers, employees and
contractors at all levels. It is readily accessible through
internal communication channels to ensure that
everyone is aware of their responsibilities.
White-collar workers are required to complete
e-learning modules on the Code of Conduct, as detailed
in Chapter 5.4.2.4. Furthermore, the Code is provided in
local languages and distributed by HR managers to both
blue-collar and white-collar workers. Printed versions of
the policy are displayed on notice boards, and further
communication tools are used.
The Code is also publicly available for all stakeholders at
Business ethics and integrity | Recticel.
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5.5.2.3 Whistleblowing Policy
In the event of an alleged violation of internal or external
laws and regulations, Recticel has implemented a
Group Whistleblowing Policy. This policy is fully aligned
with the latest EU legal requirements and ensures
that all stakeholders, whether managers, employees,
contractors, business partners or external parties, have
a clear and secure avenue to report any behaviour
that may represent a breach of the Recticel Code of
Conduct, corporate policies and procedures, contractual
commitments or any applicable laws and regulations.
The policy establishes a clear process for addressing
alleged misconduct involving managers, employees,
contractors or any other individual who intentionally or
negligently does not respect the rules. In accordance
with a general duty of care, Recticel managers,
employees and contractors are morally obliged to
report any reasonable suspicion that someone might be
engaged in any alleged misconduct.
Reporting channels
Concerns regarding misconduct can be raised through
internal communication channels, either at group
level or at local level. Multiple internal communication
channels are available, including letter, email, phone
and personal discussions. A dedicated confidential
mailbox is available 24/7, ensuring strict access and
confidentiality protocols. External communication
channels are also available, as referred to in the
Whistleblowing Policy.
Protection for whistleblowers and persons
whose behaviour is reported
Recticel has put several measures in place to protect the
rights of whistleblowers, as well as the persons whose
behaviour is being reported. These measures include
the obligation: to treat reports about misconduct in an
objective and impartial manner; to investigate reports
thoroughly and fairly within a reasonable time period;
to respect the strictest confidentiality; to refrain from
disclosing the identity of the whistleblower or other
persons mentioned in the report; and to ensure GDPR-
compliant treatment of personal data.
In addition, measures are taken to prevent retaliation.
Whistleblowers, as well as anyone associated with them
(such as family members or colleagues), must not face
any negative or harmful consequences as a result of
making disclosures under the whistleblowing procedures
outlined in the Whistleblowing Policy, provided the
disclosures are made in good faith. Any attempt to
prevent or discourage someone from raising concerns
in accordance with the Whistleblowing Policy is a serious
violation and will not be tolerated. If such actions occur,
appropriate measures will be taken to protect the
whistleblower and investigate those responsible for the
retaliation.
Finally, the rights of individuals who are the subject of
a report must also be respected and safeguarded. In
this regard, Recticel is committed to maintaining a fair
balance between the rights and interests of all parties
involved, including its own right to conduct a thorough
investigation.
Commitment to ethical standards
Recticel is committed to maintaining the highest ethical
standards and ensuring full legal compliance across all
aspects of its business activities. Recticel Group expects
its shareholders, managers, employees and contractors
to honour their respective responsibilities under their
mandates, employment or service agreements, acting
with loyalty, cooperation and good faith. This includes
a moral obligation to report any concerns about actual
or suspected work-related misconduct that involves
Recticel or its stakeholders.
Key accountability
As Chaiman of the Compliance Committee, the Chief
Financial Officer (CFO) is the senior leader accountable
for overseeing the implementation of the Whistleblowing
Policy across the organisation.
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Commitment to timely and independent
investigation
Recticel is committed to investigating all reported
misconduct without any undue delay, objectively and
impartially, ensuring that each report is treated with the
seriousness it deserves and investigated thoroughly in
accordance with established procedures.
Communication and accessibility
The Whistleblowing Policy is communicated in local
languages to all employees and managers. It is readily
accessible through internal communication channels
to blue-collar and white-collar workers, to ensure
that everyone is aware of their responsibilities. Printed
versions of the policy are displayed on notice boards.
The Code is also publicly available for all stakeholders at
Business ethics and integrity | Recticel.
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https://www.recticel.com/who-we-are/discover-recticel/business-
ethics-integrity.html
5.5.2.4 Targets and metrics
Recticel promotes compliance across the organisation
through ongoing training initiatives for its white collar
workforce. We provide mandatory e-learning modules
and in-person trainings covering topics such as the
Group Code of Conduct, EU competition law, EU data
protection law and contract law.
For the governance programme, the ‘completed’ status
is only achieved if the employee obtains a test result
of minimum 80%. For the cybersecurity programme, a
minimum score of 70% on the final test is required. The
slight decrease in the Governance programme results
in 2024 is due to the roll-out for Trimo. The completion
data per user for the Governance and Cybersecurity
programmes are shared by the external provider on a
monthly basis to check for completeness. The Annual
Report data are consolidated on 31 December 2024.
% employee participation in governance and cybersecurity e-learning, including e-learning, including legal,
cybersecurity and safety
2022 2023 2024
E-learning modules
TARGET RESULT RESULT RESULT
Governance programme
Data Protection
Code of Conduct
Basics of Contract Law
95% completion 96%
96%
96%
95%
94%
94%
89%
89%
89%
Cybersecurity programme
DIGIWIZZ 95% completion 93% 95% 92%
Scope 2022: White-collar workforce Recticel Insulation
Scope 2023: White-collar workforce Recticel Group, excl. Trimo and Turvac (74% joint venture)
Scope 2024: White-collar workforce Recticel Group, excl. Rex and Turvac (74% joint venture)
Throughout the year, Recticel implemented various initiatives to strengthen employees’ awareness, knowledge and
preparedness in cybersecurity. These efforts are designed to foster a strong security culture and ensure compliance
with mandatory training requirements.
Key activities included:
Training: Employees participated in a mandatory cybersecurity programme covering critical topics such as threat
identification, data protection and secure online practices. Completion was validated through a final assessment,
requiring a minimum score of 70%.
Phishing simulation campaigns: Regular, unannounced phishing simulations were conducted to evaluate the ability
of our workforce to recognise and respond to phishing attempts. Those who failed received targeted guidance to
enhance their awareness.
Awareness campaigns: Periodic communications, including newsletters, infographics and video messages, were
distributed to reinforce key cybersecurity principles and promote vigilance.
Incident response drills: Selected employees took part in simulated cybersecurity incidents to practise response
protocols and strengthen preparedness for potential security breaches.
Recticel Group - 2024 Annual Report 151
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5.5.4 G1-2 Management of relationships with suppliers and impacts
on our supply chain
5.5.4.1 Recticel’s approach to relationships with its
suppliers
Recticel takes a collaborative and responsible approach in managing its relationships
with suppliers, acknowledging their essential role in the Company’s overall success
and sustainability. We assess and evaluate both operational and ESG risks within our
supply chain that could impact our operations, the human rights of our stakeholders or
our reputation. This strategy is built on the principles of transparency, ethical conduct
and mutual value creation, ensuring that our supply chain not only aligns with our
operational objectives but also addresses broader sustainability challenges.
We refer to Chapter 3.4, GOV-4 Statement of due diligence in the value chain, for an
overview of the processes, measures and actions implemented by Recticel to identify,
prevent, mitigate and address actual or potential risks within its value chain. These
efforts encompass addressing risks related to human rights violations, environmental
damage, corruption and other ethical or legal issues arising from Recticel’s operations,
suppliers and business partners.
5.5.4.2 Environmental and social procurement practices
We continually assess and adapt our supplier relationships and procurement
strategies to stay ahead of emerging risks, regulatory changes and evolving
sustainability expectations. By nurturing strong, collaborative partnerships, we aim to
create a resilient, ethical and sustainable supply chain that not only supports long-
term business growth but also contributes positively to society and the environment.
5.5.3 Role and expertise of administrative, management and
supervisory bodies
Administrative, management and supervisory bodies play distinct yet complementary
roles in ensuring that a company adheres to high standards of business conduct.
Each of these bodies contributes its unique expertise and oversight to promote ethical
practices, operational effectiveness and long-term success.
The Board of Directors officially approves the Code of Conduct, while the Audit and
Sustainability Committee oversees its compliance within the Group. The Management
Committee is responsible for the company’s daily operations and ensuring adherence
to the guidelines and recommendations set by the Board of Directors.
Details on the administrative, management and supervisory bodies can be found in
Chapter 3.1.
Recognising the vital role suppliers play in achieving our sustainability goals, we
prioritise building mutually beneficial partnerships that drive the shift toward a
low-carbon economy and circular practices. Our approach to supplier relationship
management focuses on fostering sustainable innovation, shared values and the
adoption of industry best practices. This strategy ensures a robust value chain that
aligns with our strategic objectives, delivering measurable social and environmental
impact.
Suppliers and contractors must meet the same social, environmental and governance
standards as Recticel to ensure sustainable practices. In evaluating partners, we
prioritise resource efficiency, renewable materials and supplier engagement to
advance our 2050 net-zero goal. These discussions align with our Science Based
Targets initiative (SBTi) commitments and drive innovations to reduce our carbon
footprint.
To enhance transparency and accountability, we introduced the Recticel Supplier
Sustainability Requirements (RSSR), integrating them into our General Terms
and Conditions (see Chapter 3.4.2). This integration highlights our commitment
to sustainability, fostering a culture of shared responsibility and accountability
throughout our supplier network.
For more information on supply chain human rights due diligence, RSSR, and product
stewardship, please refer to Chapter 3.4 (GOV-4).
Recticel Group - 2024 Annual Report 152
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5.5.4.3 Description of policies/practices to prevent
late payment
Recticel’s payment policies focus on transparency and consistency, aiming to create
a reliable process for all parties in our supply chain ecosystem. Our invoice handling
procedures are designed to pay suppliers within the agreed payment terms. Our
payment policies are intended to build long-term relationships with suppliers while
supporting operational efficiency and financial stability.
Senior level accountability
The Chief Financial Officer (CFO) and the Group accounting team oversee the
implementation of Recticel’s payment policies, ensuring the effective execution of
payment procedures and related payment systems. The CFO ensures that these
policies align with Recticel’s broader corporate objectives, while also addressing the
needs of suppliers and other business partners. The CFO and the Group accounting
team are also responsible for monitoring and enhancing payment processes to
maintain efficiency and timeliness.
Third-party standards and initiatives
Recticel respects and aligns its payment practices with the European Union Late
Payments Directive.
Consideration of key stakeholders
Recticel’s payment practices are designed with a comprehensive view of all
stakeholders, considering the needs and concerns of internal teams, external suppliers
– including small and medium-sized enterprises (SME) – and the broader business
ecosystem. Payment terms are communicated and agreed upon up front to every new
supplier.
5.5.5 G1-3 Prevention and
detection of corruption and
bribery
Recticel remains steadfast in its commitment to ethical practices, enforcing a
strict zero-tolerance policy against all forms of corruption and bribery. By providing
managers, employees and contractors with the necessary tools and knowledge to
recognise, prevent and report unethical behaviour, Recticel cultivates a culture of
vigilance and responsibility. With transparency and accountability at its core, Recticel
upholds the highest standards of integrity, ensuring that trust and ethical excellence
are embedded throughout the organisation.
5.5.5.1 Description of procedures in place to prevent,
detect & address allegations or incidents of corruption/
bribery
Recticel’s approach to bribery and corruption is built on clear, actionable principles
embedded within our Group Code of Conduct. Our policies are supported by
compliance checks, strict prohibitions and proactive measures designed to uphold the
highest standards of integrity across all business operations. This structured, multi-
layered approach reinforces Recticel’s commitment to ethical practices and robust
governance, ensuring integrity is upheld in every aspect of our operations.
Core principles
Bribery at Recticel is clearly defined as the offering, giving, promising or receiving of
any financial or other advantage to influence or persuade an individual in a role that
requires impartiality.
Recticel strictly prohibits managers, employees and agents from offering, soliciting
or accepting bribes under any circumstances. This prohibition extends beyond the
organisation, requiring all business partners – including joint ventures, contractors,
customers and suppliers – to commit to the same standard.
Recticel enforces a zero-tolerance policy regarding bribes to government officials or
employees of private organisations. This includes indirect payments made through
intermediaries such as agents, consultants or facilitators suspected of transferring
funds to officials.
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5.5.5.2 Investigating committee/body separate from the
chain of management involved in the matter
Recticel is dedicated to upholding high ethical standards and ensuring full compliance
with legal obligations in addressing allegations or incidents requiring investigation.
These matters are handled with diligence, integrity and transparency by a dedicated
Compliance Committee, which is composed as follows: the Chief Executive Officer,
the Chief Human Resources Officer, the Chief Legal Officer and the Chief Audit
Executive. While Recticel does not have a separate investigation committee outside its
management structure, it strictly adheres to legal requirements and internal protocols
to manage such situations effectively. If a potential conflict of interest arises involving
a Compliance Committee member or a designated confidant, that individual will be
excluded from the case team for that specific file.
Adherence to legal requirements
Recticel ensures strict adherence to all legal obligations when conducting
investigations, aligning its procedures with corporate governance, ethical standards
and transparency laws. In the event of an incident, the Company follows established
legal processes and internal guidelines to resolve matters in full compliance with
relevant regulations.
Incident reporting and response
As further detailed in the Whistleblowing Policy, Recticel provides employees with the
necessary channels to report alleged misconduct, including suspected bribery or
corruption. Upon receiving a report, the Company initiates a thorough investigation,
ensuring every incident is addressed transparently and consistently. Appropriate
disciplinary actions are taken based on established protocols and in accordance with
legal requirements.
Communication and accessibility
Recticel prioritises clear and comprehensive communication of its Code of Conduct
and Whistleblowing Policy to employees, managers and relevant stakeholders. These
documents are made easily accessible via internal communication platforms, ensuring
everyone has a thorough understanding of their roles and responsibilities in upholding
anti-bribery and corruption standards. The documents are also publicly available on
the corporate website.
Compliance oversight
The Compliance Committee plays a key role in overseeing compliance matters,
including investigations into misconduct, corruption and bribery. The Chief Financial
Officer, as Committee Chairman, is responsible for reporting incidents, ongoing
investigations and outcomes to the Board of Directors.
5.5.5.3 Nature, scope and depth of anti-corruption/anti-
bribery training programmes
The following employee categories are considered to have a higher risk profile for
exposure to corruption and bribery due to the nature of their roles and responsibilities:
Finance: Employees in finance are often entrusted with managing large sums of
money, budgeting and overseeing financial transactions. This gives them access to
sensitive financial data, which can make them susceptible to fraudulent activities,
misappropriation of funds or facilitation of corrupt financial practices.
Sales & Marketing: Those in sales and marketing roles are frequently in direct contact
with customers, suppliers and third-party intermediaries, often negotiating contracts,
incentives and commissions. This interaction can create opportunities for improper
financial gain, such as kickbacks or bribery, in exchange for favourable business
decisions, discounts or preferential treatment.
Procurement: Employees involved in procurement are responsible for sourcing and
purchasing goods and services. Given their role in supplier selection and contract
negotiation, they may be at risk of corruption, particularly if they are influenced by
external parties seeking to secure contracts through unethical means, such as offering
bribes or kickbacks.
A compulsory Governance e-learning module covering ethical behaviours is offered
to all white-collar workers. As Recticel will transition to a new training platform in 2025,
a more advanced and specific e-training on anti-corruption and anti-bribery will
gradually become mandatory for all employees in the aforementioned categories, for
all directors and managers across the Company, as well as for the Board of Directors.
This change reflects our commitment to ensuring that all key personnel are equipped
with the knowledge to uphold our anti-corruption and anti-bribery standards. Hence,
we do not report in 2024 on the percentage of functions-at-risk covered by training
programs, but will do so in our 2025 Annual Report.
Recticel Group - 2024 Annual Report 154
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5.5.6 G1-4 Incidents of corruption
or bribery
5.5.6.1 Number of convictions and amount of fines for
violation of anti-corruption and anti-bribery laws
During the reporting period, two cases involving members of Recticel’s value chain,
in which the Company or its employees were directly involved, were reported to the
Compliance Committee. Following a thorough investigation, one disciplinary action
was deemed necessary and no fines were issued to Recticel for violations of anti-
corruption or anti-bribery laws.
5.5.6.2 Any actions taken to address breaches in
procedures and standards of anti-corruption
and anti-bribery
During the reporting period, the Company did not encounter any insufficiencies in
actions taken to address breaches in procedures and standards of anti-corruption
and anti-bribery.
5.5.7 G1-5 Political influence and
lobbying activities
Recticel’s approach to political influence and lobbying reflects its commitment to
ethical conduct, transparency and responsible corporate citizenship. Focusing on its
core business objectives, the Company upholds integrity and strong governance to
create long-term value for stakeholders while maintaining high standards of corporate
ethics and social responsibility.
Recticel does not seek to influence political processes or engage in aggressive
lobbying. Instead, it remains focused on delivering innovative insulation products,
guided by strong values of integrity and governance.
As a member of sector-specific trade organisations, Recticel may indirectly support
policy-influencing activities, always transparently and within the organisation’s
framework. Such activities could focus on energy efficiency in buildings, energy
standards, industrial decarbonisation, circular economy initiatives or sustainable
materials.
Respecting political impartiality, Recticel complies fully with applicable laws and
regulations, ensuring its actions align with ethical principles. While the Company may
engage with policymakers via industry associations and regulatory bodies on matters
directly related to its operations, these interactions are conducted transparently and in
accordance with established protocols.
Recticel values transparency and shares key information on its corporate website,
encouraging open dialogue and collaboration with stakeholders to positively impact
public discussions, while safeguarding the interests of employees, shareholders and
the broader community.
In 2024, Recticel made no financial or in-kind political contributions. The Chief Financial
Officer, serving as Chairman of the Compliance Committee, ensures that no such
contributions are made.
During the current reporting period, no members of the administrative, management
or supervisory bodies had held a position in public administration, including regulatory
bodies, in the two years prior to their appointment.
Recticel is not registered in the EU Transparency Register or any equivalent
transparency register in an EU Member State.
Recticel Group - 2024 Annual Report 155
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5.5.8 G1-6 Payment practices
5.5.8.1 Average time to pay an invoice in number of days
The following information on payment practices in 2024 covers all Recticel Group legal
entities, excluding Soundcoat, Rex and Turvac. These latter will be included in the 2025
Annual Report.
Although the scope is limited to the subsidiaries Recticel Insulation and Trimo, it is
reasonable to expect that this KPI is consistent across the Recticel Group, given the
similar systems and policies implemented throughout the organisation. There were no
outstanding legal proceedings related to late payments on 31 December 2024.
5.5.8.2 Description of standard payment terms in
number of days by main category of suppliers &
percentage of payments aligned
Recticel adheres to the payment terms outlined in Article 6 of its General Terms and
Conditions for all suppliers. Key terms include:
Invoices must include purchase order numbers, delivery quantities, and relevant
shipment documentation.
Invoices must be sent electronically to Recticel’s designated address. Payments are
made via wire transfer within sixty (60) days of the invoice date, provided that goods
or services have been fully delivered.
Recticel reserves the right to offset amounts owed to the seller against amounts
owed by the seller, without prior notice.
Average days to pay 53.4
% invoices paid in time 49.4%
We recognise the vital role of small and medium-sized enterprises (SMEs) in our
supply chain and remain attentive to ensuring their invoices are processed promptly,
supporting their financial stability and growth. Moving forward, Recticel remains
committed to optimising invoice processing efficiency and upholding the highest
standards of financial transparency and operational excellence.
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Remuneration
report 6
PART 3 | REMUNERATION STATEMENT
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6.1 Introduction
6.1.1 2024 business results 6.1.2 2024 remuneration outcomes
Recticel is a Belgian insulation group with a strong presence in Europe and the USA.
It offers smart insulation solutions that advance a carbon-free economy and improve
the quality of life. Recticel’s portfolio includes Insulation Boards, Insulated Panels and
Acoustic Solutions. The Company expects to benefit from the substantial increasing
demand for energy-efficient solutions in the construction sector.
In 2024, the construction market remained sluggish due to higher interest rates, high
building material prices and stricter regulations, making new construction more
expensive and causing project postponements.
Despite this adverse environment, Recticel reported strong revenue and profitability
growth for 2024, clearly outperforming tough end markets. Turnover rose by 15% to EUR
610 million, a new record thanks to the acquisition of Rex in Belgium and to organic
growth. Recticel recorded an overall volume growth of more than 10%, which offset the
pressure on prices. There were many new product launches and certifications. Market
shares increased in Insulation Boards and Insulated Panels with revenue growth in key
areas such as Benelux, UK, France, Germany and the USA.
Recticel delivered on the promise of ‘around EUR 50 million’ of Adjusted EBITDA, and
realised an increase of 26.7% compared to 2023. This large profit growth comes thanks
to cost savings and substantial operational improvements in the plants.
Scope 1+2 carbon intensity per m³ decreased by 24.2%. Scope 3 carbon intensity
per m³ declined by 7.9%, highlighting successful collaborations with suppliers to reduce
upstream emissions. These milestones reaffirm Recticel’s commitment to achieving its
SBTi-approved net-zero targets.
The 2024 total remuneration levels reflect the positive business achievements in terms
of profit, cash flow and CO
2
emission reductions, which drive the short-term variable
remuneration. The value of the long-term incentive depends on the stock price, which
reflects the challenging outlook in the construction industry.
Annual bonus awards
The annual bonus awards depend for a large part on the achievement of pre-
determined levels of Adjusted EBITDA and Free Cash Flow, as well as pre-defined CO
2
intensity objectives, in addition to the completion of personal objectives focusing on
M&A, business growth and operational excellence.
The level of Free Cash Flow delivered at Group level was above target and triggered a
payout at maximum (125%).
The level of Adjusted EBITDA reached by the Group delivered a payout of 53.7%, a
remarkable achievement considering the difficult market circumstances, with a
strong contribution from the Insulation Boards division.
The Carbon Intensity target was overachieved by the Group with maximum payout
(125%) as a result.
For further details see Chapter 6.4.3.1, Short-term incentive (one-year variable).
Stock options
The 2020 stock option grant vested on 1 January 2024. Another grant was made in
June 2024 at a strike price of EUR 12.92.
Management Committee membership
The CEO of the Trimo Division, Božo Černila, is not a member of the Management
Committee since 1 December 2024. A replacement is being sought.
Bart Van den Eede was appointed Chief Financial Officer on 8 July 2024, replacing Dirk
Verbruggen, and is a member of the Management Committee since that date. Dirk
Verbruggen is not a member of the Management Committee since that date.
On 29 October 2024, the Chief Operations Officer of the Insulation Boards division, Stijn
Vermeulen, was appointed Group Chief Operations Officer, and is a member of the
Management Committee since that date.
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6.1.3 Shareholder engagement
The Annual General Meeting held on 28 May 2024 approved the 2023 remuneration
report with 79% of shareholder votes. An adjustment to the short-term incentive payout
was introduced in the remuneration policy; the policy was approved with 66% of the
votes.
In establishing its remuneration policy and its future revisions, Recticel endeavours to
take into account the votes and views of the shareholders. Recticel is committed to an
open and transparent dialogue with its shareholders on remuneration as well as other
governance matters.
In 2024, questions raised by our shareholders and their representatives were answered
during the Annual General Meeting and also by mail. The proportion of women on the
Board was one of the concerns of one of our investors. Recticel decided to appoint one
additional female Board member in the course of 2025.
6.1.4 Looking ahead
To support Recticel’s ongoing commitment to foster diversity and inclusion within
the Company leadership, the Board decided to look for an additional female
Board member. This will ensure that Recticel continues to comply with European
regulations. It will also enrich its Board of Directors with diverse perspectives that will
drive innovation and balanced decision-making. This appointment will benefit the
company’s governance and its overall performance.
There are no changes foreseen to the remuneration policy in 2025.
As in previous years, the Board of Directors will seek the authorisation from the General
Assembly to derogate from the prescriptions of article 7:91 of the Belgian Companies
and Associations Code whereby variable remuneration payments must be spread over
a period of three years if certain thresholds are passed. This deviation will be requested
for the CEO and the other members of the Management Committee, in line with the
possibility offered by the legislation.
The long-term incentive Plan of the CEO and the other members of the Management
Committee is delivered in the form of stock options. As in previous years, the Board of
Directors will seek the authorisation from the General Assembly to issue warrants.
6.2 Our remuneration policy at a glance
The remuneration policy was reviewed and validated by the Remuneration & Nomination Committee on 28 February 2024 and approved by the Board of Directors on the same
day. The policy was adopted during the General Meeting of Shareholders on 28 May 2024 and became effective as of 1 January 2024. It is available for consultation on the
company website. The contents of the policy were established following the requirements of the Shareholder Rights Directive, the Belgian Companies and Associations Code and
the Corporate Governance Code 2020.
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6.2.1 Directors
Per policy terms, Directors receive a fixed fee/retainer and an attendance fee, whereas
Committee members receive attendance fees.
in EUR
BOARD COMMITTEE
Directors
CHAIRMAN MEMBER CHAIRMAN MEMBER
Fixed fee 30,000 15,000 n/a n/a
Attendance fee 5,000 2,500 5,000 2,500
In accordance with the policy, Non-executive Board members do not receive variable
and/or equity-related remuneration as referred to under principle 7.6. of the Corporate
Governance Code 2020. Recticel considers that the Corporate Governance Code’s
goals of promoting the achievement of strategic objectives in accordance with the
company’s risk appetite and behavioural norms and promoting sustainable value
creation are better served by remunerating the Non-executive Directors entirely
in cash to avoid any conflicts of interest and guarantee their complete financial
independence.
Non-executive Board members are not entitled to receive benefits. Expenses incurred
when travelling abroad will be arranged for by Recticel directly.
Executive Directors are remunerated in accordance with the remuneration policy
for the members of the Management Committee and any Director fees paid to the
Executive Directors are deducted from the remuneration received as a member of the
Management Committee.
The level and structure of remuneration paid to the Directors is regularly assessed
against “BEL Mid” market practice.
6.2.2 Management Committee
The level as well as the structure of the remuneration of the Management Committee
members is reviewed annually by the Remuneration & Nomination Committee,
which consequently presents a proposal to the Board of Directors for approval. When
determining the remuneration levels for the members of the Management Committee,
Recticel considers a Belgian frame of reference comprising companies similar in size
(as compared on the basis of revenues) and exclusive of the financial sector. The
objective is to establish target remuneration levels that, as a general rule, are at or
around the median market level and this as far as the performance of the Company
can afford it.
The total remuneration package of the Management Committee members consists of
the following elements.
Base pay
The individual’s role, experience, performance and market practice are considered
when determining salary levels.
Any Director fees paid to the Executive Directors are deducted from the remuneration
received as a member of the Management Committee.
Other benefits
The Management Committee members receive benefits in line with Recticel’s
remuneration policy, which states that benefits and perquisites are provided in line
with competitive practices in the market where the Executive in question is based
and mainly include hospitalisation, disability coverage and a company car. Members
operating through a management company do not receive perquisites and benefits,
though certain costs may be invoiced separately.
Short-term incentive (one-year variable)
The bonus is expressed as a percentage of the base remuneration. The payout
depends on the achievement of pre-determined collective and personal objectives, as
follows:
For threshold performance: the bonus payout will be nil.
For target performance: the bonus payout will be 100% of base pay for the CEO and
37.50% for the other Management Committee members.
For maximum performance: the bonus payout will be 150% of base pay for the CEO.
For the other Management Committee members, it is 62.50%.
No deferral policy is applicable.
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Long-term incentive (multi-year variable)
The Long Term Incentive plan is granted by means of stock options. Options granted in
2024 cannot be exercised before 1 January 2028, nor can they be exercised later than
16 June 2031.
Pension
Members of the Management Committee employed in Belgium before 2003 are
included in the Recticel Defined Benefit Plan. Members hired externally since 2003 are
included in the Recticel Defined Contribution Plan.
Dismissal period or severance pay
On termination of the employment of a member of the Management Committee by
the Company, Recticel will apply a notice of 12 months, unless other applicable legal
mandatory provisions require it to apply a higher number of months.
Contract
In 2024, the CEO and two other members of the Management Committee provided
services through a management company. The other members are salaried
employees.
Clawback
No clawback provisions are in place for the annual bonus plan, in deviation of principle
7.12 of the Corporate Governance Code 2020. Recticel considers that, based on general
principles of law, the Company can recover payments (1) if they were undue or (2) in
case of fraud. The Company does not wish to renegotiate existing agreements with
Management Committee members to provide for additional clawback possibilities.
Shareholding guidelines
The members of the Management Committee are encouraged to build stock
ownership in the company up to an amount equivalent to 50% of their annual gross
base pay over a period of five years, preferably by keeping part of the stocks that they
purchase under the existing stock option plan.
6.3 Remuneration of
the Non-executive
Directors
The following table sets out the total remuneration for each Non-executive Director in
2024.
in EUR
Name
FIXED FEE ATTENDANCE FEE
D.A.S.T. BV, represented by Wim Dejonghe ¹ 17,720.0 45,000.0
BALTISSE NV, represented by Filip Balcaen 15,000.0 30,000.0
IMRADA BV, represented by Ingrid Merckx 15,000.0 27,500.0
IRIDI BV, represented by Frank Coenen ¹ 8,860.0 20,000.0
LUBIS BV, represented by Luc Missorten 15,000.0 47,500.0
MOROXCO BV, represented by Elisa Vlerick 15,000.0 30,000.0
THIJS JOHNNY BV, represented by Johnny Thijs ² 12,280.0 25,000.0
CARPE VALOREM BV, represented by Kurt Pierloot ² 6,140.0 10,000.0
¹ from 28/05/2024
² until 28/05/2024
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6.4 Remuneration of the Management
Committee members
6.4.1 Total remuneration
in EUR
FIXED REMUNERATION VARIABLE REMUNERATION
EXTRAORDINARY
ITEMS
c
PENSION EXPENSE
TOTAL REMUNERATION
(1+2+3+4)
PROPORTION OF FIXED AND VARIABLE
REMUNERATION
BASE PAY OTHER BENEFITS
ONE-YEAR
VARIABLE
d
MULTI-YEAR
VARIABLE
FIXED VARIABLE
Incumbent name
1 2 3 4 5 (1+4)/(5-3) (2)/(5-3)
CORAL & WALLACE BV, represented by Jan Vergote (CEO)
(a)
671,360 0 497,427 0 0 0 1,168,787 57% 43%
Other members of the Management Committee
(b)
1,278,738 84,515 352,080 253,500 0 69,402 2,038,235 70% 30%
a
Only the CEO receives fees as Executive Director. These are deducted from the base pay. Fees therefore are not presented in a separate column in the table above.
b
The table includes the remuneration actually earned or paid to the other members of the Management Committee, i.e.
Dirk Verbruggen, Chief Finance & Legal Officer, until 5 July 2024,
Božo Černila, CEO Trimo, until 30 November 2024,
Bart Van den Eede, Chief Finance Officer as of 8 July 2024,
Stijn Vermeulen, Chief Operations Officer as of 29 October 2024,
Rob Nijskens, Chief HR Officer, for the full year, and
Betty Bogaert, Chief Information & Digitalisation Officer, for the full year.
Variable
43%
Fixed
57%
Variable
30%
Fixed
70%
CEO Other members of the Management Committee
Proportionofxedandvariableremuneration
An overview of the total remuneration of the CEO and the other members of the Management Committee in 2024 can be found in the table below.
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6.4.2 Fixed remuneration
Base pay + Other Benefits
= Fixed Remuneration
6.4.2.1 Base pay 6.4.3.1 Short-term incentive (one-year variable)
6.4.2.2 Other benefits
The table below shows the base pay actually paid in 2024 to the CEO and the other
members of the Management Committee and how it compares to 2023.
2024 Performance against targets
The short-term incentive depends on the achievement of pre-determined collective
and personal objectives.
2023 2024 2024 VS 2023
CORAL & WALLACE BV, represented by Jan Vergote (CEO)
a
650,000 671,360 3%
Other members of the Management Committee 1,516,970 1,278,738 -16%
a
The base pay levels for CORAL & WALACE BV include the fees received as a member of the Board of Directors
(EUR 21,360 in 2024).
The amount mentioned in the column “Other benefits” in the total remuneration table
in Chapter 6.4.1 relates to the following benefits: insurances (death, disability, medical),
company car costs, mobile phone costs, and excludes pension (which is reported
separately under “pension expenses”).
6.4.3 Variable remuneration
One-year variable + Multi-year variable
= Variable Remuneration
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Adjusted EBITDA
65,00%
Adjusted EBITDA
35,0%
ESG
10,0%
Personal objectives
25.00%
Free Cash Flow
5,0%
ESG
10.00%
Personal
objectives
50,0%
CEO
Other members of the Management Committee
For the CEO, for performance year 2024, the collective
objectives are determined at the level of the Group
and consist of Group Adjusted EBITDA (65% weight)
and Group Carbon Intensity (10% weight). The payout
progression foresees minimum, target and maximum
achievement levels with corresponding payout levels
determined along a straight line between each control
point. As a general rule, achieving budget delivers 100%
of the bonus payout opportunity. No payment was due
if the level of Adjusted EBITDA achieved during 2024 was
less than or equal to 90% of the budgeted level. The
maximum payout (150%) was reached if the achieved
level of Adjusted EBITDA was 115% of the budget. For the
ESG objective, a year-on-year decrease of 10% of the
Carbon Intensity delivered a payout of 100%. No payment
was due if the decrease was 5% or less. The maximum
payout (150%) could be reached if the decrease was at
15% or more. Personal objectives consist of a selection of
three to five SMART targets (25% weight). The personal
objectives focus mainly on M&A, business growth and
operational excellence. The payout ranges from 0% to
150% depending on their achievement.
For the other members of the Management Committee,
the collective objectives were Free Cash Flow (5%
weight), Adjusted EBITDA (35% weight) and Carbon
Intensity (10% weight). For the Group Function Heads
(Chief Financial Officer, Chief Human Resources
Officer, Chief Information & Digitalisation Officer), the
collective objectives are determined at the level of the
Group; for the division CEOs, they are determined at
the level of their respective division (Insulation Boards
or Insulated Panels). The payout progression foresees
minimum, target and maximum achievement levels
with corresponding payout levels determined along a
straight line between each control point. As a general
rule, achieving budget delivers 75% of the bonus payout
opportunity. No payment was due if the level of Adjusted
EBITDA achieved during 2024 was less than or equal to
90% of the budgeted level (80% for Free Cash Flow). The
maximum payout (125%) was reached if the achieved
level of Adjusted EBITDA was 115% of the budget (140%
for Free Cash Flow). For the ESG objective, a year-on-
year decrease of 10% of the Carbon Intensity delivered
a payout of 75%. No payment was due if the decrease
was 5% or less. The maximum payout of 125% could be
reached if the decrease was at 15% or more. Personal
objectives consist of a selection of three to five SMART
targets (50% weight). The personal objectives focus
mainly on M&A, business growth and operational
excellence. The payout ranges from 0% to 125%
depending on their achievement.
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WEIGHT ACHIEVEMENT LEVEL MINIMUM TARGET MAXIMUM
65.00% Adjusted EBITDA (% budget) 90.00% 100.00% 115.00%
10.00% Carbon intensity (vs. previous year) -5.00% -10.00% -15.00%
25.00% Personal objectives 0.00% 100.00% 150.00%
WEIGHT CORRESPONDING PAYOUT (% BASE PAY) MINIMUM TARGET MAXIMUM
65.00% Adjusted EBITDA 0.00% 65.00% 97.50%
10.00% Carbon intensity (vs. previous year) 0.00% 10.00% 15.00%
25.00% Personal objectives 0.00% 25.00% 37.50%
100.00% Total 0.00% 100.00% 150.00%
WEIGHT ACHIEVEMENT LEVEL MINIMUM TARGET MAXIMUM
5.00% Free Cash Flow (% budget) 80.00% 100.00% 140.00%
35.00% Adjusted EBITDA (% budget) 90.00% 100.00% 115.00%
10.00% Carbon intensity (vs. previous year) -5.00% -10.00% -15.00%
50.00% Personal objectives 0.00% 75.00% 125.00%
WEIGHT CORRESPONDING PAYOUT (% BASE PAY) MINIMUM TARGET MAXIMUM
5.00% Free Cash Flow 0.00% 1.88% 3.13%
35.00% Adjusted EBITDA 0.00% 13.13% 21.88%
10.00% Carbon intensity (vs. previous year) 0.00% 3.75% 6.25%
50.00% Personal objectives 0.00% 18.75% 31.25%
100.00% Total 0.00% 37.50% 62.50%
2024 payout progression
CEO
Other members of the Management Committee
Short-term incentive payout for the performance year 2024
The achievement of the performance targets was measured during the time period starting on 1
January 2024 and ending on 31 December 2024. As per our remuneration policy, the evaluation of
the CEO’s performance was done by the Remuneration & Nomination Committee on the basis of
audited Company results before presenting a proposal to the Board of Directors. The evaluation
of the other Management Committee members was done by the CEO on the basis of audited
Company results, who then discussed this with the Remuneration & Nomination Committee before
presenting a proposal to the Board of Directors.
Beneficiary
SHORT TERM INCENTIVE OBJECTIVES WEIGHT
ACTUAL PAY OUT
(% BASE SALARY)
ACTUAL
AMOUNT
(IN EUR)
CORAL & WALLACE BV,
represented by Jan Vergote
(CEO)
Collective Objective
Adjusted EBITDA (Group) 65.00% 37.34% 250,703
Carbon intensity (Group) 10.00% 15.00% 100,704
Personal Objectives 25.00% 21.75% 146,021
Total 100.00% 74.09% 497,427
Other members of the
Management Committee
Collective Objectives
Free Cash Flow (Group or
Division depending on position)
5.00% 2.34% 24,966
Adjusted EBITDA (Group or
Division depending on position)
35.00% 6.97% 74,290
Carbon intensity (Group or
Division depending on position)
10.00% 6.11% 65,124
Personal Objectives 50.00% 17.62% 187,700
Total 100.00% 33.04% 352,080
Article 7:91 of the Belgian Companies and Associations Code prescribes
the need to spread variable remuneration payments over a three year
period if certain thresholds are passed. The 25% threshold was passed
in the cases of the CEO and all the other members of the Management
Committee. Hence the Board of Directors proposed to the 2024 General
Shareholder meeting to approve a deviation from the said rule in
line with the possibility offered by the legislation. This proposal was
approved during the 2024 General Shareholders’ meeting.
Recticel Group - 2024 Annual Report 165
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6.4.3.2 Long-term incentive (multi-year variable)
Grant made in 2024
The theoretical value of the options at grant is calculated by applying the Black-
Scholes formula, taking into account certain assumptions regarding dividend payment
(dividend yield: 2.40%, interest rate: 2.935% and volatility: 38.3%). For the grant in June
2024, the value amounted to EUR 3.9760/warrant.
Incumbent name
NUMBER OF OPTIONS
GRANTED
STRIKE PRICE OF
THE OPTION
(IN EUR)
TOTAL THEORETICAL
VALUE AT GRANT
(IN EUR)
Jan Vergote (Chief Executive Officer) 125,000 12.92 497,000
Betty Bogaert (Chief Information & Digitalisation Officer) 30,000 12.92 119,280
Božo Černila (CEO Insulated Panels) 30,000 12.92 119,280
Rob Nijskens (Chief Human Resources Officer) 30,000 12.92 119,280
Dirk Verbruggen (Chief Finance & Legal Officer) 30,000 12.92 119,280
Stijn Vermeulen (Chief Operations Officer) 15,000 12.92 59,640
2024 Vesting
The following stock options, relating to the April 2020 grant, vested on 1 January 2024.
Incumbent name
NUMBER OF
OPTIONS VESTED
STRIKE PRICE OF
THE OPTION
(IN EUR)
SHARE PRICE AT
VESTING
(IN EUR)
VALUE AT
VESTING
(IN EUR)
Betty Bogaert
(Chief Information & Digitalisation Officer)
30,000 6.70 10.60 117,000
Rob Nijskens
(Chief Human Resources Officer)
5,000 6.70 10.60 19,500
Dirk Verbruggen
(Chief Finance & Legal Officer)
30,000 6.70 10.60 117,000
6.4.4 Extraordinary items
There are no extraordinary items to report.
6.4.5 Pension expenses
in EUR
Incumbent name
PENSION EXPENSES
CORAL & WALLACE BV, represented by Jan Vergote (CEO) Included in fee
Other members of the Management Committee 69,402
For salaried members of the Management Committee, Recticel reports
the actual contributions paid into the plan for beneficiaries of the Defined
Contribution plan,
the service cost for beneficiaries of the Defined Benefit plan, as the plan is a collective
plan.
6.4.6 Additional disclosure
Recticel did not apply any clawback provisions during the year under review.
The level of shareholdership of the Non-executive Directors on 31 December 2024 is
displayed in the table below.
Level of shareholdership of the Non-executive Directors other than CEO
Director
NUMBER OF SHARES
Wim Dejonghe 20,000
Filip Balcaen 0
Spring Holdco BV (Group Baltisse) 16,403,132
Frank Coenen 0
Elisa Vlerick 0
Luc Missorten 0
Elisa Vlerick 6,000
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The following table shows the level of shareholdership of the CEO and the other
members of the Management Committee on 31 December 2024. It shows that the
actual level of shareholdership was above the policy requirement for the CEO on that
date. Three out of the other four members of the Management Committee were not
yet meeting the policy requirement.
Level of shareholdership of the Management Committee members
Shareholdership
NUMBER OF SHARES
HELD ON 31 DECEMBER
2024
VALUE OF THE STOCK
ON 31 DECEMBER
2024 (IN EUR)
TOTAL VALUE OF
SHARES HELD (IN
EUR)
ACTUAL LEVEL OF
SHAREHOLDERSHIP
(% BASE PAY)
TARGET LEVEL OF
SHAREHOLDERSHIP
(% BASE PAY)
CEO 120,000 10.48 1,257,600 187% 50%
Other members of
the Management
Committee
77,165 10.48 808,689 75% on average 50%
The fulfilment of the shareholding guideline by the CEO and each other member of
the Management Committee is determined by comparing the value of the number
of shares held on 31 December 2024 to 50% of their annual base pay on 31 December
2024. The value of the shares held is obtained by multiplying the number of shares held
on 31 December 2024 by the closing price of the stock on that date (EUR 10.48).
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6.5 Share-based remuneration
The table below details the opening and closing balance, as well as movements during the year in terms of share-based remuneration for each of the Management Committee
members. In line with the information presented in previous tables, shares have been valued at fair value at grant and at market value at vesting.
Incumbent name
MAIN CONDITIONS OF THE SHARE OPTION PLANS
INFORMATION REGARDING THE REPORTED FINANCIAL YEAR
OPENING BALANCE DURING THE YEAR CLOSING BALANCE
SPECIFICATION
OF THE PLAN
AWARD
DATE
VESTING DATE EXERCISE PERIOD
STRIKE
PRICE OF
THE OPTION
(IN EUR)
SHARE OPTIONS
OUTSTANDING AT THE
BEGINNING OF THE YEAR
SHARE OPTIONS
AWARDED
SHARE OPTIONS VESTED SHARE
OPTIONS
EXERCISED
SHARE OPTIONS
AWARDED AND
UNVESTED
SHARE OPTIONS
VESTED BUT
UNEXERCISED
NUMBER VALUE NUMBER VALUE
Jan Vergote
(Chief Executive Officer)
2024 grant 6/17/2024 1/1/2028 01/01/2028 – 16/06/2031 12.92 0 125,000 497,000 125,000 0
Total 125,000 -
Betty Bogaert
(Chief Information & Digitalisation
Officer)
2016 grant 4/29/2016 1/1/2020 01/01/2020 – 28/04/2025 5.73
215,000
15,000 0 0
2017 grant 6/30/2017 1/1/2021 01/01/2021 – 29/06/2024 7.00 25,000 0 0
2018 grant 4/25/2018 1/1/2022 01/01/2022 – 24/04/2025 10.21 25,000 0 0
2019 grant 6/28/2019 1/1/2023 01/01/2023 – 27/06/2026 7.90 0 30,000
2020 grant 3/3/2020 1/1/2024 01/01/2024 – 02/03/2027 6.70 30,000 117,000 0 30,000
2021 grant 5/12/2021 1/1/2025 01/01/2025 – 11/05/2028 12.44 30,000 0
2022 grant 5/13/2022 1/1/2026 01/01/2026 – 12/05/2029 17.74 30,000 0
2023 grant 30/06/2023 1/1/2027 01/01/2027 – 29/06/2030 10.80 30,000 0
2024 grant 6/17/2024 1/1/2028 01/01/2028 – 16/06/2031 12.92 30,000 119,280 30,000 0
Total 120,000 60,000
Božo Černila
(CEO Insulated Panels)
2022 grant 5/13/2022 1/1/2026 01/01/2026 – 12/05/2029 17.74
60,000
30,000 0
2023 grant 30/06/2023 1/1/2027 01/01/2027 – 29/06/2030 10.80 30,000 0
2024 grant 6/17/2024 1/1/2028 01/01/2028 – 16/06/2031 12.92 30,000 119,280 30,000 0
Total 90,000 0
Rob Nijskens
(Chief Human Resources Officer)
2019 grant 4/29/2016 1/1/2023 01/01/2023 – 27/06/2026 7.90
100,000
0 5,000
2020 grant 6/30/2017 1/1/2024 01/01/2024 – 02/03/2027 6.70 5,000 19,500 0 5,000
2021 grant 4/25/2018 1/1/2025 01/01/2025 – 11/05/2028 12.44 30,000 0
2022 grant 6/28/2019 1/1/2026 01/01/2026 – 12/05/2029 17.74 30,000 0
2023 grant 30/06/2023 1/1/2027 01/01/2027 – 29/06/2030 10.80 30,000 0
2024 grant 6/17/2024 1/1/2028 01/01/2028 – 16/06/2031 12.92 30,000 119,280 30,000 0
Total 120,000 10,000
Recticel Group - 2024 Annual Report 168
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Incumbent name
MAIN CONDITIONS OF THE SHARE OPTION PLANS
INFORMATION REGARDING THE REPORTED FINANCIAL YEAR
OPENING BALANCE DURING THE YEAR CLOSING BALANCE
SPECIFICATION
OF THE PLAN
AWARD
DATE
VESTING DATE EXERCISE PERIOD
STRIKE
PRICE OF
THE OPTION
(IN EUR)
SHARE OPTIONS
OUTSTANDING AT THE
BEGINNING OF THE YEAR
SHARE OPTIONS
AWARDED
SHARE OPTIONS VESTED
SHARE
OPTIONS
EXERCISED
SHARE OPTIONS
AWARDED AND
UNVESTED
SHARE OPTIONS
VESTED BUT
UNEXERCISED
NUMBER VALUE NUMBER VALUE
Stijn Vermeulen
(Chief Operations Officer)
2024 grant 6/17/2024 1/1/2028 01/01/2028 – 16/06/2031 12.92 0 15,000 59,640 15,000 0
Total 15,000 0
Dirk Verbruggen
(Chief Financial & Legal Officer)
2016 grant 4/29/2016 1/1/2020 01/01/2020 – 28/04/2025 5.73
215,000
15,000 0 0
2017 grant 6/30/2017 1/1/2021 01/01/2021 – 29/06/2024 7.00 25,000 0 0
2018 grant 4/25/2018 1/1/2022 01/01/2022 – 24/04/2025 10.21 25,000 0 0
2019 grant 6/28/2019 1/1/2023 01/01/2023 – 27/06/2026 7.90 0 30,000
2020 grant 3/3/2020 1/1/2024 01/01/2024 – 02/03/2027 6.70 30,000 117,000 0 30,000
2021 grant 5/12/2021 1/1/2025 01/01/2025 – 11/05/2028 12.44 30,000 0
2022 grant 5/13/2022 1/1/2026 01/01/2026 – 12/05/2029 17.74 30,000 0
2023 grant 30/06/2023 1/1/2027 01/01/2027 – 29/06/2030 10.80 30,000 0
2024 grant 6/17/2024 1/1/2028 01/01/2028 – 16/06/2031 12.92 30,000 119,280 30,000 0
Total 120,000 60,000
6.6 Termination indemnities
No termination indemnities were paid in the course of 2024.
There are no derogations to report for the year 2024.
6.7 Derogations
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6.8 Annual change in remuneration
and pay ratio
6.8.1 Annual change in remuneration of Directors versus the wider
workforce & company performance
The following table displays the variation of the remuneration of the CEO and the other members of the Management Committee between 31 December 2020 and 31 December
2024 against the evolution of key financial metrics.
2020 2021 2022 2023 2024 2021 VS. 2020 2022 VS. 2021 2023 VS. 2022 2024 VS. 2023
Total remuneration of the CEO (in EUR)
a
1,216,383 1,507,415 1,633,933 1,317,559 124% 108% 81% -
Total remuneration of the CEO (in EUR)
b
- - - 437,445 1,168,787 - - - 267%
Average total remuneration of the other members of the
Management Committee (in EUR)
473,056 589,632 642,020 592,505 513,776 125% 109% 92% 87%
Average total remuneration of the other employees (in EUR)
c
57,653 59,876 54,667 54,407 76,181 104% 91% 100% 140%
Net Cash Flow before dividends (in million EUR) 197.1 54.9 - - - 28% - - -
Free Cash Flow (in million EUR) - - 50.7 12.3 6.7 - - 24% 55%
Adjusted EBITDA (in million EUR) 58.8 118.6 62.2 39.2 49.6 202% 52% 63% 127%
Net Profit (share of the Group) (in million EUR) 63.1 53.5 63.2 3.3 18.1 85% 118% 5% 548%
Sustainability KPIs See Chapter 5
Annual change in remuneration
a,b
For the performance year 2023, the total remuneration of the CEO consists of the remuneration earned in 2023 by Olivier Chapelle until 31 August 2023 and by the newly appointed CEO, Jan Vergote, as of 1 September 2023..
c
The average total remuneration of the other employees corresponds to the average remuneration of employees in Belgium and is determined on the basis of the 2024 social statement (“sociale balans”/ “bilan social”) of Recticel NV/SA.
6.8.2 Pay ratio
The pay ratio compares the highest remuneration of the Management Committee (that is the remuneration of the CEO, expressed on an annual basis) with the lowest
remuneration at Recticel NV/SA in Belgium. On 31 December 2024, the highest remuneration was 20 times the lowest remuneration; this is a pay ratio of 20:1.
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Financial
report7
PART 4 | FINANCIAL STATEMENT
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7.1 Consolidated financial statements
The consolidated financial statements were authorised for issue by the Board of Directors on on 29 April 2025. They have been prepared in accordance with IFRS accounting
policies, details of which are given below.
7.1.1 Consolidated income statement
in thousand EUR
NOTES* 2023 2024
1
Sales 7.2.3 529,426 610,196
Cost of sales (439,336) (505,647)
Gross profit 7.2.4.1 90,090 104,549
General and administrative expenses 7.2.4.2 (35,634) (43,306)
Sales and marketing expenses 7.2.4.2 (30,355) (30,367)
Research and development expenses 7.2.4.2 (4,572) (4,894)
Impairment of goodwill, intangible and tangible assets 7.2.1.4 (293) (394)
Other operating revenues 7.2.4.3 4,727 6,366
Other operating expenses 7.2.4.3 (11,380) (20,465)
Income from associates 7.2.5.7 0 (0)
3
Operating profit (loss) 7.2.4.4 12,582 11,489
Interest income 3,959 3,980
Interest expenses (7,872) (1,580)
Other financial income 2,922 3,338
Other financial expenses (3,074) (2,359)
Financial result 7.2.4.5 (4,065) 3,380
Income from other associates (1,772) 0
3
Impairment other associates (7,748) 0
Change in fair value of option structures 0 0
Result of the period before taxes (1,002) 14,868
Income taxes 7.2.4.7 (7,986) 1,476
Result of the period after taxes - continuing operations (8,989) 16,345
Result of discontinued operations 7.2.4.7 12,154 1,613
2
Result of the period after taxes - continuing and discontinued operations 3,165 17,957
of which share of the Group 3,310 18,132
of which non-controlling interests (145) (174)
* The accompanying notes are an integral part of this income statement
1
Rex Panels & Profiles SA is fully consolidated as of 10 January 2024.
2
As announced in the press release of 14 June 2023, the Recticel Engineered Foams activities have
been fully divested and accounted for as Discontinued Operations (IFRS 5).
3
Income from other associates: income from associates not considered as being part of the
Group’s core business are not integrated in Operating profit (loss); i.e. TEMDA2 (Ascorium, formerly
Automotive Interiors).
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7.1.2 Earnings per share
NOTES* 2023 2024
Number of shares outstanding (including treasury shares) 56,230,920 56,605,920
Weighted average number of shares outstanding (before dilution effect) 55,897,911 56,067,538
Weighted average number of shares outstanding (after dilution effect) 56,511,223 56,475,310
in EUR
Earnings per share
Earnings per share - continuing operations (0.16) 0.29
Earnings per shares - discontinued operations 0.22 0.03
Earnings per share of continuing and discontinued operations 0.06 0.32
Earnings per share from continuing operations
Earnings per share from continuing operations - Basic 7.2.4.9 (0.16) 0.29
Earnings per share from continuing operations - Diluted 7.2.4.10 (0.16) 0.29
Earnings per share from discontinued operations
Earnings per share from discontinued operations - Basic 7.2.4.9 0.22 0.03
Earnings per share from discontinued operations - Diluted 7.2.4.10 0.22 0.03
Net book value 7.79 7.86
The basic earnings per share are calculated on the basis of the weighted average
number of shares outstanding during the period.
The diluted earnings per share are calculated on the basis of the weighted average
number of shares outstanding during the period, adjusted for dilutive subscription rights.
7.1.3 Consolidated statement of
comprehensive income
in thousand EUR
NOTES* 2023 2024
Result for the period after taxes 3,165 17,957
Other comprehensive income
Actuarial gains (losses) on employee benefits recognised in equity (1,030) 839
Deferred taxes on actuarial gains (losses) on employee benefits 174 (492)
Currency translation differences that will not subsequently be recycled to
profit and loss
(97) (7)
Share in other comprehensive income in joint ventures & associates that
will not subsequently be recycled to profit and loss
7.2.5.6 0 0
Items that will not subsequently be recycled to profit and loss (954) 339
Hedging reserves 0 0
Currency translation differences that subsequently may be recycled to
profit and loss
(1,793) 2,034
Foreign currency translation reserve difference recycled in the income
statement
7,423 0
Deferred taxes on retained earnings 86 0
Share in other comprehensive income in joint ventures & associates that
subsequently may be recycled to profit and loss
7.2.5.6 0 0
Items that subsequently may be recycled to profit and loss 5,716 2,034
Other comprehensive income net of tax 4,762 2,374
Total comprehensive income for the period 7,927 20,331
Total comprehensive income for the period 7,927 20,331
Total comprehensive income for the period attributable to the owners of
the parent
8,072 20,505
Total comprehensive income for the period attributable to
non-controlling interests
(145) (174)
Total comprehensive income for the period attributable to the owners
of the parent
8,072 20,505
Total comprehensive income for the period attributable to the owners of
the parent - Continuing operations
(9,930) 18,892
Total comprehensive income for the period attributable to the owners of
the parent - Discontinued operations
18,002 1,613
* The accompanying notes are an integral part of this statement of comprehensive income.
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in thousand EUR
NOTES* 31 DEC 2023 31 DEC 2024
Intangible assets 7.2.5.1 70,094 76,549
Goodwill 7.2.5.2 62,409 76,467
Property, plant & equipment 7.2.5.3 120,687 160,763
Right-of-use assets 7.2.5.4 27,771 39,903
Non-current receivables 7.2.5.7 17,534 13,795
Deferred tax assets 7.2.4.6 21,551 27,396
Non-current assets 320,046 394,872
Inventories 7.2.5.8 43,692 55,075
Trade receivables 7.2.5.10 78,135 101,925
Deferred receivable for share investments/divestment 12,922 864
Other receivables and other financial assets 7.2.5.10 10,027 12,119
Income tax receivables 3,739 4,098
Cash and cash equivalents 7.2.5.11 191,393 132,717
Assets classified as held for sale 7.2.4.7 0 0
Current assets 339,907 306,799
TOTAL ASSETS 659,954 701,670
Capital 7.2.5.13 140,577 141,515
Share premium 133,729 135,696
Share capital 274,307 277,211
Treasury shares (1,450) (1,450)
Other reserves (2,106) (1,338)
Retained earnings 160,974 162,491
Hedging and translation reserves 4,556 6,689
Elements of comprehensive income of discontinued operations
Equity (share of the Group) 436,281 443,602
Equity attributable to non-controlling interests 1,706 1,531
Total equity 437,987 445,133
in thousand EUR
NOTES* 31 DEC 2023 31 DEC 2024
Employee benefit liabilities 7.2.5.14 12,412 10,996
Provisions 7.2.5.15 31,148 28,479
Deferred tax liabilities 7.2.4.6 23,088 25,377
Financial liabilities 7.2.5.16 23,082 46,218
Other amounts payable 982 972
Non-current liabilities 90,711 112,044
Provisions 7.2.5.15 0 1,252
Financial liabilities 7.2.5.16 6,415 12,116
Trade payables 7.2.5.17 70,068 87,844
Current contract liabilities 7.2.5.9 8,037 9,577
Income tax payables 1,781 1,522
Deferred payables for share investments 0 0
Other amounts payable 7.2.5.17 44,955 32,181
Liabilities directly associated with assets classified as held for
sale
7.2.4.7 0 0
Current liabilities 131,256 144,493
TOTAL EQUITY AND LIABILITIES 659,954 701,670
7.1.4 Consolidated statement of financial position
* The accompanying notes are an integral part of this statement of financial position.
See also note 7.2.4.7, Discontinued operations.
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7.1.5 Consolidated cash flow statement
in thousand EUR
NOTES* 2023 2024
Operating profit (loss) 7.2.4.4 12,582 11,489
Amortisation of intangible assets 7.2.5.1 7,596 9,727
Depreciation of tangible assets 7.2.5.3 15,652 20,952
(Reversal) Impairment losses on tangible assets 7.2.5.3 293 394
(Write-backs)/Write-offs on assets 1,451 (34)
Changes in provisions (3,121) (3,632)
Gain/(Loss) on disposal intangible and tangible assets (18) (260)
Other non-cash elements 1,146 1,343
GROSS OPERATING CASH FLOW BEFORE WORKING CAPITAL MOVEMENTS 35,581 39,980
Changes in inventories 12,060 (311)
Changes in trade and other receivables (7,194) (14,813)
Changes in trade and other payables 3,884 1,599
Changes in working capital 8,750 (13,525)
Income taxes paid (8,326) (4,354)
Cash flow from operating activities (discontinued operations) 10,887 0
NET CASH FLOW FROM OPERATING ACTIVITIES (a) 46,892 22,102
Interests received 413 285
Dividends received 20
Disposal of Bedding 12,000 13,292
Disposal of Engineered Foams 428,202 (9,399)
Disposal of Orsafoam 2,383 2,383
Acquisition Trimo, net of cash acquired 312 0
Acquisition Rex, net of cash acquired 0 (33,777)
Increase of loans and receivables (1,244) (94)
Decrease of loans and receivables 257 154
Investments in intangible assets 7.2.5.1 (2,742) (3,362)
Investments in property, plant and equipment** 7.2.5.3 (18,511) (25,143)
Disposals of intangible assets 7.2.5.1 568 0
Disposals of property, plant and equipment 7.2.5.3 1,184 559
Cash flow from divestment (investment) activities (discontinued operations) (4,141) 0
NET CASH FLOW FROM DIVESTMENT (INVESTMENT) ACTIVITIES (b) 418,680 (55,082)
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in thousand EUR
NOTES* 2023 2024
Interests paid on financial debt (c) (6,402) (1,304)
Interests paid on lease debt (c) (107) (300)
Interests received 3,987 3,556
Dividends paid (17,425) (17,344)
Increase/(Decrease) of capital 189 2,904
Increase of financial debt 7,996 8,681
Decrease of financial debt (315,042) (17,658)
Decrease of lease debt** (d) (5,822) (5,009)
Cash flow from financing activities (discontinued operations) (6,645) 0
NET CASH FLOW FROM FINANCING ACTIVITIES (e) (339,272) (26,475)
Effect of exchange rate changes (f) 51 780
Effect of exchange rate changes (discontinued operations) (f) (172) 0
CHANGES IN CASH AND CASH EQUIVALENTS (a)+(b)+(e)+(f) 126,179 (58,675)
NET FREE CASH FLOW (a)+(b)+(c)+(d) 453,241 (39,594)
Net cash position opening balance (continuing operations) 39,782 191,393
Net cash position opening balance (discontinued operations) 25,431 0
Net cash position opening balance (g) 65,213 191,393
Net cash position closing balance (continuing operations) 191,393 132,717
Net cash position closing balance (discontinued operations)
Net cash position closing balance (h) 191,393 132,717
CHANGES IN CASH AND CASH EQUIVALENTS (h) - (g) 126,179 (58,675)
* The accompanying notes are an integral part of this cash flow statement.
** Compared to the press release of 4 March 2025, the lease payments have been reclassified from Investments in property, plant and equipment to the
Decrease of lease debt.
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Changes in financial liabilities
For the year ending 31 December 2024
For the year ending 31 December 2023
See also note 7.2.5.16 – Financial liabilities and note 7.2.5.4 – Right-of-use assets.
See also note 7.2.4.8, Business combinations, note 7.2.5.16, Financial liabilities and note 7.2.5.4, Right-of-use assets.
in thousand EUR31 DEC 2023 CASH FLOWS NON-CASH CHANGESIN 2024FAIR VALUE EXCHANGE NEW REASSESSMENT INTERESTS ACTUALIS-TRANSFER TO CHANGE IN 31 DEC OF HEDGING AMORTISATION TRANSFERRATE LEASESIFRS 16ACCRUEDATIONHELD FOR SALESCOPE2024INSTRUMENTSDIFFERENCESLong term borrowings 10,001 2,733 0 0 0 0 0 77 (6,942) 0 0 18,473 24,342Short term borrowings 811 (11,650) 0 0 (0) 0 0 0 7,137 (0) 0 7,363 3,661Lease liabilities 18,326 (9,347) 9,711 2,692 467 0 40 0 (54) 416 0 7,777 30,029Accrued interest liabilities 358 (1,413) 0 0 1,589 0 0 0 (68) (162) 0 0 303Total liabilities from financing activities 29,497 (19,676) 9,711 2,692 2,055 0 40 77 73 254 0 33,613 58,335
in thousand EUR31 DEC 2022 CASH FLOWS NON-CASH CHANGESIN 2023FAIR VALUE EXCHANGE NEW REASSESSMENT INTERESTS TRANSFER TO CHANGE IN OF HEDGING ACTUALISATION AMORTISATION TRANSFERRATE 31 DEC 2023LEASESIFRS 16ACCRUEDHELD FOR SALESCOPEINSTRUMENTSDIFFERENCESLong term borrowings 181,631 (172,792) 0 0 0 0 0 1,108 54 0 (0) 0 10,001Short term borrowings 88,945 (89,896) 0 0 1,575 0 0 0 (0) 187 0 0 811Lease liabilities 18,976 (6,789) 1,047 4,823 385 0 4 0 21 (140) (0) 0 18,326Accrued interest liabilities 1,035 (6,736) 0 0 6,359 7 0 0 (69) (238) 0 0 358Total liabilities from financing activities 290,587 (276,213) 1,047 4,823 8,319 7 4 1,108 6 (191) 0 0 29,497
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7.1.6 Statement of changes in shareholders’ equity
For the year ending 31 December 2024
in thousand EUR
2024
CAPITAL
SHARE
PREMIUM
TREASURY
SHARES
OTHER RESERVES
RETAINED
EARNINGS
TRANSLATION DIFFERENCES
AND HEDGING RESERVES
CONTINUING
OPERATIONS
DISCONTINUED
OPERATIONS
TOTAL SHAREHOLDERS'
EQUITY
NON-CONTROLLING
INTERESTS
TOTAL EQUITY
Equity at the beginning of the period 140,577 133,729 (1,450) (2,106) 160,974 4,556 436,281 0 436,281 1,706 437,987
Dividends 0 0 0 0 (17,411) 0 (17,411) 0 (17,411) 0 (17,411)
Capital movements
1
938 1,967 0 428 895 0 4,227 0 4,227 0 4,227
Shareholders' movements 938 1,967 0 428 (16,516) 0 (13,184) 0 (13,184) 0 (13,184)
Profit (loss) of the period 0 16,519 0 16,519 1,613 18,132 (174) 17,957
Other comprehensive income 0 0 0 339 0 2,034 2,374 0 2,374 0 2,374
Total comprehensive income 0 0 0 339 16,519 2,034 18,892 1,613 20,505 (174) 20,331
Changes in scope 0 0 0 0 1,514 99 1,613 (1,613) (0) 0 (0)
Equity at the end of the period 141,515 135,696 (1,450) (1,338) 162,491 6,689 443,602 0 443,602 1,531 445,133
1
Note 7.2.5.13, Share capital
The item “Changes in scope” of discontinued operations relates to the divestment of the Recticel Engineered Foams activities.
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For the year ending 31 December 2023
1
Note 7.2.5.13, Share capital.
Other reserves, retained earnings, translation differences and hedging reserves have been restated due to the transfer of Soundcoat from discontinued to continuing operations.
The item “Changes in scope” of discontinued operations relates to the divestment of the Recticel Engineered Foams activities.
in thousand EUR
2023
CAPITAL
SHARE
PREMIUM
TREASURY
SHARES
OTHER RESERVES
RETAINED
EARNINGS
TRANSLATION DIFFERENCES
AND HEDGING RESERVES
CONTINUING
OPERATIONS
DISCONTINUED
OPERATIONS
TOTAL SHAREHOLDERS'
EQUITY
NON-CONTROLLING
INTERESTS
TOTAL EQUITY
Equity at the beginning of the period 140,521 133,596 (1,450) 1,563 124,233 4,559 403,022 41,283 444,305 1,850 446,155
Restatement IFRS 16 0 0 0 0 0 0 0 0 0 0 0
Dividends 0 0 0 0 (17,431) 0 (17,431) 0 (17,431) 0 (17,431)
Stock options (IFRS 2) 0 0 0 1,146 0 0 1,146 0 1,146 0 1,146
Capital movements
1
56 133 0 0 0 0 189 0 189 0 189
Shareholders' movements 56 133 0 1,146 (17,431) 0 (16,096) 0 (16,096) 0 (16,096)
Profit (loss) of the period 0 0 0 0 (8,844) 0 (8,844) 12,154 3,310 (145) 3,165
Other comprehensive income 0 0 0 (1,507) 425 (3) (1,085) 5,847 4,762 0 4,762
Total comprehensive income 0 0 0 (1,507) (8,419) (3) (9,929) 18,002 8,072 (145) 7,927
Changes in scope 0 0 0 (3,307) 62,592 0 59,285 (59,285) (0) 0 (0)
Equity at the end of the period 140,577 133,729 (1,450) (2,106) 160,974 4,556 436,281 (0) 436,281 1,706 437,987
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7.2 Notes to the consolidated financial
statements for the year ending
31 December 2024
7.2.1 Summary of significant accounting policies
7.2.1.1 Statement of compliance - basis of preparation 7.2.1.2 Changes in accounting policies and disclosures
Recticel NV/SA (the ‘‘Company’’) is a public limited liability company incorporated
in Belgium and listed on Euronext Brussels. The Company’s consolidated financial
statements include the financial statements of the Company, its subsidiaries, interests
in jointly controlled entities (joint ventures) and in associates, both accounted for
under the equity method (together referred to as ‘‘the Group’’).
The consolidated financial statements have been prepared in accordance with IFRS
Accounting Standards as adopted by the European Union.
The accounting standards applied in the consolidated financial statements for
the year ended 31 December 2024 are consistent with those used to prepare the
consolidated financial statements for the year ended 31 December 2023.
The following new standards and amendments to standards are mandatory for the
first time for the financial year beginning 1 January 2024 and have been endorsed by
the European Union:
Amendments to IAS 1 ‘Presentation of Financial Statements: Classification
of Liabilities as current or non-current’ (effective 01/01/2024), 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 amendments
describe 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.
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Amendments to IFRS 16 ‘Leases’: Lease Liability
in a Sale and Leaseback (effective 1 January
2024). 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 recognising any amount
of the gain or loss that relates to the right of use
it retains. Any gains and losses relating to the full
or partial termination of a lease continue to be
recognised when they occur as these relate to the
right of use terminated and not the right of use
retained.
There are no new standards and amendments that
have been issued that are mandatory for the first time
for the financial year beginning 1 January 2024 but have
not been endorsed by the European Union.
The following amendments have been issued but are
not mandatory for the first time for the financial year
beginning 1 January 2024 and have been endorsed by
the European Union:
Amendments to IAS 21 ‘The Effects of Changes in
Foreign Exchange Rates: Lack of Exchangeability’
(effective 1 January 2025). IAS 21 previously did not
cover how to determine exchange rates if 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 if a
currency is not exchangeable;
Additional disclosures to provide when a currency
is not exchangeable.
7.2.1.3 General principles
Currency of accounts
The financial statements are presented in thousand
euro (EUR) (unless specified otherwise), which is the
currency of the primary economic environment in
which the Group operates. The financial statements of
foreign operations are translated in accordance with the
policies set out below under ‘Foreign currencies’.
Foreign currencies
Foreign currency transactions - Transactions in
currencies other than EUR are accounted for at
the exchange rates prevailing at the date of the
transactions. At each reporting date, monetary assets
and liabilities that are denominated in foreign currencies
are translated at closing rate. Non-monetary assets
and liabilities carried at fair value and denominated in
foreign currencies are translated at the exchange rates
prevailing at the date the fair value was determined.
Gains and losses resulting from such translations
are recognised in the financial result of the income
statement.
Translation from functional currency to the presentation
currency - For purposes of presenting consolidated
financial statements, the assets and liabilities of the
Group’s foreign operations are translated at closing rate.
Income and expenses are translated at the average
exchange rates for the period unless exchange rates
fluctuate significantly. Resulting exchange differences
are recognised in other comprehensive income and
accumulated in equity (attributable to non-controlling
interests as appropriate). On disposal of a foreign
operation (i.e. a disposal of the Group’s entire interest in
a foreign operation, or a disposal involving loss of control
over a subsidiary that includes a foreign operation,
a disposal involving loss of joint control over a jointly
controlled entity that includes a foreign operation, or a
disposal involving loss of significant influence over an
associate that includes a foreign operation), exchange
differences accumulated in equity are recognised in the
income statement.
In addition, in relation to a partial disposal of a
subsidiary that does not result in the Group losing
control over the subsidiary, the proportionate share of
accumulated exchange differences is re-attributable
to non-controlling interests and is not recognised in
profit or loss. For all other partial disposals (i.e. partial
disposals of associates or jointly controlled entities
(joint ventures) that do not result in the Group losing
significant influence or joint control), the proportionate
share of the accumulated exchange differences is
reclassified to profit or loss.
Goodwill and fair value adjustments arising on the
acquisition of a foreign entity are treated as assets
and liabilities of the foreign entity and translated at the
closing rate.
Consolidation principles
Consolidated financial statements include subsidiaries
and interests in jointly controlled entities (joint ventures)
and associates accounted for under the equity method.
Consolidated financial statements are prepared using
uniform accounting policies for like transactions and
other events in similar circumstances.
All intra-group transactions, balances, income and
expenses are eliminated in consolidation.
Subsidiaries
Subsidiaries are entities that are controlled directly or
indirectly. Control is the power to govern the financial
and operating policies of an entity to obtain benefits
from its activities. Consolidation of subsidiaries starts
from the date Recticel controls the entity until the date
such control ceases.
Changes in the Group’s interest in a subsidiary that
do not result in a loss of control are accounted for
as equity transactions. The carrying amounts of the
Group’s interests and the non-controlling interests
are adjusted to reflect the changes in their relative
interests in the subsidiary. Any difference between the
amount by which the non-controlling interests are
adjusted and the fair value of the consideration paid or
received is recognised directly in equity.
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However, when the Group loses control of a subsidiary,
the profit or loss on disposal is calculated as the
difference between (i) the aggregate of the fair value
of the consideration received and the fair value of any
retained interest and (ii) the previous carrying amount
of the assets (including goodwill) and liabilities of the
subsidiary and any non-controlling interests. Amounts
previously recognised in other comprehensive income
in relation to the subsidiary are accounted for (i.e.
reclassified to profit or loss or transferred directly to
retained earnings) in the same manner as would
be required if the relevant assets or liabilities were
disposed of. The fair value of any investment retained
in the former subsidiary at the date when control is
lost is regarded as the fair value on initial recognition
for subsequent accounting under IFRS 9 Financial
Instruments or, when applicable, the cost on initial
recognition of an investment in an associate or jointly
controlled entity.
Joint Ventures and Associates
The results and assets and liabilities of joint ventures
and associates are incorporated in these consolidated
financial statements using the equity method of
accounting, except when the investment is classified
as held for sale, in which case it is accounted for in
accordance with IFRS 5 Non-current Assets Held for
Sale and Discontinued Operations. Under the equity
method, an investment in a joint venture and an
associate is initially recognised in the consolidated
statement of financial position at cost and adjusted
thereafter to recognise the Group’s share of the
profit or loss and other comprehensive income of the
venture and the associate. When the Group’s share
of losses of a venture and an associate exceeds the
Group’s interest in that joint venture and associate
(which includes any long-term interests that, in
substance, form part of the Group’s net investment
in the joint venture and associate), the Group
discontinues recognising its share of further losses.
Additional losses are recognised only to the extent
that the Group has incurred legal or constructive
obligations or made payments on behalf of the joint
venture and associate.
Any excess of the cost of acquisition over the Group’s
share of the net fair value of the identifiable assets,
liabilities and contingent liabilities of a joint venture
and an associate recognised at the date of acquisition
is recognised as goodwill, which is included within the
carrying amount of the investment. Any excess of the
Group’s share of the net fair value of the identifiable
assets, liabilities and contingent liabilities over the
cost of acquisition, after reassessment, is recognised
immediately in profit or loss.
The requirements of IAS 36 are applied to determine
whether it is necessary to recognise any impairment
loss with respect to the Group’s investment in a joint
venture and an associate. When necessary, the entire
carrying amount of the investment (including goodwill)
is tested for impairment in accordance with IAS 36
Impairment of Assets as a single asset by comparing
its recoverable amount (higher of fair value and fair
value less costs to sell) with its carrying amount.
Any impairment loss recognised forms part of the
carrying amount of the investment. Any reversal of that
impairment loss is recognised in accordance with IAS
36 to the extent that the recoverable amount of the
investment subsequently increases.
Upon disposal of a joint venture and an associate
that results in the Group losing significant influence
over that joint venture and associate, any retained
investment is measured at fair value at that date and
the fair value is regarded as its fair value on initial
recognition as a financial asset in accordance with
IFRS 9. The difference between the previous carrying
amount of the joint venture and associate attributable
to the retained interest and its fair value is included
in the determination of the gain or loss on disposal of
the joint venture and associate. In addition, the Group
accounts for all amounts previously recognised in
other comprehensive income in relation to that joint
venture and associate on the same basis as would be
required if that joint venture and associate had directly
disposed of the related assets or liabilities.
Therefore, if a gain or loss previously recognised in
other comprehensive income by that joint venture
and associate would be reclassified to profit or loss
on the disposal of the related assets or liabilities, the
Group reclassifies the gain or loss from equity to profit
or loss (as a reclassification adjustment) when it
loses significant influence over that joint venture and
associate.
Investments accounted for using the equity method
are currently only consisting of associates. In the
income statement, the results from associates are
split between ‘Associates’ and ‘Other associates’. As
such, ‘Associates’ are considered as being part of the
Group’s core business and are integrated in Operating
profit (loss) whereas ‘Other associates’ are not
considered as being part of the Group’s core business
and are not integrated in Operating profit (loss); i.e.
TEMDA2 (Automotive Interiors).
Discontinued operations
A discontinued operation is a component of the group
that either has been disposed of or is classified as held
for sale and represents a business line for which there
is a plan to dispose of. Recticel classifies a non-current
asset (or disposal group) as held for sale if its carrying
amount will be recovered principally through a sale
transaction rather than through continuing use if all
of the conditions of IFRS 5 are met. A disposal group
is defined as a group of assets to be disposed of and
liabilities directly associated with those assets that
will be transferred. Immediately before classification
as held for sale, the Company measures the carrying
amount of the asset (or all the assets and liabilities
in the disposal group) in accordance with applicable
IFRS. On initial classification as held for sale, non-
current assets and disposal groups are recongnised
at the lower of carrying amount and fair value less
costs to sell. Impairment losses on initial classification
as held for sale are included in profit or loss. The
same applies to gains and losses on subsequent re-
measurement. Non-current assets classified as held
for sale are no longer depreciated or amortised.
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Business combinations
Acquisitions of businesses are accounted for using
the acquisition method. The consideration for each
acquisition is measured at the aggregate of the fair
values (at the date of exchange) of assets given,
liabilities incurred or assumed, and equity instruments
issued by the Group in exchange for control of the
acquiree. Acquisition-related costs are recognised in
profit or loss as incurred.
When Recticel acquires an entity or business, the
identifiable assets and liabilities of the acquiree are
recognised at their fair value at acquisition date, with
the following exceptions:
Deferred tax assets or liabilities and liabilities or
assets related to employee benefit arrangements
are recognised and measured in accordance with
IAS 12 Income Taxes and IAS 19 Employee Benefits
respectively.
Liabilities or equity instruments related to share-
based payment transactions of the acquiree or
the replacement of an acquiree’s share-based
payment transactions with share-based payment
transactions of the Group are measured in
accordance with IFRS 2 Share-based Payment at the
acquisition date.
Assets (or disposal groups) that are classified as
held for sale in accordance with IFRS 5 Non-current
Assets Held for Sale and Discontinued Operations
are measured in accordance with that Standard.
Goodwill is measured as the excess of the sum of the
consideration transferred, the amount of any non-
controlling interests in the acquiree, and the fair value
of the acquirer’s previously held equity interest in the
acquiree (if any) over the net of the acquisition-date
amounts of the identifiable assets acquired and the
liabilities assumed. Where such a difference is negative,
the excess is, after a reassessment of the values,
recognised as income immediately as a bargain
purchase gain.
Non-controlling interests (minority shareholders) that are
present ownership interests and entitle their holders to a
proportionate share of the entity’s net assets in the event
of liquidation may be initially measured either at fair
value or at the non-controlling interests’ proportionate
share of the recognised amounts of the acquiree’s
identifiable net assets. The choice of measurement basis
is made on a transaction-by-transaction basis.
If Recticel increases its interest in an entity or business
over which it did not yet exercise control (in principle
increasing its interest up to and including 50% to 51% or
more) (a business combination achieved in stages), the
Group’s previously held equity interest in the acquiree is
remeasured to fair value at the acquisition date (i.e. the
date when the Group obtains control) and the resulting
gain or loss, if any, is recognised in profit or loss.
If the initial accounting for a business combination is
incomplete by the end of the reporting period in which
the combination occurs, the Group reports provisional
amounts for the items for which the accounting is
incomplete. Those provisional amounts are adjusted
during the measurement period (maximum one year
after acquisition date), or additional assets or liabilities
are recognised, to reflect new information obtained
about facts and circumstances that existed as of the
acquisition date that, if known, would have affected the
amounts recognised as of that date.
Intangible assets acquired separately
Intangible assets with finite useful lives that are acquired
separately are carried at cost less accumulated
amortisation and accumulated impairment losses.
Amortisation is recognised on a straight-line basis over
their estimated useful lives. The estimated useful life
and amortisation method are reviewed at the end of
each reporting period, with the effect of any changes in
estimate being accounted for on a prospective basis.
Intangible assets with indefinite useful lives that
are acquired separately are carried at cost less
accumulated impairment losses.
Internally generated intangible assets -
research and development expenditure
Expenditure on research activities is recognised as an
expense in the period in which it is incurred.
An internally generated intangible asset arising from
development (or from the development phase of an
internal project) is recognised if, and only if, all the
following have been demonstrated:
the technical feasibility of completing the intangible
asset so that it will be available for use or sale;
the intention to complete the intangible asset and use
or sell it;
the ability to use or sell the intangible asset;
how the intangible asset will generate probable future
economic benefits;
the availability of adequate technical, financial and
other resources to complete the development and to
use or sell the intangible asset; and
the ability to measure reliably the expenditure
attributable to the intangible asset during its
development.
The amount initially recognised for internally generated
intangible assets is the sum of the expenditure incurred
from the date when the intangible asset first meets the
recognition criteria listed above. Where no internally
generated intangible asset can be recognised,
development expenditure is recognised in profit or loss
in the period in which it is incurred.
Intangible assets acquired in a business
combination
Intangible assets acquired in a business combination
and recognised separately from goodwill are initially
recognised at their fair value at the acquisition date
(which is regarded as their cost).
After initial recognition, intangible assets acquired
in a business combination are reported at cost
less accumulated amortisation and accumulated
impairment losses, on the same basis as intangible
assets that are acquired separately.
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Derecognition of intangible assets
An intangible asset is derecognised on disposal, or when
no future economic benefits are expected from use or
disposal. Gains or losses arising from derecognition of
an intangible asset, measured as the difference between
the net disposal proceeds and the carrying amount of
the asset, are recognised in profit or loss when the asset
is derecognised.
Goodwill
Goodwill is measured as the excess of the sum of the
consideration transferred, the amount of any non-
controlling interests in the acquiree, and the fair value
of the acquirer’s previously held equity interest in the
acquiree (if any) over the net of the acquisition-date
amounts of the identifiable assets acquired and the
liabilities assumed.
Goodwill arising on an acquisition of a business is
carried at cost less accumulated impairment losses, if
any, and is presented separately in the consolidated
statement of financial position.
Goodwill is reviewed for impairment at least annually.
Any impairment loss is recognised immediately in the
income statement and is not subsequently reversed.
On disposal of a subsidiary, associate or jointly
controlled entity, the related goodwill is included in the
determination of the profit or loss on disposal.
Property, plant and equipment
An item of property, plant and equipment is recognised
if it is probable that associated future economic
benefits will flow to the Group and if its cost can be
measured reliably. After initial recognition, all items of
property, plant and equipment are stated at cost, less
accumulated depreciation and impairment losses,
except for land which is not depreciated. Cost includes
all direct costs and all expenditure incurred to bring
the asset to its working condition and location for its
intended use.
Properties in the course of construction for production,
supply or administrative purposes are carried at cost,
less any recognised impairment loss. Cost includes
professional fees and, for qualifying assets, borrowing
costs capitalised in accordance with the Group’s
accounting policy. Such properties are classified to
the appropriate categories of property, plant and
equipment when completed and ready for intended use.
Depreciation of these assets, on the same basis as other
property assets, commences when the assets are ready
for their intended use.
Subsequent expenditure related to an item of property,
plant and equipment is expensed as incurred.
Depreciation is provided over the estimated useful lives
of the various classes of property, plant and equipment
using the straight-line method. Depreciation starts
when the assets are ready for their intended use. The
estimated useful lives, residual values and depreciation
method are reviewed at the end of each reporting
period, with the effect of any changes in estimate
accounted for on a prospective basis.
Project-related assets are depreciated over the
production period of the project. In case of reallocation
of fully depreciated assets, the latter might require a
reconditioning. These reconditioning costs are amortised
over the term of the new project, without additional
revaluation or reversal of any impairments.
The estimated useful lives of the most significant items
of property, plant and equipment are within the following
ranges:
Land improvements 25 years
Offices 25 to 40 years
Industrial buildings 25 years
Plants 10 to 15 years
Machinery
Heavy 11 to 15 years
Medium 8 to 10 years
Light 5 to 7 years
Pre-operating costs 4 years
Equipment 5 to 10 years
Furniture 5 to 10 years
Hardware 3 to 10 years
Vehicle fleet
Cars 4 years
Trucks 7 years
The gain or loss arising on the disposal or retirement of
an asset is determined as the difference between the
sales proceeds and the carrying amount of the asset
and is recognised in the income statement.
Leases
The Group has several leases for properties, machinery
and equipment and cars and the rental contracts are
typically closed for a fixed period. Lease terms are
negotiated on an individual basis and contain a wide
range of different terms and conditions.
Leases are recognised as a right-of-use asset and
corresponding liability at the date of commencement
of the lease, i.e. when the leased asset is available for
use by the Group. Each lease payment is allocated
between the liability and finance cost. The finance cost is
charged to the income statement over the lease period
to produce a constant periodic rate of interest on the
remaining balance of the liability for each period. The
right-of-use asset is depreciated over the shorter of the
asset’s useful life and the lease term on a straight-line
basis if the lease does not include a purchase option.
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If a purchase option is available and the Group judges
that it is reasonably certain to be exercised, the right-of-
use asset is depreciated over its useful life.
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 (including in-substance fixed
payments), less any lease incentives receivable;
variable lease payments that are based on an index or
a rate; and
purchase option, if any - if the lessee is reasonably
certain to exercise that option.
The lease payments are discounted using the Group’s
incremental borrowing rate (note 7.2.5.4, Right-of-use
assets).
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;
any initial direct costs (except for the leases already
existing at transition date); and
dismantling costs.
Right-of-use assets are presented separately and lease
liabilities as part of financial liabilities in the statement
of financial position. All lease payments that are due
within 12 months are classified as current liabilities. All
lease payments that are due at least 12 months after the
reporting date are classified as non-current liabilities.
Lease payments related to short-term leases and leases
of low-value assets are recognised on a straight-line
basis as an expense in profit or loss. Short-term leases
are leases with a lease term of 12 months or less. Low-
value assets comprise mainly IT-equipment (laptops,
tablets, mobile phones, PCs) and small items of office
equipment and furniture.
Some leases contain variable lease payments.
Payments that vary due to the use of the underlying
asset are variable lease payments (e.g. lease of property
based on the number of square metres used). These
variable lease payments are recognised as expense as
incurred.
There are no material lease agreements whereby the
Group is lessor; except for one building rented to the
Eurofoam group.
Impairment of tangible and intangible
assets
Except for goodwill and intangible assets with an
indefinite useful life which are tested for impairment at
least annually, other tangible and intangible fixed assets
are reviewed for impairment when there is an indication
that their carrying amount will not be recoverable
through use or sale. If an asset does not generate
cash flows that are independent from other assets, the
Group estimates the recoverable amount of the cash-
generating unit to which the asset belongs.
The recoverable amount is the higher of fair value less
costs to sell or value-in-use and the carrying amount. In
assessing the fair value or value-in-use, the estimated
future cash flows are discounted to their present value
using a pre-tax discount rate that reflects current
market assessments of the time value of money and
the risks specific to the asset for which the estimates of
future cash flows have been adjusted.
If the recoverable amount of an asset (or cash-
generating unit) is estimated to be less than its carrying
amount, the carrying amount of the asset (cash-
generating unit) is reduced to its recoverable amount.
An impairment loss is recognised as an expense
immediately.
Where an impairment loss subsequently reverses, the
carrying amount of the asset (or cash-generating unit)
is increased to the revised estimate of its recoverable
amount, but so that the increased carrying amount does
not exceed the carrying amount that would have been
determined had no impairment loss been recognised
for the asset (or cash-generating unit) in previous years.
However, impairment losses on goodwill are never
reversed.
Non-current assets held for sale
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. Management must be committed
to the sale, which should be expected to qualify for
recognition as a completed sale within one year from
the date of classification.
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.
Investment property
Investment property, which is property held to earn
rentals and/or for capital appreciation, is stated at its
fair value at the reporting date. Gains or losses arising
from changes in the fair value of investment property
are included in profit or loss for the period in which they
arise.
Financial assets
Financial assets are recognised or derecognised on the
trade date which is the date the Group undertakes to
purchase or sell the asset. Financial assets are initially
measured at fair value, except for trade receivables.
Trade receivables are measures at their transaction
price. Transaction costs that are directly attributable to
the acquisition or issue of financial assets are added to
the fair value of the financial assets on initial recognition,
except for financial assets at fair value through profit
or loss, where the transaction costs are recognised
immediately in profit or loss.
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After initial recognition, financial assets are measured
at either amortised cost or fair value, based on the
classification of the financial assets.
Classification of financial assets
The classification of financial assets 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.
Debt instruments (such as loans, trade and other
receivables, cash and cash equivalents) are
subsequently measured at amortised 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 amortised 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 margin points paid or received)
through the expected life of the debt instrument, or,
where appropriate, a shorter period, to the net carrying
amount on initial recognition.
Financial investments (equity investments) are
normally measured in the consolidated statement of
financial position at fair value through profit or loss.
However, the Company can make an irrevocable
election at initial recognition to measure the
investment at fair value through other comprehensive
income (“FVTOCI”), with dividend income recognised
in profit or loss. Equity investments in non-listed
companies are designated as financial assets at
FVTOCI.
Impairment of financial assets
IFRS 9 requires a forward-looking expected credit loss
(“ECL”) approach to assess impairments of financial
assets. As such, the Group recognises an allowance
for ECLs for all debt instruments not held at fair value
through profit or loss and contract assets.
IFRS 9 provides a simplified approach for measuring
the loss allowance at an amount equal to lifetime
expected credit losses for trade receivables without
a significant financing component (short-term trade
receivables). These credit losses are the expected
credit losses that result from all possible default events
over the expected life of those trade receivables, using
a provision matrix that considers historical information
on defaults adjusted for forward-looking information.
For long-term loans to related parties the general
impairment assessment model is applied. IFRS 9
requires the Group to measure the loss allowance
for a financial instrument at an amount equal to the
lifetime expected credit loss if the credit risk on that
financial instrument has increased significantly since
initial recognition, or if the financial instrument is a
purchased or originated credit-impaired financial
asset. On the other hand, if the credit risk on a financial
instrument has not increased significantly since initial
recognition (except for a purchased or originated
credit-impaired financial asset), the Group is required
to measure the loss allowance for that financial
instrument at an amount equal to 12 months expected
credit loss.
Management has concluded that it would require
undue cost and effort to determine the credit risk
of each loan on their respective dates of initial
recognition. Accordingly, the Group recognises lifetime
expected credit losses for these loans until they are
derecognised.
IFRS 9 applies the same measurement approach to
loan commitments and financial guarantee contracts
(other than measured at fair value through profit or
loss).
Derecognition of financial assets
The Group derecognises a financial asset only when
the contractual rights to the cash flows from the assets
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 recognises its retained
interest in the asset and an associated liability for
the 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
recognise the financial asset and also recognises a
collateralised borrowing for the proceeds received.
On the entire 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 recognised in other comprehensive income
and accumulated in equity, is recognised in profit or
loss.
On the partial derecognition of a financial asset other
than its entirety (i.e. 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 recognise under
continuing involvement, and the part it no longer
recognises 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 recognised and the sum of
the consideration is recognised in profit or loss.
Inventories
Inventories are stated at the lower of cost and net
realisable value. Cost comprises direct materials
and where applicable, direct labour costs and those
overheads that have been incurred in bringing the
inventories to their present location and condition. Cost
is calculated using the weighted average method.
Net realisable value represents the estimated selling
price less all estimated costs of completion and costs
necessary to make the sale.
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Financial liabilities and equity instruments
An instrument is classified as a financial liability or as
an equity instrument according to the substance of
the contractual arrangements entered into. An equity
instrument is any contract that evidences a residual
interest in the assets of the Group after deducting all its
liabilities.
Equity instruments issued by the Company are recorded
at the proceeds received, net of direct issuance costs.
Financial liabilities
Financial liabilities (including interest-bearing
borrowings and trade payables) are initially measured
at fair value minus, in the case of a financial liability
not at fair value through profit or loss, transaction costs
that are directly attributable to the issue of the financial
liability. Subsequently, they are measured at amortised
cost, except for derivative instruments.
Interest-bearing borrowings and payables
Interest-bearing borrowings are recorded at the
proceeds received, net of transaction costs incurred.
Borrowings are subsequently stated at amortised cost
using the effective interest method. Any difference
between the proceeds (net of transaction costs) and
the redemption value (including premiums payable on
settlement or redemption) is recognised in the income
statement over the period of the borrowing.
Trade payables which are not interest-bearing are
stated at cost, being the fair value of the consideration
to be paid.
Derivative financial instruments
Derivative instruments with a negative fair value are
classified at fair value through profit and loss (“FVTPL”),
unless they are designated and effective as hedges.
Employee benefit liabilities
Post-employment benefits
In accordance with the laws and practices of each
country, the affiliated companies of the Group operate
defined benefit and defined contribution retirement
benefit plans. It is Group policy to operate defined
contribution plans for newly hired employees where
this is possible and appropriate.
Contributions payable to defined contribution plans
are recognised as an expense in the period in which
the related employees’ service is rendered.
For defined benefit plans, the amount recognised in
the statement of financial position is the present value
of the defined benefit obligation less the fair value of
any plan assets.
If the amount to be recognised in the statement of
financial position is an asset, the asset recognised
is restricted to the asset ceiling, which is defined as
the present value of any economic benefits available
in the form of refunds from the plan or reductions in
future contributions to the plan.
For funded plans subject to a minimum funding
requirement, where contributions payable to cover
an existing shortfall on the minimum funding basis in
respect of service already received are not available
as a refund or reduction in future contributions after
they are paid into the plan, an additional liability is
recognised, where necessary, in accordance
with IFRIC 14.
In the income statement, current and past service
costs (including curtailments), settlement costs
and administration expenses are charged in ‘‘other
operating revenues & expenses’’, while the net interest
cost is booked in ‘‘other financial income & expenses’’.
The present value of the defined benefit obligation
and the related current and past service costs are
calculated by qualified actuaries using the projected
unit credit method. The discount rate is based on the
prevailing yields of high-quality corporate bonds with
a currency and term consistent with the currency and
term of the benefit obligations. For currencies for which
there is no deep market in such bonds, government
bonds are taken into account. No provision for death in
service is included in the defined-benefit obligations as
it is fully insured, and the Group has no intention not to
continue this insurance policy.
As there is no market price available for group
insurance contracts, the fair value of such contracts
is estimated by discounting the expected future
cash flows (i.e. the amounts guaranteed by the
insurer) using a discount rate that reflects both the
risk associated with the plan assets and the maturity
or expected disposal date of those assets. The risk
associated with these assets is based on the market
situation at the reporting date.
Remeasurements include:
actuarial gains and losses resulting from differences
between previous actuarial assumptions and
actual experience, and from changes in actuarial
assumptions;
the return on plan assets; and
any changes in the effect of the asset ceiling
or additional liability recognised under IFRIC 14,
excluding amounts included in net interest.
Such remeasurements are recognised in other
comprehensive income. Past service costs, arising from
plan amendments, are recognised immediately as an
expense.
Defined contribution pension plans in Belgium are
‘hybrid’ pension plans that qualify as defined benefit
plans for IFRS purposes, because they are by law
subject to minimum guaranteed rates of return and
have to guarantee minimum annuity conversion rates.
There is therefore a risk that the Company may have
to pay additional contributions related to past service.
Any such additional contributions will depend on the
actual investment returns and the future evolution of
the minimum guarantees.
Termination benefits
A liability and expense for termination benefits is
recognised at the earlier of (a) the date when the offer
of those benefits can no longer be withdrawn, and (b)
the date when costs are recognised for a restructuring
that is within the scope of IAS 37 and involves the
payment of termination benefits.
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Share-based payments
Equity-settled share-based payments to employees and
others providing similar services are measured at the
fair value of the equity instrument at the grant date. Fair
value is measured by use of the Black-Scholes model.
Further details on how the fair value of equity-settled
share-based transactions has been determined can be
found in note 7.2.6.2, Share-based payments.
The fair value determined at the grant date of the
equity-settled share-based payments is expensed on a
straight-line basis over the vesting period, based on the
Group’s estimate of shares that eventually will be vested.
The above policy is applied to all equity-settled share-
based payments that were granted after 7 November
2002 and that vested after 01 January 2005. No amount
has been recognised in the financial statements in
respect of the other equity-settled shared-based
payments.
Provisions
General
Provisions are recognised when (i) the Group has a
present obligation (legal or constructive) as a result
of a past event, (ii) it is probable that the Group will
be required to settle the obligation, and (iii) a reliable
estimate can be made of the amount of the obligation.
The amount recognised as a provision is the best
estimate of the consideration required to settle the
present obligation at the end of the reporting period,
taking into account the risks and uncertainties
surrounding the obligation. Where the effect of the time
value of money is material, the amount is the present
value of expenditures required to settle the obligation.
Impacts of changes in discount rates are generally
recognised in the financial result.
When some or all of the economic benefits required to
settle a provision are expected to be recovered from a
third party, a receivable is recognised as an asset if it is
virtually certain that reimbursement will be received if
the Group settles the obligation.
Onerous contracts
An onerous contract is a contract in which the
unavoidable costs of meeting the obligations under
the contract exceed the economic benefits expected
to be received under it. Present obligations arising from
onerous contracts are recognised and measured as
provisions.
Restructurings
A restructuring provision is recognised when the
Group has developed a detailed formal plan for
the restructuring and has, by starting to implement
the plan or announcing its main features to those
affected by it, raised a valid expectation with those
affected that it will carry out the restructuring. The
measurement of a restructuring provision includes only
the direct expenditures arising from the restructuring,
which are those amounts that are both necessarily
entailed by the restructuring and not associated with
the ongoing activities of the entity.
Environmental liabilities
Recticel analyses all its environmental risks and the
corresponding provisions twice a year. The Group
measures these provisions to the best of its knowledge
of applicable regulations, the nature and extent of
pollution, clean-up techniques and other available
information.
Revenue recognition
IFRS 15 establishes the principles that an entity applies
when reporting information about the nature, amount,
timing and uncertainty of revenue and cash flows from
a contract with a customer. Applying IFRS 15, an entity
recognises revenue to depict the transfer of promised
goods or services to the customer in an amount that
reflects the consideration to which the entity expects to
be entitled in exchange for those goods or services.
Customers obtain control of products when the goods
are delivered to and have been accepted at their
premises. Invoices are generated and revenue is
recognised at that point in time.
To recognise revenue, IFRS 15 applies a “five steps”
model:
Identify the contract(s) with a customer.
Identify the performance obligations in the contract.
Determine the transaction price.
Allocate the transaction price to each performance
obligation.
Recognise revenue when a performance obligation
is satisfied by transferring a promised good or
service to a customer (which is when the customer
obtains control of that good or service).
Transaction price
The transaction price is the amount of consideration to
which an entity expects to be entitled in exchange for
transferring promised goods or services to a customer.
If the consideration promised in a contract includes a
variable amount, an entity must estimate the amount
of consideration to which it expects to be entitled
in exchange for transferring the promised goods or
services to a customer.
The most common types of variable consideration that
can be identified are:
Volume discounts
Year-end rebates
Adjustments to cope with changes in raw material
prices on a prospective basis.
It is not unusual to agree on yearly supply agreements
with the customer which fix the selling prices of the
goods for the relevant year. These agreements do
not include any commitments to volumes made by
the customer. The amount of revenue recognised
is adjusted for expected rebates and discounts. A
contract liability is being recognised upon selling the
goods to the customer and released when the credit
note is issued.
If a credit note is issued to the customer to
compensate for quality claims, this shall be recognised
as a reduction of the revenues.
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The most common types of considerations paid to the
customer relate to:
Participation in flyers
Participation in advertising campaigns
Promotional in-store activities
The considerations paid to participate in the
customer’s flyers shall be deducted from revenue as
the services provided by the customer to the Group
can generally not be considered as being distinct.
Interest income & expenses
Interest income/expenses are accrued on a time basis,
by reference to the principal outstanding and at the
effective interest rate applicable, which is the rate
that exactly discounts estimated future cash receipts/
outflows throughout the expected life of the financial
asset/liability to that asset/liability’s net carrying
amount.
Dividend income
Dividend income from investments is recognised when
the shareholders’ rights to receive payment have been
established.
Government grants
Government grants are not recognised until there is
reasonable assurance that the Group will comply with
the conditions attaching to them and that the grants will
be received.
Government grants relating to staff training costs are
recognised as income over the periods required to
match them with the related costs and are deducted
from the related expense.
Government grants relating to property, plant &
equipment are treated by deducting the received grants
from the carrying amount of the related assets. These
grants are recognised as income over the useful life of
the depreciable assets.
Income taxes
The tax expense represents the sum of the current tax
expense and deferred tax expense.
The current tax expense is based on the taxable profit for
the year. The taxable profit differs from the result of the
period before taxes as reported in the income statement
because it excludes items of income or expenditure that
are taxable or deductible in other years and items that
will never become taxable or deductible. The Group’s
liability for current tax is calculated using tax rates that
have been enacted or substantively enacted by the
reporting date.
Deferred tax is the tax expected to be payable or
recoverable on differences between the carrying
amounts of assets and liabilities in the financial
statements and the corresponding tax base used in the
computation of taxable profit. It is accounted for using
the balance sheet liability method. Deferred tax liabilities
are generally recognised for all taxable temporary
differences and deferred tax assets are recognised
to the extent that it is probable that taxable profits
will be available against which deductible temporary
differences can be utilised. Such assets and liabilities are
not recognised if the temporary difference arises from
goodwill or from the initial recognition (other than in a
business combination) of other assets and liabilities in
a transaction that affects neither the tax profit nor the
accounting profit.
Deferred tax liabilities are recognised for taxable
temporary differences arising on investments in
subsidiaries and associates, and interests in joint
ventures, except where the Group is able to control
the reversal of the temporary difference and when it is
probable that the temporary difference will not reverse
in the foreseeable future. No deferred tax liabilities have
been recognised on undistributed retained earnings
of subsidiaries, associates and joint ventures, as the
impact is not material.
The carrying amount of deferred tax assets is reviewed
at least at each reporting date and reduced to the
extent that it is no longer probable that sufficient taxable
profits will be available to allow all or part of the asset to
be recovered.
Deferred tax is calculated at the tax rates that are
expected to apply in the period when the liability is
settled or the asset is realised. Deferred tax is charged
or credited in the income statement, except when it
relates to items charged or credited directly to equity,
or indirectly via other comprehensive income, in which
case the deferred tax is also dealt with in equity.
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7.2.1.4 Major sources of estimation uncertainty and key judgments
No key judgements were made in the preparation
of the financials and there were no major sources of
estimation uncertainty. All other items noted below are
related to normal judgements and estimates.
Drawing up the annual accounts in accordance with
IFRS requires management to make the necessary
judgments, estimates and assumptions. The
management bases its estimates and assumptions
on past experience and other reasonable assessment
criteria. These are reviewed periodically, and the effects
of such reviews are taken into account in the annual
accounts of the period concerned. Future events which
may have a financial impact on the Group are also
included in this.
The estimated results of such possible future events
may consequently diverge from the actual impact on
results. Judgments and estimates were made, inter alia,
regarding:
impairments of goodwill, intangible assets, property,
plant and equipment and right-of-use assets;
determination of loss allowances for expected credit
losses;
determination of write-downs on inventories;
determination of provisions for restructurings;
determination of provisions for onerous contracts;
determination of provisions for contingent liabilities,
litigations and other exposures;
determination of provisions for indemnities related to
divestments;
valuation of post-employment defined benefit
obligations, other long-term employee benefits and
termination benefits;
the recoverability of deferred tax assets; and
the assessment of the lease term is used as
judgement within IFRS 16.
It is not excluded that future revisions of such estimates
and judgments could trigger an adjustment in the value
of the assets and liabilities in future financial years.
Impairments on goodwill, intangible assets
and property, plant and equipment and
right-of-use assets
For amortisable term assets, an impairment assessment
will in first place be made at the level of the individual
asset. Only when it is not possible to estimate a
recoverable value on an individual level, the evaluation
will be made at the level of the cash generating unit
(hereafter “CGU”) to which the asset belongs. For
amortisable long-term assets, an impairment analysis
should be performed in case of impairment indicators.
If such indicators exist, an impairment analysis shall be
performed at the CGU level.
For goodwill (and other not depreciated long term
assets) an impairment test is performed at least
annually. The carrying amount can be allocated on
a reasonable and consistent basis. The allocation of
goodwill to a CGU or a group of CGUs also takes account
of the synergies of the business combination expected
by the decision maker. Goodwill can be allocated for
impairment testing to a group of CGUs, if the chief
operating decision maker considers this as the most
appropriate allocation. There is a link between the level
at which goodwill is tested for impairment and the level
of internal reporting that reflects the way the entity
manages its operations and with which the goodwill is
associated (as such it cannot exceed the level of the
reported segments as defined by IFRS 8).
The CGU level is defined following the market and
production capacities. This approach leads to the
determination of four CGUs in Insulation:
CGU “United Kingdom”;
CGU “Continental Europe”;
CGU “Scandinavia”;
CGU “Insulated Panels”.
An impairment analysis was performed for the following
CGU:
CGU “Insulated Panels”
considering the majority of the Recticel goodwill is
allocated to the CGU “Insulated Panels”.
For the other CGUs, the amount of goodwill is immaterial
compared to the total amount of goodwill and hence
does not necessitate further impairment testing.
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The majority of the net book value of total goodwill was subject to impairment testing,
and is composed as follows:
in thousand EURINSULATED PANELS OTHER TOTALGoodwill 74,097 2,370 76,467Other intangible assets 63,005 13,544 76,549Property, plant & equipment 31,337 120,493 151,830Assets under construction 1,061 7,872 8,933Right-of-use assets 619 39,284 39,903Total net book value 170,118 183,563 353,681of which impairments recognised during the period (13) (381) (394)
For 2024:
Impairment charges are not linked to the general impairment analysis.
For the impairment test of the items included in the table above, certain assumptions
were made. The impairment tests have been applied on the “cash-generating units”
(“CGU”) on the basis of the principles set out above. The recoverable amount of the
total CGU is determined on the basis of the value-in-use model.
When determining its expected future cash flows, the Group takes into account
prudent, though realistic, assumptions regarding the evolution of its markets, its sales,
the raw materials prices, the impact of past restructurings and the gross margins,
which are (i) based on the past experiences of the management and/or (ii) in line with
trustworthy external information sources. It can not be excluded, however, that a future
reassessment of assumptions and/or market analysis induced by future developments
in the economic environment might lead to the recognition of additional impairments.
For the discounting of the future cash flows, a uniform overall Group-based pre-tax
discount rate of 9.35% is used for all CGUs (11.1% in 2023). This pre-tax discount rate is
based on a (long-term) weighted average cost of capital based on the current market
expectations of the time value of money and risks for which future cash flows must be
adjusted; the risks being implicit in the cash flows.
The pre-tax discount rate for impairment testing is based on the following
assumptions (EUR based):
Group target ratios: 2023 2024 Gearing: net financial debt/total equity 50% 50%% net financial debt 33% 33%% total equity 67% 67%Pre-tax cost of debt 2.06% 1.25%Pre-tax cost of equity = (R + (E * Beta) + S)/(1-T) 11.06% 9.99%fmpRisk free interest rate = R 3.39% 3.46%fBeta 1.32 1.26Market equity risk premium = E 6.0% 5.0%mSmall cap premium = S 1.65% 1.65%pCorporate tax rate = T 21.9% 23.9%Assumed inflation rate 2.0% 1.9%Pre-tax WACC (weighted average cost of capital) 11.1% 9.4%
The discount factors are reviewed at least annually.
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Key assumptions
The dynamics of the business model, budgets and projected
cash flows are based on stable cost structures which reflect
inflation rates on labour and other costs, stable fixed costs
and capital expenditure. Gross margins and operating
results are sensitive to the volatility of raw material
costs, which are unpredictable. Therefore, the budgets
assume that increases or decreases in material costs are
compensated through adaptations of the sales prices.
For the CGU “Insulated Panels” the value-in-use model
projections are based on budgets and financial plans
covering in total a three-year period. After this three-year
period, a perpetuity value is taken into account without
growth rate.
On this basis, the value-in-use of the CGU “Insulated Panels”
amounts to 1.46 times the net asset book value.
Sensitivity analysis
A first sensitivity analysis (A) is performed to measure the
impact of a changing WACC rate (+1%) on the outcome of
the impairment tests (see overview table below).
A second sensitivity analysis (B) is performed to measure
the impact of a changing gross margin on sales (-1%) on
the outcome of the impairment tests – applied on the
business plan 2025-2027 and the perpetuity (see overview
table below).
A third sensitivity analysis (C) is performed to measure the
impact of a changing sales volume level (-5% as from 2026)
on the outcome of the impairment tests (see overview table
below).
A fourth sensitivity analysis is performed to measure the
combined impact of the above sensitivity analyses.
For the sensitivity analyses it is assumed that all other
parameters of the underlying assumptions, such as
market evolution, sales, raw materials prices, impact of
past restructurings and gross margins, operating charges,
working capital needs, capital expenditure, etc., remain
unchanged.
in thousand EURDISCOUNTED CASH FLOW / NET ASSET BASE (INCLUDING RIGHT-OF-USE ASSETS)Sensitivity1% DECREASE OF GROSS 5% DECREASE OF NET COMBINATION OF BASE CASE 1% INCREASE OF WACC (A)MARGIN ON SALES (B)SALES (C)(A), (B) AND (C)Insulated Panels 1.46 times book value 1.31 times book value 1.30 times book value 1.23 times book value 0.96 times book value
For Investments in other associates an impairment
test is performed at least annually.
Loss allowances for expected credit
losses
A loss allowance for expected credit losses is
recognised for trade debtors for which a risk of total
or partial non-recovery of outstanding receivables
exists due to the debtor’s poor financial condition or
for economic, legal or political reasons. The decision
to classify a receivable as doubtful will be made
by the management on the basis of all information
available to them at any time. In line with the Group
accounting principles, details on the amounts of
the loss allowance for expected credit losses can
be found in note 7.2.5.10, Trade receivables, other
receivables and other financial assets.
The Group’s credit management processes continue
to prove their effectiveness, resulting in no significant
credit losses. No market evolutions lead to an
increase of the default rates used to calculate the
expected credit losses.
The amount of expected credit losses on external
guarantees is assessed at each reporting date to
reflect changes in credit risk since the guarantee
was granted. When determining whether the credit
risk of a guarantee has increased significantly
since the issuance and when estimating expected
credit losses, Recticel considers reasonable and
supportable information that is relevant and
available without undue cost or effort. This includes
both quantitative and qualitative information and
analysis, based on the Group’s historical experience
and informed credit assessment and including
forward-looking information.
Loans granted to Associates included a subordinated
vendor loan of EUR 10 million (maturity 2027) granted
on 30 June 2021 to TEMDA2 GmbH, the Automotive
joint venture which acquired the Automotive Interiors
activities, note 7.2.4.7, Discontinued operations. On the
basis of the assessment performed by the management,
no adjustment is to be made to the value of the latter
loan.
Put/call options on Automotive Interiors
On 01 July 2021, Recticel announced the closing of
the divestment of its Automotive Interiors business
to TEMDA2 GmbH, a new joint venture with Admetos.
Recticel holds a participation of 49% in this new joint
venture. The agreement contains reciprocal call/put
options - for Admetos to acquire, or Recticel to sell its
remaining 49% share -, which are exercisable as from
March 2024.
A valuation of the put/call structure on the remaining
49% participation in the Automotive joint venture
TEMDA2/Ascorium, by using a Black-Scholes formula
and taken into account certain assumptions regarding
dividend yield, interest rate and volatility, has been
made per 31 December 2023, valuing the fair value of the
option amounted to zero.
In the course of 2024, Admetos and Recticel have
renegotiated their respective agreements, whereby
Recticel agreed to extend its corporate guarantees, and
whereby the reciprocal call/put options were abolished,
and the parties would work together towards a joint
divestment at the appropriate time. Changes were also
made in the corporate governance structure, providing
more governance rights to Recticel.
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a result of increased performance compensated by the
deferred tax liabilities on intangible assets, resulting from
the purchase price allocation of the acquisition in Rex
Panels & Profiles SA.
At 31 December 2024 deferred tax assets of EUR 27.4
million are recongnised mainly in Belgium (EUR 20.3
million), in Germany (EUR 2.5 million), in Finland (EUR 2.2
million) and in Slovenia (EUR 0.8 million).
Investment property
Investment property, which is property held to earn
rentals and/or for capital appreciation, is stated at its
fair value at the reporting date. This gain, arising from
the change in the fair value of investment property, is
included in profit or loss for the period.
Provisions for restructurings and onerous
contracts
A restructuring provision is recognised when the
Group has developed a detailed formal plan for the
restructuring and has, by starting to implement the plan
or announcing its main features to those affected by it,
raised a valid expectation in those affected that it will
carry out the restructuring.
An onerous contract is a contract in which the
unavoidable costs of meeting the obligations under the
contract exceed the economic benefits expected to be
received under it.
In line with the Group accounting principles, details on
the amounts of provisions for restructurings and onerous
contracts can be found in note 7.2.4.3, Other operating
revenues and expenses and note 7.2.5.15, Provisions.
Provisions for indemnities related to
divestments
At the moment of a divestment the divestment
agreement stipulates certain indemnity clauses. These
indemnity clauses are reviewed by Recticel’s in-house
lawyers with the support, when appropriate, of external
counsels at least every half-year. This review includes
an assessment of the need to recognise provisions and/
or to re-measure existing provisions together with the
Finance department and the Insurance department.
Provisions for contingent liabilities,
litigations and other exposures
Any significant litigation (tax and other, including
threat of litigation) is reviewed by Recticel’s in-house
lawyers with the support, when appropriate, of external
counsels at least every half-year. This review includes
an assessment of the need to recognise provisions and/
or to re-measure existing provisions together with the
Finance department and the Insurance department.
Further details are provided in note 7.2.6.9, Contingent
assets and liabilities.
Valuation of post-employment defined
benefit obligations, other long-term
employee benefits and termination benefits
The actuarial assumptions used in determining the
defined benefit obligations at December 31, and the
annual cost, can be found in note 7.2.5.14, Employee
benefit liabilities. All main employee benefit plans are
assessed annually by independent actuaries. Discount
rates and inflation rates are defined centrally by
management. Other assumptions (such as future salary
increases and demographic assumptions) are defined
at a local level. All plans are supervised by the Group’s
central Human Resources department with the help of a
central actuary to check the acceptability of the results
and ensure consistency in reporting.
Current and deferred tax
All tax returns are prepared in good faith based on
the available information, often with the assistance
of external tax advisors. There are several tax audits
ongoing in the Group, notably in Belgium and Poland.
While the ultimate outcome of these tax audits is not
certain, the Group has considered the merits of its
filing positions in the overall evaluation of potential
tax liabilities and believes that adequate liabilities are
recorded in the consolidated financial statements.
However, important tax corrections can never be
excluded. In such case, Recticel will defend its position,
always in full collaboration with the tax authorities.
Deferred tax assets are recognised for deductible
temporary differences and unused tax losses and other
tax attributes to the extent that future taxable profits
are expected to be available against which they can
be used. For this purpose, management reviews the
recognition of deferred tax assets based on the business
plans of the entities concerned.
The total net deferred tax liabilities decreased from EUR
-1.5 million at 31 December 2023 to total net deferred
tax assets of EUR 2.0 million at 31 December 2024 mainly
due to an increase of deferred tax assets in Belgium as
7.2.1.5 Climate change
In compiling its financial statements, Recticel has
assessed the implications of climate change. This
examination encompasses the disclosures outlined
in Chapter 4.3, Navigating the landscape of risk and
opportunity, as well as the Group’s progress toward
the Science Based Targets initiative (SBTi) near-term
objectives. These targets aim to diminish scope 1 and
scope 2 emissions by 90% and scope 3 emissions by
25% by 2030, ultimately striving for net-zero emissions
across all scopes by 2050, in alignment with the Paris
Agreement’s goal of limiting global warming to 1.5°C.
Recticel’s commitments to the SBTi, which were
validated in February 2024, are an integral part of
the company’s long-standing sustainability strategy.
This strategy underwent a strategic transformation,
culminating in June 2023 with the divestment of Recticel
Engineered Foams, enabling Recticel to transition to a
sole focus on insulation and set a growth target of 5% for
its insulation business until 2030.
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It should be noted that Recticel is not a high-energy
consuming company, as demonstrated by the relatively
low scope 1 and scope 2 GHG data. As it is using very low
amounts of water in its manufacturing processes, water
shortage is not considered as having an impact.
As Recticel invests to achieve its near-term and net-
zero SBTi targets, it carefully assesses the useful life of
replaced assets and adjusts estimates accordingly.
The company’s commitment to sourcing energy from
renewable resources will include long-term agreements
for solar and wind power, as well as the purchase of
Renewable Energy Certificates when relevant to fulfil
its SBTi commitments. Recticel has factored these
considerations into its financial statements.
In summary, the company’s climate change
considerations have not materially impacted its
financial reporting judgments and estimates.
Furthermore, Recticel concludes that climate change
risks do not affect the going concern assessment.
In addition to its strategic direction, Recticel is taking
tangible actions in line with the shift towards a low-
carbon and circular economy. These actions are
elaborated upon in the climate action plan, “Our Race
to Net-Zero,” detailed in Chapter 2.3.3. The company’s
efforts concentrate on responsibly selecting raw
materials, implementing sustainable and energy-
efficient processes, and adopting eco-design principles.
Key elements of Recticel’s climate action plan include:
1. Energy efficiency initiatives: Implementing measures
to reduce energy consumption, enhance operational
efficiency, and minimise our carbon footprint. For
instance, we have installed metering systems in
production sites to track and reduce energy usage.
2. Renewable energy transition: Transitioning to
renewable energy sources like solar power to electrify
operations and decrease reliance on fossil fuels.
We are evaluating options to electrify our operations
and are exploring additional solar panel installations at
our production sites.
3. Supply chain collaboration: Collaborating with
suppliers to address emissions throughout the supply
chain, promote sustainability, and achieve positive
environmental outcomes. We have incorporated a
sustainability scorecard into our procurement policy
and engaged extensively with suppliers to reduce
emissions.
4. Innovation: Recticel is transitioning its R&D budget
to innovative solutions and technologies that support
climate change mitigation and circularity. This includes
partnerships with research and development institutes
to explore bio-based raw materials and recycling
solutions for construction and end-of-life waste.
7.2.1.6 Geopolitical conflicts
War in Ukraine
Currently, Recticel has no local operations in Russia,
Ukraine or the Middle East (Gaza/Israel). Neither
does Recticel export to Russia, Ukraine or Gaza/Israel.
Consequently, there is no direct impact observed nor to
be expected.
However, it is not excluded that future operations and
business may be affected indirectly by the conflicts.
These indirect impacts may come from supply issues, an
inflationary macro-economic environment, credit risks
on customers and increasing financing costs. Currently
there is no impact and it is expected that these eventual
future impacts on operations and financial position
should remain limited for the Group.
US trade tariffs
Recticel’s operations both in the United States and in
Europe primarily source there raw materials regionally.
Hence the direct impact of the US trade tariffs on the
operations seems to be limited. The investment in the
new US plant is impacted because the equipment is
mainly sourced from EU suppliers.
On the medium term the US trade tariffs could result in
an inflationary raw material trend which Recticel would
manage in the same way as it is currently managing its
material sourcing.
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7.2.3 Business and geographical
segments
7.2.3.1 Geographical repartition and disaggregation of
sales
in thousand EUR2023 2024Belgium 75,159 94,414France 83,840 96,932The Netherlands 48,675 65,994Germany 19,137 22,609Slovenia 15,943 16,786Other EU countries 105,315 100,423European Union 348,069 397,158United Kingdom 132,025 162,959United States of America 21,020 24,774Other 28,313 25,305TOTAL 529,426 610,196
The Group’s operations are mainly located in the European Union.
Sales (by destination)
The following tables provide an analysis of the Group’s sales and fixed assets by
geographical market.
7.2.2 Changes in scope of
consolidation
The following changes in the scope of consolidation took place during the year 2024:
On 10 January 2024, the acquisition of REX Panels & Profiles SA (100%).
The following changes in the scope of consolidation took place during the year 2023:
On 12 June 2023, the disposal of the Recticel Engineered Foams activities to US-based
Carpenter Co. (note 7.2.4.7, Discontinued operations).
The disposed Recticel Engineered Foams companies are:
FoamPartner Americas Inc.
FoamPartner Holding AG
FoamPartner Polyurethane Materials (Changzhou) Co., Ltd.
FoamPartner Singapore Pte. Ltd
FoamPartner Trading (Shanghai) Ltd
Recticel AB
Recticel AS
Recticel Engineered Foams Belgium n.v.
Recticel Engineered Foams GmbH
Recticel Engineered Foams Netherlands B.V.
Recticel Engineered Foams Switzerland AG
Recticel Engineered Foams Corby
Recticel Foams (Shanghai) Co Ltd
Recticel Foams (Wuxi) Co Ltd
Recticel Iberica s.l.
Recticel India Private Limited
Recticel Limited
Recticel Maroc s.à.r.l.a.u.
Recticel ou
Recticel oy
Recticel s.a.s.
Recticel Teknik Sünger Izolasyon Sanayi ve Ticaret a.s.
On 11 October 2023, the disposal of the 33% participation in Italian foam company Orsa
Foam srl to its joint venture partner Orsa srl.
Orsa Foam srl
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Reliance on major customers
In 2024, none of the customers represented more than 10% of total sales.
The top ten customers of the Group represent 20.31% (2023: 23.64%) of total consolidated sales.
Intangible assets – Property, plant & equipment – Right-of-use assets –
Investment property
in thousand EURACQUISITIONS, INCLUDING OWN PRODUCTION31 DEC 2023 31 DEC 2024 2023 2024Belgium 40,265 96,122 6,403 16,583France 19,362 21,216 3,848 4,293Germany 2,523 2,473 161 21Slovenia 100,773 100,571 9,879 9,559Other EU countries 19,945 18,429 563 458European Union 182,868 238,812 20,854 30,914China 0 0 0 0Switzerland 0 0 0 0United Kingdom 22,984 25,672 1,048 1,404United States of America 6,981 7,014 911 1,487Other 5,719 5,717 182 281TOTAL 218,551 277,214 22,995 34,085
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7.2.4 Income statement
7.2.4.1 Gross profit
The gross profit increased by 16.0% from EUR 90.1 million to EUR 104.5
million.
7.2.4.2 General and administrative expenses -
Sales and marketing expenses – Research and
development expenses
General and administrative expenses increased by EUR 7.7 million
to EUR 43.3 million. This increase is mainly explained by the business
combination Rex Panels & Profiles SA (EUR 4.8 million) and the
inflationary impact.
Sales and marketing expenses remained stable at EUR 30.4 million.
Research and development expenses increased from EUR 4.6 million to
EUR 4.9 million.
7.2.4.3 Other operating revenues and expenses
in thousand EUR2023 2024Other operating revenues 4,727 6,366Other operating expenses (11,380) (20,465)TOTAL (6,653) (14,099)Restructuring charges (including site closure, onerous contracts and clean-up costs) (3,118) (7,876)Gain (Loss) on disposal of intangible, tangible and right-of-use assets 61 260Gain (Loss) on investment operations 10 0IAS 19 Pensions and other similar obligations (66) (337)Provisions 1,099 1,071Fees consultancy and subcontractors (815) (430)Other expenses (5,147) (10,417)Other revenues 1,323 3,631TOTAL (6,653) (14,099)
Other operating revenues
In 2024, other operating revenues mainly consist of the invoicing of transitional (IT) services to
Carpenter Co. and Aquinos, insurance premiums at Recticel’s insurance captive, subventions and
indemnities.
Restructuring
In 2024, reorganisation charges (EUR -7.9 million) relate to restructuring measures in Belgium, France,
Germany, UK and Slovenia.
Fees consultancy and subcontractors
In 2024, this item relates to legal and advisory fees.
Other expenses
In 2024, the other expenses mainly relate to the intangible and tangible assets amortisation of the
business combination Rex Panels & Profiles SA and Trimo.
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7.2.4.4 Operating profit (loss)
The components (by nature) of the Operating profit (loss) are as follows:
in thousand EUR2023 2024Sales 529,426 610,196Purchases and changes in inventories (329,505) (386,546)Other goods and services (97,930) (95,193)Labour costs (82,463) (91,675)Amortisation and depreciation on non-current assets (23,270) (30,679)Impairments on non-current assets (293) (394)Amounts written back/(off) on affiliated investments 0 0Amounts written back/(off) on inventories (1,566) (184)Amounts written back/(off) on receivables 15 218Provisions 1,304 (54)Gain/(Loss) on disposal intangible and tangible assets 61 260Gain/(Loss) on trade receivables (434) (178)Operating taxes (2,654) (2,582)Other operating expenses (665) (2,725)Own production 1,232 793Operating subsidies 905 114Commissions and royalty income 691 (57)Operating lease income 1,140 1,290Service fees 4,018 1,018Other operating income 12,571 7,869Operating profit (loss) 12,582 11,489
Sales: Sales increased by 15.3% from EUR 529.4 million to
EUR 610.2 million.
The sales increase was driven by higher volumes as a result of higher
market shares.
Purchases and changes in inventories increased as a result of higher
sales.
Other goods and services comprises mainly transportation costs (EUR
44.3 million versus EUR 35.3 million in 2023), operating lease expenses
(EUR 1.2 million versus EUR 1.9 million in 2023), supplies (EUR 7.0 million
versus EUR 8.7 million in 2023), fees (EUR 12.2 million versus EUR 12.4
million in 2023), repair and maintenance costs (EUR 6.4 million versus
EUR 5.2 million in 2023), advertising/fairs/exhibition costs (EUR 2.5 million
versus EUR 2.5 million in 2023), travel expenses (EUR 3.4 million versus
EUR 3.1 million in 2023), administrative expenses (EUR 4.0 million versus
EUR 4.2 million in 2023), insurance expenses (EUR 6.7 million versus EUR
8.2 million in 2023) and quality claims (EUR -3.0 million versus EUR 3.1
million in 2023).
Labour costs increased (EUR 91.7 million versus EUR 82.5 million in 2023)
mainly due to the addition of the business combination Rex Panels &
Profiles SA for 12 months and increased production volumes.
Amortisation and depreciation on non-current assets increased (EUR
30.7 million versus EUR 23.3 million in 2023) due to the Rex Panels &
Profiles SA acquisition.
Other operating expenses increased (EUR 2.7 million versus
EUR 0.7 million in 2023).
Other operating income decreased (EUR 7.9 million versus
EUR 12.6 million in 2023) and mainly consisted of third-party cost
reinvoicing, insurance premiums at Recticel’s insurance captive,
subventions and indemnities.
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7.2.4.5 Financial resultin thousand EUR2023 2024Interest on lease liabilities (560) (867)Interest on long-term bank loans (3,545) (295)Interest on short-term bank loans & overdraft (3,722) (789)Net interest charges on Interest Rate Swaps and Foreign Currency Swaps 22 22Total borrowing cost (7,805) (1,930)Interest income from bank deposits 156 429Interest income from financial receivables 3,781 3,525Interest income from financial receivables and cash 3,937 3,955Interest charges on other debts (63) (124)Interest income on other receivables 10 386Total other interest (53) 262Interest income and expenses (3,921) 2,287Exchange rate differences 18 1,282Net interest cost IAS 19 (410) (339)Other financial result 247 149Total other financial result (144) 1,092Financial result (4,065) 3,380
Interest costs on long and short-term bank loans have decreased from EUR -7.8 million
to EUR -1.9 million following the proceeds from the divestment of Recticel Engineered
Foams to Carpenter Co. The interest income on cash remained stable at EUR +3.9
million, the full year net cash position impact being offset by lower interest rates.
The exchange rate income stems from the realized exchange gains on trade
receivables EUR +0.7 million primarily in the UK and unrealized exchange gains on
financial receivables EUR +0.7 million.
7.2.4.6 Income taxes
1. Income tax chargesin thousand EUR2023 2024Recognised in the income statementCurrent tax expense:Current year (4,010) (4,139)Adjustments in respect of prior year (447) (1,794)Total current tax expense ¹ (4,457) (5,933)Deferred tax expense:Origination and reversal of temporary differences and tax losses 7,426 163Unrecognised deferred tax assets on current year’s losses (7,311) (740)Recognition of deferred tax assets previously not recognised 955 4,962Derecognition of previously recognised deferred tax assets (2,387) (94)Effect of changes in tax rates on deferred taxes (1,652) 426Adjustments for prior periods (561) 2,708Other deferred tax expenses 0 (16)Total deferred tax expense ² (3,530) 7,409Total tax expense on continuing operations (7,986) 1,476
1
The current tax expenses increased in 2024 compared to 2023 further to the realisation of higher profits in 2024.
2
The deferred tax expenses decreased from EUR -3.5 million expenses in 2023 to EUR 7.4 million income in 2024 primarily
thanks to a one-time positive effect of the recognition of DTA as a result of better future operational expectations in
Belgium.
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1
in thousand EUR2023 2024Reconciliation of effective tax rateProfit (loss) before taxes - continuing operations (1,002) 14,868Minus income from associates 0Minus income from other associates 1,772 0Minus impairment other associates 7,748 0Result before tax and income from (other) associates 8,517 14,868Group’s domestic tax rate 25.00% 25.00%Tax at the Group’s domestic income tax rate (2,129) (3,717)Effect of different tax rates of subsidiaries operating in different jurisdictions 188 (70)Tax effect of non-deductible expenses (1,326) (1,336)Tax effect of non-taxable income 433 917Tax effect of tax incentives 119 292Unrecognised deferred tax assets on current year’s losses ² (7,311) (740)955 4,962Recognition of deferred tax assets previously not recognised Derecognition of deferred tax assets previously recognised 2(2,387) (94)Effect of changes in tax rates on deferred taxes 3(1,652) 426Tax effect of current and deferred tax adjustments related to prior years (1,008) 91446,132 (76)Other Tax expense for the year - continuing operations (7,986) 1,476
1
Additional deferred tax assets have been recognised in Belgium (EUR 4.9 miilion) as a result of increased profit
expectations.
2
In 2023 lower profit expectations in Belgium led to the unrecognition of deferred tax assets on current year’s tax losses
as well as to the derecognition of additional deferred tax assets. In 2024, the unrecognised deferred tax assets on current
year’s losses mainly relate to tax losses incurred in Finland.
3
In December 2024 new changes to the tax law were enacted in Luxembourg including a reduction of the corporate
income tax rate by 1% as from tax year 2025. This change resulted in a gain of EUR 0.4 million related to the
remeasurement of deferred tax assets and liabilities in the Group’s entities in Luxembourg being recognised during the
year ended 31 December 2024.
4
Other in 2023 mainly consists of carve-out operations deductible under continuing operations while the compensating
expense is recognised under discontinued operations and the underlying intercompany results between continuing and
discontinued are eliminated in the consolidated results of the continuing and discontinued operations.
in thousand EUR2023 2024Deferred tax charged or (credited) directly to equityImpact of IAS 19R in other comprehensive income 174 (492)Total 174 (492)
Recticel Group - 2024 Annual Report 200
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2. Deferred tax assets and liabilities
1
in thousand EUR31 DEC 2023 31 DEC 2024ACQUIRED TRANSFER TO DEFERRED DEFERRED TAX DEFERRED TAX RECOGNISED IN THE RECOGNISED IN OTHER TRANSLATION DEFERRED NETIN BUSINESS DISCONTINUED OTHER NETTAX ASSETSLIABILITIESINCOME STATEMENTCOMPREHENSIVE INCOMEDIFFERENCESTAX ASSETSCOMBINATIONSOPERATIONSLIABILITIESRecognised deferred tax assets and liabilitiesIntangible assets³ 2,130 (13,156) (11,025) 1,599 (1) (3,066) 0 (2) (30) (12,525) 2,046 (14,572)Property, plant & equipment ³ 1,667 (7,064) (5,397) (2,281) 0 (2,914) 0 (132) 30 (10,695) 10 (10,705)Investments 27 0 27 119 0 0 0 0 0 146 146 0Receivables 1,321 (297) 1,023 6 0 83 0 0 (15) 1,098 1,115 (17)Inventories 158 (15) 143 (362) 0 375 0 7 0 163 163 0Cash and cash equivalents 0 0 0 0 0 0 0 0 0 0 0 0Tax-free reserves 0 (123) (123) (55) 0 0 0 0 0 (178) 0 (178)Early retirements and defined 2,120 (90) 2,030 273 (497) 0 0 18 0 1,825 1,915 (90)benefitsProvisions for other risks and 1,548 (9,203) (7,654) 3,142 0 424 0 12 4 (4,073) 5,487 (9,560)charges Interest-bearing borrowings 2,541 (58) 2,483 295 0 0 0 94 47 2,918 2,924 (6)and loansOther liabilities 1,677 (440) 1,236 (1,151) (0) 0 0 6 (35) 57 361 (303)Tax loss carry-forwards/Tax 15,369 0 15,369 (393) 0 1,735 0 2 0 16,713 16,713 0credits2352 0 352 6,217 0 0 0 1 0 6,570 6,570 (0)Other tax attributes Total 28,910 (30,447) (1,537) 7,409 (498) (3,363) 0 6 (0) 2,018 37,450 (35,432)Set-off (7,359) 7,359 0 0 (10,055) 10,055Total (as provided in the statement of financial 21,551 (23,088) (1,537) 7,409 (498) (3,363) 0 6 (0) 2,018 27,396 (25,377)position)
The total net deferred tax liabilities decreased from EUR -1.5 million at 31 December 2023 to total net deferred tax assets of EUR 2 million at 31 December 2024. The main changes in 2024 are relating to the following items:
1
An increase of deferred tax assets on provisions for other risks and charges due to the deferred tax deduction of provisions recorded in Belgium (EUR 4.2 million).
2
An increase of deferred tax assets in relation to other tax attributes as a result of the dividend received deductions being carried forward to future years in Belgium (EUR 6.3 million).
3
An increase of deferred tax liabilities on intangible assets and property, plant & equipment mainly due to deferred tax liabilities computed on the step-up basis resulting from the purchase price allocation of the acquisition of Rex Panels & Profiles
(impact of EUR 6.0 million included in the column Acquired in business combinations).
Recticel Group - 2024 Annual Report 201
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Deferred tax assets recognised and unrecognised by the Group
apply to the following elements as at 31 December 2024:
Deferred tax assets recognised and unrecognised by the Group
Tax loss carry-forwards – amounts by expiration date:in thousand EUR2023 12024 1+2One year 0 0Two years 0 0Three years 0 0Four years 2,180 1,781Five years and thereafter 8,621 12,034Without time limit 275,444 253,761Total 286,245 267,576
in thousand EURTOTAL POTENTIAL RECOGNISED DEFERRED NOT RECOGNISED DEFERRED TAX ASSETS 1TAX ASSETS 1+3DEFERRED TAX ASSETS 2Temporary differences 19,777 14,369 5,408Tax losses carried forward 77,286 16,713 60,573Other tax attributes 6,368 6,368 0Total before set-off 103,431 37,450 65,981
apply to the following elements as at 31 December 2023:in thousand EURTOTAL POTENTIAL RECOGNISED DEFERRED NOT RECOGNISED DEFERRED TAX ASSETSTAX ASSETSDEFERRED TAX ASSETSTemporary differences 17,009 13,332 3,677Tax losses carried forward 81,923 15,369 66,554Other tax attributes 209 209 0Total before set-off 99,141 28,910 70,231
1
The decrease of the amount of tax losses carried forward on 31 December 2024 compared to 31 December 2023 is mainly
driven by the activities in Belgium where the decrease of tax losses in Recticel NV/SA (EUR 31.8 million) is partly offset by tax
losses incurred in the newly acquired entity Rex Panels & Profiles SA (EUR 14.8 million).
2
At 31 December 2024, EUR 16.7 million of deferred tax assets are recognised in respect of tax losses, representing EUR 67.8
million of tax losses carried forward out of a total amount of tax losses carried forward of EUR 267.6 million. Deferred tax
assets in relation to losses which are not recognised relate mainly to Germany (Recticel Verwaltung - EUR 159.3 million)
and Belgium (Recticel NV/SA - EUR 37.6 million).
1
The increases in total potential deferred tax assets and recognised deferred tax assets in 2024 compared to 2023
are mainly attributable to the Belgian operations where the deferred tax deduction of provisions for risks and charges
resulted in an increase of temporary differences (deferred tax impact of EUR 4.2 million, fully recognised) and the carry
forward of the dividends received deduction increased the other tax attributes (deferred tax impact of EUR 6.3 million, fully
recognised). These increases were partly offset by the reduction of tax losses carried forward in Belgium.
2
The non recognised deferred tax assets decreased in 2024 compared to 2023 mainly as a result of the higher profit
expectations in Belgium (deferred tax impact of EUR 4.9 million).
3
At 31 December 2024 deferred tax assets of EUR 37.5 million are recognised mainly in Belgium (EUR 25.3 million), in
Germany (EUR 2.9 million), in Finland (EUR 2.2 million) and in Slovenia (EUR 1.8 million). These deferred tax assets have been
recognised as it is expected that future taxable profit will be available against which the related deductible temporary
differences, unused tax losses and tax attributes can be utilised.
Deferred tax liabilities are recognised for taxable temporary differences arising on
investments in subsidiaries and associates, and interests in joint ventures, except
where the Group is able to control the reversal of the temporary difference and when
it is probable that the temporary difference will not reverse in the foreseeable future.
No deferred tax liabilities have been recognised on undistributed retained earnings of
subsidiaries.
3. Pillar 2
Pillar 2 legislation has been enacted or substantively enacted in certain jurisdictions in
which the Group operates, including in Belgium, where the Group is headquartered. The
legislation is effective for the Group’s financial year beginning 1 January 2024.
The Group is in scope of the enacted or substantively enacted legislation and has
performed an impact assessment of the Group’s potential future exposure to Pillar
2 income taxes. The assessment of the potential exposure to Pillar 2 income taxes
is based on the most recent tax filings, country-by-country reporting and financial
statements for the constituent entities in the Group. Based on this impact assessment,
it is expected that the Group will qualify for the Transitional CbCR Safe Harbours tests in
nearly all jurisdictions. The Group does not expect to have a material exposure to Pillar
2 income taxes in any of the jurisdictions where it is present. The Group continues to
closely monitor the legislative and administrative progress in the various countries in
which it is currently present.
IAS 12 includes a temporary exception to the requirement to recognise and disclose
information about deferred tax assets and liabilities that are related to tax law that
is enacted or substantively enacted to implement the Pillar 2 legislation. The Group
applies this temporary exception.
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7.2.4.7 Discontinued operations
For the period ending 31 December 2024
Result from discontinued operations: from EUR 12.2
million in 2023 to EUR 1.6 million in 2024.
The result from discontinued operations in 2024 mainly
represents the net capital gain as a result of the final
agreement and settlement of the Completion Accounts
on 5 July 2024 on the disposal of the Engineered Foams
activities sold to Carpenter Co. amounting to EUR +2.0
million and composed of the following items:
gain on the divestment of Engineered Foams: EUR +2.3
million;
direct attributable transaction costs: EUR -0.3 million;
direct attributable costs to discontinued operations:
EUR -0.4 million.
The result from discontinued operations in 2023 mainly
represents:
the result until 12 June 2023 of the Engineered Foams
activities sold to Carpenter Co. (EUR -0.5 million);
the net capital gain on the disposal of the Engineered
Foams activities sold to Carpenter Co. amounting to
EUR +10.7 million and composed of the following items:
gain on the divestment of Engineered Foams: EUR
+32.2 million (including EUR 22.3 million provisions on
transactions related tax exposures and indemnities)
direct attributable transaction costs: EUR -6.8 million;
Cumulative Translation Adjustment release in the
income statement: EUR -7.5 million;
positive result H1 2023 Orsa Foam (EUR +0.5 million)
+ impairment (EUR -6.9 million) + related costs (EUR
-0.8 million), and
the result of the Aquinos closing account settlement
(including the release of the closing accounts provision
and the interest on the Aquinos receivable (EUR +2.0
million)).
TEMDA2 GmbH (formerly Automotive Interiors)
On 31 December 2024, Recticel’s investment in TEMDA2
(Investment in other associates) amounted to zero.
Vendor loan (receivable) including accumulated interest
amounted to EUR 11.5 million, due date 2027 (see also
note 7.2.1.3, General Principles).
7.2.4.8 Business combinations
For the period ending 31 December 2024
On 10 January 2024, Recticel acquired 100% of the shares
of Rex Panels & Profiles SA, a Belgium-based company,
for an enterprise value of EUR 70 million.
The acquisition of REX Panels & Profiles SA strengthens
Recticel’s core purpose to become a leader in high-
end, sustainable construction through smart insulation
solutions.
The acquisition price was paid in cash.
Rex Panels & Profiles SA was founded in 2012 by Michel
Verhelst. Initially focused on profiled steel sheets, the
company expanded into the insulated panels market
with four panel production lines (three with PIR insulation
(2015, 2021, 2023) and one with mineral wool insulation
(2019).
Rex Panels & Profiles SA is consolidated in Recticel’s
financial statements as from 10 January 2024.
in thousand EUR
Purchase consideration
REX PANELS
& PROFILES SA
Purchase consideration 70,000
Net financial debt including future debt financed
capex
(39,712)
Net cash 949
Working capital adjustments 2,625
Total purchase consideration 33,862
in thousand EUR
Consideration paid
REX PANELS
& PROFILES SA
Total purchase consideration 70,000
Net cash 949
Debt-like items and working capital adjustments (37,087)
Receivables on previous shareholders 864
Consideration paid 34,726
Details of the purchase consideration, the net assets
acquired and goodwill are as follows:
The enterprise value of EUR 70.0 million, can be
reconciled as follows to the cash flow from investment
activities on 31 December 2024:
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The purchase consideration paid by Recticel to the Rex
Panels & Profiles SA shareholders for the acquisition of
Rex Panels & Profiles SA amounts to EUR 34.7 million.
The cash of Rex Panels & Profiles SA acquired by
Recticel amounts to EUR 0.9 million on 31 December
2023. As such, the total consideration, net of cash
acquired amounts to EUR 33.8 million (note 7.1.5 Cash
flow statement). The final closing account settlement
resulted in a receivable on the previous Rex Panels &
Profiles SA shareholders for an amount of EUR 0.9 million.
The assets and liabilities recognised as a result of the
acquisition are as follows:
in thousand EUR
Assets and liabilities
REX PANELS
& PROFILES SA
Customer list 7,850
Other intangible assets 4,904
Property, plant & equipment 39,125
Inventories 10,760
Receivables 9,325
Cash and cash equivalents 949
Provisions (1,695)
Financial liabilities (33,613)
Trade and other payables (14,358)
Income tax payables (79)
Net deferred taxes (3,363)
Net identifiable assets acquired 19,804
Goodwill 14,058
Total purchase consideration 33,862
Rex Panels & Profiles SA is specialised in the production
of PIR and mineral wool insulated panels for the
construction industry and is perfectly located in Belgium
to serve Western European markets.
The goodwill is attributable to Rex Panels & Profiles SA’s
Insulated Panels solutions in insulation markets and
synergies and cross-selling opportunities expected to
arise after the integration.
The goodwill has been allocated to the cash generating
unit of Insulated Panels. None of the goodwill is expected
to be deductible for tax purposes. See note 7.2.5.2 for the
changes in goodwill as a result of the acquisition.
The fair value of the acquired assets has been finalised
on 31 December 2023. Fair value adjustment relates to
customer list and customer contracts (EUR 7.8 million),
Trademarks and Technology related intangible assets
(EUR 4.4 million) and property, plant and equipment
(EUR 11.6 million). Deferred tax liabilities of EUR -6.0
million have been recognised in relation to fair value
adjustments.
Securities
Rex Panels & Profiles SA has provided pledges and
mortgages as security towards the banks for an amount
of EUR 14 million.
Acquisition-related costs
Acquisition-related costs of EUR 0.2 million related to
advisor fees are included in other operating expenses in
the income statement on 31 December 2024.
Revenue and profit contribution
The acquired business contributed revenues of EUR 57.0
million and a net result of EUR -5.5 million to the Group
for the period from 10 January 2024 to 31 December 2024.
As a result of the acquisition of Rex Panels & Profiles SA,
the average number of people employed increased by
65,8 full-time equivalents.
7.2.4.9 Dividends
Amounts recognised as distributions to equity holders in
the period.
Dividend for the period ending 31 December 2023 of EUR
0.31 per share.
Proposed stable dividend for the period ending 31
December 2024 of EUR 0.31 per share, leading to a total
pay-out of EUR 17,547,835 (2023: EUR 17,431,585), including
the portion attributable to the treasury shares (326,800
in total on 31 December 2024).
The proposed dividend is subject to approval by the
shareholders at the Annual General Meeting and has not
been included as a liability in these financial statements.
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7.2.4.10 Basic earnings per share
The calculation of the basic and diluted earnings per share is based on the following
Computation of the diluted earnings per share:
data:in thousand EUR2023 2024Net profit (loss) for the period 3,165 17,957Net profit (loss) from continuing operations (8,989) 16,345Net profit (loss) from discontinued operations 12,154 1,613Weighted average shares outstandingOrdinary shares on 01 January (excluding treasury shares*) 55,881,620 55,904,120Exercised subscription rights 22,500 375,000Ordinary shares on 31 December (excluding treasury shares*) 55,904,120 56,279,120Weighted average shares outstanding 55,897,911 56,067,538* Number of treasury shares held on 31 December 326,800 326,800
in EUR2023 2024Basic earnings per share 0.06 0.32Basic earnings per share from continuing operations (0.16) 0.29Basic earnings per share from discontinued operations 0.22 0.03
7.2.4.11 Diluted earnings per share
1
in thousand EUR2023 2024Dilutive elementsNet profit (loss) from continuing operations (8,989) 16,345Net profit (loss) from discontinued operations 12,154 1,613Profit (loss) attributable to ordinary equity holders of the parent entity 3,165 17,957including assumed conversionsWeighted average ordinary shares outstanding 55,897,911 56,067,538613,312 407,772Stock option plans - subscription rights Weighted average shares for diluted earnings per share 56,511,223 56,475,310
in EUR2023 2024Diluted earnings per share 0.06 0.32Diluted earnings per share from continuing operations (0.16) 0.29Diluted earnings per share from discontinued operations 0.22 0.03
1
On 31 December 2024, all outstanding subscription right plans as from April 2016 are in-the-money except for the
subscription plans of May 2021, May 2022 and June 2024. The outstanding subscription right plans which are out-of-the-
money are disclosed as anti-dilutive.
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7.2.5 Statement of financial position
7.2.5.1 Intangible assets
For the year ending 31 December 2024:
in thousand EURCLIENT OTHER ASSETS UNDER DEVELOPMENT TRADEMARKS, PORTFOLIO INTANGIBLE CONSTRUCTION AND TOTALCOSTSPATENTS & LICENCESGOODWILLASSETSADVANCE PAYMENTSAt the end of the preceding period Gross book value 0 62,712 38,668 13,122 2,510 117,011Accumulated amortisation 0 (21,090) (8,875) (9,798) (53) (39,816)Accumulated impairment 0 (6,304) 0 0 (797) (7,101)Net book value at the end of the preceding 0 35,317 29,792 3,324 1,660 70,094periodMovements during the periodBusiness combinations 0 4,904 7,850 0 0 12,754Acquisitions 0 363 2 1 2,997 3,362Amortisation 0 (5,151) (3,821) (755) 0 (9,727)Impairments 0 0 0 0 0 0Sales and scrapped 0 0 0 0 0 0Transfers from one heading to another 0 2,336 0 636 (2,920) 52Transfer to discontinued operations 0 0 0 0 0 0Exchange rate differences 0 9 3 0 0 13At the end of the current period 0 37,779 33,827 3,206 1,737 76,549Gross book value 0 69,097 47,545 13,683 2,586 132,912Accumulated amortisation 0 (25,018) (13,718) (10,477) (53) (49,266)Accumulated impairment 0 (6,300) 0 0 (797) (7,097)Net book value at the end of the period 0 37,779 33,827 3,206 1,737 76,549Useful life (in years) 3-5 3-10 5-10 5 maximum n.a.
Reference is also made to note 7.2.1.4, Major sources of estimation uncertainty and key judgments.
In 2024, the item ‘Business combinations’ relates to the acquisition of Rex Panels & Profiles SA. Total acquisition of
intangible assets amounted to EUR 3.4 million, compared to EUR 2.7 million in 2023.
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For the year ending 31 December 2023:
in thousand EURCLIENT OTHER ASSETS UNDER DEVELOPMENT TRADEMARKS, PORTFOLIO INTANGIBLE CONSTRUCTION AND TOTALCOSTSPATENTS & LICENCESGOODWILLASSETSADVANCE PAYMENTSAt the end of the preceding period Gross book value 153 64,712 39,066 12,318 5,033 121,282Accumulated amortisation (153) (21,326) (6,391) (9,074) (53) (36,997)Accumulated impairment 0 (6,316) 0 0 (612) (6,928)Net book value at the end of the preceding 0 37,070 32,675 3,244 4,368 77,357periodMovements during the periodBusiness combinations 0 0 0 0 0 0Acquisitions 0 46 0 860 1,835 2,742Amortisation 0 (3,702) (3,115) (780) 0 (7,596)Impairments 0 0 0 0 (185) (185)Sales and scrapped 0 (42) (14) 0 (568) (624)Transfers from one heading to another 0 1,942 (6) 0 (1,937) 0Transfer to discontinued operations 0 (0) 227 0 (1,855) (1,628)Exchange rate differences 0 3 24 0 2 28At the end of the current period 0 35,317 29,792 3,324 1,660 70,094Gross book value 0 62,712 38,668 13,122 2,510 117,011Accumulated amortisation 0 (21,090) (8,875) (9,798) (53) (39,816)Accumulated impairment 0 (6,304) 0 0 (797) (7,101)Net book value at the end of the period 0 35,317 29,792 3,324 1,660 70,094Useful life (in years) 3-5 3-10 5-10 5 maximum n.a.
Reference is also made to note 7.2.1.4, Major sources of estimation uncertainty and key judgments.
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7.2.5.2 Goodwill
For the year ending 31 December 2024: in thousand EURGOODWILLAt the end of the period Gross book value 76,883Accumulated impairment (14,474)Net book value at the end of the preceding period 62,409Movements during the periodBusiness combinations 14,058Impairments 0Sales and scrapped 0Transfers from one heading to another 0Transfer to discontinued operations 0Exchange rate differences 0At the end of the current period 76,467Gross book value 91,680Accumulated impairment (15,214)Net book value at the end of the period 76,467
For the year ending 31 December 2023:in thousand EURGOODWILLAt the end of the preceding period Gross book value 79,366Accumulated impairment (16,148)Net book value at the end of the preceding period 63,218Movements during the periodBusiness combinations 0Impairments 0Sales and scrapped 0Transfers from one heading to another 6Transfer to discontinued operations (809)Exchange rate differences (6)At the end of the current period 62,409Gross book value 76,883Accumulated impairment (14,474)Net book value at the end of the period 62,409
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in thousand EURPLANT, MACHINERY & FURNITURE AND LEASES AND SIMILAR LAND AND BUILDINGSOTHER TANGIBLE ASSETS ASSETS UNDER CONSTRUCTION TOTALEQUIPMENTVEHICLESRIGHTSAt the end of the preceding periodGross value 101,445 143,842 13,648 0 116 13,069 272,758Accumulated depreciation (32,875) (106,803) (11,152) 0 (92) 0 (151,560)Accumulated impairments (328) (183) 0 0 0 0 (511)Net book value at the end of the preceding period 68,242 36,856 2,496 0 24 13,069 120,687Movements during the yearBusiness combinations 23,522 8,745 313 0 0 0 32,580Acquisitions 2,561 3,469 544 0 0 14,438 21,012Depreciation (4,566) (8,377) (1,188) 0 (2) 0 (14,134)Impairments 0 (0) 0 0 0 (517) (517)Sales and scrapped (10) (376) (13) 0 0 8 (391)Transfers from one heading to another 10,167 7,792 482 0 0 (18,078) 364Transfer to discontinued operations 0 0 0 0 0 0 0Changes in scope 0 0 0 0 0 0 0Exchange rate differences 924 204 21 0 0 12 1,161At the end of the current period 100,840 48,313 2,656 0 22 8,933 160,763Gross value 143,905 167,839 11,630 0 111 9,517 333,639Accumulated depreciation (42,751) (119,345) (8,974) 0 (89) (67) (171,863)Accumulated impairments (314) (181) 0 0 0 (517) (1,012)Net book value at the end of the period 100,840 48,313 2,656 0 22 8,933 160,763
7.2.5.3 Property, plant & equipment
For the year ending 31 December 2024:
On 31 December 2024, Assets under construction mainly relate to Recticel Insulation France and Trimo.
On 31 December 2024, the Group had entered into contractual commitments for the acquisition of property, plant & equipment, mainly in France, amounting to EUR 7.3 million
(2023: EUR 2.1 million).
Recticel Group - 2024 Annual Report 209
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in thousand EURPLANT, MACHINERY & FURNITURE AND LEASES AND SIMILAR LAND AND BUILDINGSOTHER TANGIBLE ASSETS ASSETS UNDER CONSTRUCTION TOTALEQUIPMENTVEHICLESRIGHTSAt the end of the preceding periodGross value 96,907 156,732 13,115 0 160 6,511 273,425Accumulated depreciation (29,731) (121,142) (10,521) 0 (97) 0 (161,491)Accumulated impairments (263) (181) 0 0 0 0 (443)Net book value at the end of the preceding period 66,914 35,409 2,595 0 63 6,511 111,491Movements during the yearBusiness combinations 0 0 0 0 0 0 0Acquisitions 1,454 1,179 217 0 0 16,368 19,217Depreciation (3,177) (7,122) (902) 0 (32) 0 (11,233)Impairments (99) (9) 0 0 0 (12) (120)Sales and scrapped (185) (21) (3) (0) (7) 0 (216)Transfers from one heading to another 1,519 7,387 628 0 0 (9,813) (280)Transfer to discontinued operations 1,421 0 (40) 0 0 (0) 1,380Exchange rate differences 396 33 2 0 0 17 448At the end of the current period 68,242 36,856 2,496 0 24 13,069 120,687Gross value 101,445 144,587 13,648 0 116 13,069 272,866Accumulated depreciation (32,875) (107,549) (11,152) 0 (92) 0 (151,668)Accumulated impairments (328) (183) 0 0 0 0 (511)Net book value at the end of the period 68,242 36,856 2,496 0 24 13,069 120,687
For the year ending 31 December 2023:
Reference is also made to note 7.2.1.4, Major sources of estimation uncertainty and key judgments and note 7.2.4.7, Discontinued operations.
On 31 December 2023, Assets under construction mainly relate to Turvac and Recticel Insulation France.
On 31 December 2023, the Group had entered into contractual commitments for the acquisition of property, plant & equipment, mainly in Slovenia, amounting to EUR 2.1 million
(2022: EUR 5.5 million).
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7.2.5.4 Right-of-use assets
in thousand EURPLANT, MACHINERY & FURNITURE AND LAND AND BUILDINGSTOTALEQUIPMENTVEHICLESAt the end of the preceding periodGross value 50,599 995 2,977 54,571Accumulated depreciation (23,582) (650) (1,686) (25,917)Accumulated impairments (883) 0 0 (883)Net book value at the end of the preceding period 26,135 345 1,291 27,771Movements during the yearBusiness combinations 0 6,545 0 6,545New leases 169 6,455 3,082 9,705Adjustment for reassessment of assumptions on dismantling 2,924 0 (167) 2,756and restoration costsDepreciation (3,538) (1,945) (1,336) (6,818)Impairments 123 0 0 123Ended contracts 46 0 (48) (2)Transfers from one heading to another (0) (611) 33 (577)Transfer to discontinued operations 0 0 0 0Changes in scope 0 0 0 0Exchange rate differences 369 13 19 400At the end of the period 26,227 10,802 2,874 39,903Gross value 53,950 19,033 4,766 77,749Accumulated depreciation (27,160) (8,231) (1,891) (37,283)Accumulated impairments (564) 0 0 (564)Net book value at the end of the period 26,227 10,802 2,874 39,903Contractual tenor (in years) 6 - 12 3 - 12 4
For the year ending 31 December 2024:
The new leases are comprised of an additional production line at Rex Panels & Profiles SA, new forklifts in Slovenia and
the increase/renewal of company cars throughout the group.
The weighted average underlying incremental borrowing rate of the right-of-use asset agreements on 31 December
2024 was 3.32% (3.16% on 31 December 2023).
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For the year ending 31 December 2023:
in thousand EUR2023 2024Low value leases 3 1Short term leases 128Services under leases 1,903 469Other considerations 0Total leases 1,906 598
Reference is also made to note 7.2.4.7, Discontinued
operations.
The weighted average underlying incremental borrowing
rate of the right-of-use asset agreements on 31
December 2023 was 3.16% (1.48% on 31 December 2022).
The below table comprises the recognised lease charge
during the financial period.
in thousand EURPLANT, MACHINERY & FURNITURE AND LAND AND BUILDINGSTOTALEQUIPMENTVEHICLESAt the end of the preceding periodGross value 46,656 1,803 5,355 53,814Accumulated depreciation (20,591) (1,279) (3,092) (24,963)Accumulated impairments (1,109) 0 0 (1,109)Net book value at the end of the preceding period 24,956 523 2,263 27,742Movements during the yearBusiness combinations 0 0 0 0New leases 466 29 541 1,036Adjustment for reassessment of assumptions on dismantling 4,719 143 (39) 4,823and restoration costsDepreciation (3,248) (312) (846) (4,406)Impairments 0 0 0 0Ended contracts (506) 10 (634) (1,131)Transfers from one heading to another 46 (46) 0 0Transfer to discontinued operations 0 0 0 0Changes in scope 56 (92) (1) (37)Exchange rate differences (354) 91 7 (257)At the end of the period 26,135 345 1,291 27,771Gross value 50,599 995 2,977 54,571Accumulated depreciation (23,582) (650) (1,686) (25,917)Accumulated impairments (883) 0 0 (883)Net book value at the end of the period 26,135 345 1,291 27,771Contractual tenor (in years) 6 - 12 3 - 12 4
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% shareholding in31 DEC 2023 31 DEC 2024Bulgaria Trimo Bulgaria OOD Kan Asparu str. 7, Triaditza District - Sofia City 70.00 (b)0.00Belgium Balim NV/SA Bourgetlaan 42 - 1130 Haren 100.00 100.00Finapal NV/SA Bourgetlaan 42 - 1130 Haren 100.00 100.00Recticel International Services NV/SA Bourgetlaan 42 - 1130 Haren 100.00 100.00(a)Rex Panels & Profiles NV/SA Rue du Mont des Carliers(BL) - 7522 Blandain 100.00 Finland Recticel Insulation oy Gneissitie 2 - 04600 Mäntsälä 100.00 100.00France Recticel Insulation SAS 1, rue Ferdinand de Lesseps - 18000 Bourges 100.00 100.00Frina Mousse France SARL 1 Rue Jasmin - 68270 Wittenheim 100.00 100.00Germany Recticel Deutschland Beteiligungs GmbH Adolfstrasse 1 - 65185 Wiesbaden 100.00 100.00Recticel Grundstücksverwaltung GmbH Adolfstrasse 1 - 65185 Wiesbaden 100.00 100.00Recticel Verwaltung GmbH & Co. KG Adolfstrasse 1 - 65185 Wiesbaden 100.00 100.00The Squaire Business Center, Am Flughafen 12, 5th Floor, 60549 Trimo DE GmbH100.00 100.00Frankfurt Am MainLuxembourg Recticel RE SA 23 Avenue Monterey - 2163 Luxembourg 100.00 100.00Recticel Luxembourg SA 23 Avenue Monterey - 2163 Luxembourg 100.00 100.00Macedonia Trimo Makedonija DOOEL Londonska 19/15 – DTC Olimpiko, 1000 Skopje 100.00 100.00The Netherlands Recticel BV Wanraaij 4 - 6673 DN Andelst 100.00 100.00Recticel International BV Wanraaij 4 - 6673 DN Andelst 100.00 100.00Trimo Benelux BV Dorpstraat 63 - 5761 BM Bakel 100.00 100.00
7.2.5.5 Subsidiaries, joint ventures, associates and other associates
Unless otherwise indicated, the percentage shareholdings shown below are identical to the percentage voting rights.
1. Subsidiaries consolidated according to the full consolidation method
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(a)
Entity part of the acquisition of Rex Panels & Profiles NV/SA
(b)
Liquidated on 31 December 2023
(c)
Transferred to Carpenter Co. on 1 January 2024
(d)
Liquidated on 31 December 2024
Significant restrictions to realise assets or
settle liabilities
Recticel NV/SA or some of its subsidiaries have provided
guarantees for (i) an aggregate amount of EUR 1.2
million in favour of OVAM regarding the sanitation and
rehabilitation projects on some of its sites and/or sites
of its subsidiaries, (ii) an aggregate amount of EUR 0.8
million in favour of the Walloon Département du Sol et
des Déchets – DSD, (iii) an aggregate amount of EUR 35.1
million in favour of Carpenter Co. and (iv) an aggregate
amount of EUR 3.0 million in favour of the insurer HDI
Global.
Recticel NV/SA also provides guarantees and comfort
letters (for a total amount of EUR 33.5 million) to and/
or on behalf of various direct or indirect subsidiaries, of
which the material (> EUR 1 million) ones are:
on behalf of Recticel Verwaltung GmbH: EUR 5.0 million;
on behalf of Recticel Insulation s.a.s. in the framework
of a real estate lease: EUR 13.0 million;
on behalf of Recticel Insulation OY: EUR 15.5 million in
the framework of a real estate investment loan;
Under the syndicated credit facility agreement, the
maximum dividend authorised for distribution, excluding
the portion attributable to the treasury shares, amounts
to the higher of (i) 50% of the consolidated net income of
the Group for the previous financial year and (ii) EUR 14.0
million.
The gross dividend over 2024 – to be paid in 2025 –
proposed to the Annual General Meeting amounts to EUR
0.31 per share, leading to a total dividend pay-out of EUR
17.5 million (excluding treasury shares). This amount is
higher than the above-mentioned maximum pay-out
limit and consequently a waiver was requested and
granted.
% shareholding in31 DEC 2023 31 DEC 2024Poland Recticel Insulation Materials sp. z o.o. ul. Lakowa 29 - 90-554 Lodz 100.00 100.00(c)Recticel International Services sp.z o.o. ul. Lakowa 29 - 90-554 Lodz 100.00 0.00 Trimo Polska sp. z o.o. ul. Obrzezna 5 - 02-691 Warsaw 100.00 100.00Serbia Trimo Inženjering d.o.o. Novo naselje 9 - 22310 Simanovci 100.00 100.00Slovakia Trimo Slovakia spol s.r.o. Lovinského 4653 - 81104 Bratislava 25.00 25.00Slovenia Trimo d.o.o. Prijateljeva cesta 12 - 8210 Trebnje 100.00 100.00Trimo MSS d.d. Prijateljeva cesta 12 - 8210 Trebnje 100.00 100.00Tinde d.o.o. Prijateljeva cesta 12 - 8210 Trebnje 100.00 100.00Turvac d.o.o. Primorska 6b, 3325 Šoštanj 74.00 74.00ZEL-EN, razvojni center energetike d.o.o. Vrbina 18 - 8270 Krško 13.59 13.59Sweden Recticel Insulation Sweden AB Torsgatan 2 - 11175 Stockholm 100.00 100.00United Kingdom (d)Gradient Insulations (UK) Limited Blue Bell Close Clover Nook Industrial Park - Alfreton DE554RD 100.00 0.00 Recticel Insulation UK Limited Enterprise way Whittle Road, Meir Park - Stoke-on-Trent ST37UN 100.00 100.00Trimo UK Limited Highview House 1st Floor, Tottenham Cresent, Epson - Surrey KT185QJ 100.00 100.00United States of America The Soundcoat Company, Inc. Burt Drive 1 PO Box 25990 - NY 11729 Deer Park, County of Suffolk 100.00 100.00United Arab Emirates Trimo DCS FZE Fujairah Free Zone 2 - Fujairah 100.00 100.00
Recticel Group - 2024 Annual Report 214
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2. Associates accounted for using the equity method
3. Non-consolidated entities
% shareholding in31 DEC 2023 31 DEC 2024GermanyTEMDA2 GmbH Gut Hochschloss 1 - 82396 Pähl 49.00 49.00
Apart from having the approval of the controlling shareholder(s) to distribute dividends, there are no specific
restrictions on the ability of associates to transfer funds to Recticel in the form of cash dividends, or to repay loans or
advances made by Recticel.
Some subsidiaries that are more than 50% controlled are not consolidated because they are (still) non-material. As
soon as they have reached a sufficient size, however, they will be included in the scope of consolidation. Recticel does
not have any non-consolidated entities.
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7.2.5.6 Interests in joint ventures, associates and other associates
A list of the significant investments in joint ventures and associates is included in note 7.2.5.5, Subsidiaries, joint ventures, associates and other associates.
A distinction has been made between associates (income included in operating profit/(loss)) and other associates – (income excluded from operating profit/(loss)).
Other associates not considered as being part of the Group’s core business are not integrated in Operating profit/(loss) i.e. TEMDA2 (Ascorium, formerly Automotive Interiors).
in thousand EURJOINT VENTURES ASSOCIATES OTHER ASSOCIATES 31 DEC 2023 JOINT VENTURES ASSOCIATES OTHER ASSOCIATES 31 DEC 2024At the end of the preceding period 0 0 9,520 9,520 0 0 (0) 0Movements during the yearCapital increase 0 0 0 0 0 0 0 0Remeasurement gains/losses on defined benefit plans 0 0 0 0 0 0 0 0Income tax relating to components of other comprehensive income 0 0 0 0 0 0 0 0Other comprehensive income net of tax 0 0 0 0 0 0 0 0Group’s share in the result for the period 0 0 (1,772) (1,772) 0 0 0 0Translation differences 0 0 0 0 0 0 0 0Comprehensive income for the period 0 0 (1,772) (1,772) 0 0 0 0Dividends distributed 0 0 0 0 0 0 0 0Change in scope 0 0 0 0 0 0 0 0Reclassification to assets held for sale 0 0 0 0 0 0 0 0Impairment 0 0 (7,748) (7,748) 0 0 0 0Other 0 0 0 0 0 0 0 0At the end of the period 0 0 (0) 0 0 0 (0) 0
In 2024, considering the relevant considerations that there are no contractual or constructive obligations covering for unlimited losses, the recognition of the Group’s share of the
results of the joint venture is limited to the extent of the original recognized amount of the investment. All subsequent Group’s shares of the profits are not recognized by the Group
until the historically non-recognized Group’s share of the results of the joint venture are covered.
In 2023, based on the FY2023 and the Budget 2024 figures, a full impairment of the TEMDA2 participation value i.e. EUR 7.7 million was made. On 31 December 2023 Recticel’s
investment in TEMDA2 (Investment in other associates) amounted to zero. As Recticel’s investment in TEMDA2 is reduced to zero as a result of an impairment, additional losses are
recognised by a liability only to the extent that Recticel has legal or constructive obligations or made payments on behalf of TEMDA2. As Recticel does not have such obligation,
further losses of TEMDA2 did not result in an additional loss in the consolidated accounts of Recticel (only if no legal or constructive obligations).
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in thousand EURASSOCIATES OTHER ASSOCIATESORSA FOAM TEMDA2 31 DEC 2023 31 DEC 2024 31 DEC 2023 31 DEC 2024Aggregated figures (sum of individual company ledgers before eliminations)Non-current assets 0 0 66,757 52,778Current assets 0 0 71,126 59,864Total assets 0 0 137,883 112,642Non-current liabilities 0 0 (45,970) (11,848)Current liabilities 0 0 (76,101) (92,752)Total liabilities 0 0 (122,071) (104,600)Net equity 0 0 15,812 8,042Revenue 0 0 143,216 104,451Profit (loss) of the period 0 0 (20,794) (5,834)
in thousand EURORSA FOAM TEMDA231 DEC 2023 31 DEC 2024 31 DEC 2023 31 DEC 2024Net equity (Group share) 0 0 7,748 0Reversal of real estate revaluation 0 0 0 0Corrections on opening balance 0 0 0 0Impairment 0 0 7,748 0Carrying amount of interests in associate 0 0 0 0
Pro forma key figures for associates and other associates (on a 100% basis):
In 2023 Recticel divested its 33% participation in Orsa Foam srl to its joint venture
partner Orsa srl.
On 01 July 2020, Recticel NV/SA announced the closing of the divestment of its
Automotive Interiors business to TEMDA2 GmbH (now Ascorium Holding GmbH), a joint
venture set up between the German private equity player Admetos (51%) and Recticel
NV/SA (49%).
The joint venture shareholder agreement contained reciprocal call/put options -
for Admetos to acquire, or Recticel to sell its remaining 49% share -, which were
exercisable as from March 2024.
At the time of the divestment on 30 June 2020, Recticel NV/SA granted a subordinated
vendor loan of EUR 10 million (maturity 2027) to TEMDA2 GmbH. On 31 December 2024,
the TEMDA2 GmbH vendor loan (receivable) included accumulated interest and
amounted to EUR 11.5 million.
Furthermore, Recticel also provided corporate guarantees on first demand towards
KBC Bank and BNP Paribas Bank which had provided Temda2 GmbH with an acquisition
loan of EUR 25 million and Ascorium Group with a revolving credit facility of EUR 20
million with a duration of five years. A further corporate guarantee was provided
towards KBC Bank in 2022 for an amount of EUR 2.75 million to finance a sprinkler
system for one of Ascorium’s production sites in Czech Republic.
Given the economic consequences of the Ukraine crisis in 2022 and 2023, leading to
increased financing costs and reduced automotive business prospects, Ascorium
requested an extension of the KBC Bank and BNP Paribas Bank financings and the
accompanying Recticel corporate guarantees.
In the course of 2024, Admetos and Recticel have renegotiated their respective
agreements, whereby Recticel agreed to extend its corporate guarantees, and
whereby the reciprocal call/put options were abolished, and the parties would work
together towards a joint divestment at the appropriate time. Changes were also made
in the corporate governance structure, providing more governance rights to Recticel.
Despite the overall negative evolution in the automotive sector over the past year,
the Ascorium business continues to generate a positive recurring Ebitda, but negative
EAT due to the increased financing and financing costs. At the same time, Ascorium
has been successful in obtaining new projects allowing to grow the business again
as of 2027, while requiring at the same time substantial capex and working capital
investments, for which additional financing may be required.
Given the continuing uncertainty in the automotive market, Recticel cannot exclude
that the above mentioned vendor loan may not be (fully) recuperated, nor can it
exclude that at some point, the above mentioned corporate guarantees towards
KBC Bank and BNP Paribas Bank will be partly or fully called upon. The maximum risk
exposure for Recticel NV/SA in this context amounts to EUR 59.8 million. The Group
did not incur significant contingent liabilities for its interests in associates or other
associates.
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7.2.5.7 Other financial assets
in thousand EUR
31 DEC 2023 31 DEC 2024
Financial investments 500 500
Loans to affiliates 11,523 11,522
Other loans 2,517 449
Non-current financial receivables 14,041 11,971
Cash advances and deposits 200 323
Other receivables 329 0
Non-current other receivables 530 323
Derivatives - Option valuation 0 0
Total 15,070 12,794
The item ‘Loans to affiliates’ relates mainly to a loan to TEMDA2 (EUR 11.5 million). The
item ‘Other loans’ relates to loans granted by Recticel Insulation SAS, France (EUR 0.2
million) to some of its employees.
The carrying amounts of these non-current receivables approximate the fair value
since the interest rate is a variable rate in line with market conditions.
The maximum exposure to credit risk equals to the carrying amounts of these assets
as recognised on the statement of financial position.
There are no due but unpaid receivables, nor impairments on the outstanding
receivables. There are no specific guarantees offered for the outstanding receivables.
The item ’Cash advances and deposits’ mainly relates to guarantees provided for rents
and supplies (water, electricity, telecom, waste treatment, etc.).
7.2.5.8 Inventoriesin thousand EUR31 DEC 2023 31 DEC 2024Raw materials & supplies - Gross 31,528 41,802Raw materials & supplies - Amounts written off (1,277) (2,381)Raw materials & supplies 30,251 39,422Work in progress - Gross 904 1,523Work in progress - Amounts written off (7) (2)Work in progress 897 1,521Finished goods - Gross 12,226 13,085Finished goods - Amounts written off (273) (64)Finished goods 11,953 13,021Traded goods - Gross 727 1,144Traded goods - Amounts written off (236) (221)Traded goods 491 923Down payments - Gross 99 189Down payments - Amounts written off 0 0Down payments 99 189Contracts in progress - Gross 0 0Contracts in progress - Gross - Moulds 0 0Contracts in progress 0 0Total inventories 43,692 55,075Amounts written off on inventories during the period (1,886) (961)Amounts written back on inventories during the period 320 777
Total inventories in 2024 increased due to higher activities.
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7.2.5.9 Contract assets and contract liabilities
The following schedule presents the overview of contract assets and liabilities following the application of IFRS 15 in 2024 and includes both the impact of the opening balance
and the movements of the period.
For the year ending 31 December 2024:
in thousand EURCONSIDERATION RELEASE TRANSFER TO CLOSING BALANCE BUSINESS EXCHANGE RATE OPENING BALANCEPAYABLE TO TO INCOME RECLASSIFICATIONDISCONTINUED CHANGE IN SCOPEAT THE END OF THE COMBINATIONSDIFFERENCESCUSTOMERSSTATEMENTOPERATIONSPERIODNon-current contract assets - Consideration payable to a 0 0 0 0 0 0 0 0 0customerNon-current contract assets - Contracts in progress Moulds 0 0 0 0 0 0 0 0 0Non-current contract assets - Contracts in progress Tooling 0 0 0 0 0 0 0 0 0& PackagingNon-current contract assets 0 0 0 0 0 0 0 0 0Current contract assets - Consideration payable to a 0 0 0 0 0 0 0 0 0customerCurrent contract assets - Contracts in progress Moulds 0 0 0 0 0 0 0 0 0Current contract assets - Contracts in progress Tooling & 0 0 0 0 0 0 0 0 0PackagingCurrent contract assets 0 0 0 0 0 0 0 0 0Total contract assets 0 0 0 0 0 0 0 0 0Non-current contract liabilities - Mould revenue recognition 0 0 0 0 0 0 0 0 0before SOP (start of production)Non-current contract liabilities - Mould revenue recognition 0 0 0 0 0 0 0 0 0after SOP (start of production)Non-current contract liabilities - Tooling & Packaging revenue 0 0 0 0 0 0 0 0 0recognition before SOP (start of production)Non-current contract liabilities - Tooling & Packaging revenue 0 0 0 0 0 0 0 0 0recognition after SOP (start of production)Non-current contract liabilities 0 0 0 0 0 0 0 0 0Contract liabilities - Expected rebates and volume discounts 8,037 0 0 2,024 (803) 320 0 0 9,577Contract liabilities - Long term agreements 0 0 0 0 0 0 0 0 0Contract liabilities - Moulds revenue recognition 0 0 0 0 0 0 0 0 0Contract liabilities - Tooling & Packaging revenue recognition 0 0 0 0 0 0 0 0 0Current contract liabilities 8,037 0 0 2,024 (803) 320 0 0 9,577Total contract liabilities 8,037 0 0 2,024 (803) 320 0 0 9,577
In 2024 the rebate contract liabilities increased in line with increased sales.
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For the year ending 31 December 2023:
in thousand EURCONSIDERATION RELEASE TRANSFER TO CLOSING BALANCE BUSINESS EXCHANGE RATE OPENING BALANCEPAYABLE TO TO INCOME RECLASSIFICATIONDISCONTINUED CHANGE IN SCOPEAT THE END OF THE COMBINATIONSDIFFERENCESCUSTOMERSSTATEMENTOPERATIONSPERIODNon-current contract assets - Consideration payable to a 0 0 0 0 0 0 0 0 0customerNon-current contract assets - Contracts in progress Moulds 0 0 0 0 0 0 0 0 0Non-current contract assets - Contracts in progress Tooling 0 0 0 0 0 0 0 0 0& PackagingNon-current contract assets 0 0 0 0 0 0 0 0 0Current contract assets - Consideration payable to a 0 0 0 0 0 0 0 0 0customerCurrent contract assets - Contracts in progress Moulds 0 0 0 0 0 0 0 0 0Current contract assets - Contracts in progress Tooling & 0 0 0 0 0 0 0 0 0PackagingCurrent contract assets 0 0 0 0 0 0 0 0 0Total contract assets 0 0 0 0 0 0 0 0 0Non-current contract liabilities - Mould revenue recognition 0 0 0 0 0 0 0 0 0before SOP (start of production)Non-current contract liabilities - Mould revenue recognition 0 0 0 0 0 0 0 0 0after SOP (start of production)Non-current contract liabilities - Tooling & Packaging revenue 0 0 0 0 0 0 0 0 0recognition before SOP (start of production)Non-current contract liabilities - Tooling & Packaging revenue 0 0 0 0 0 0 0 0 0recognition after SOP (start of production)Non-current contract liabilities 0 0 0 0 0 0 0 0 0Contract liabilities - Expected rebates and volume discounts 7,587 0 0 1,138 (805) 116 0 0 8,037Contract liabilities - Long term agreements 0 0 0 0 0 0 0 0 0Contract liabilities - Moulds revenue recognition 0 0 0 0 0 0 0 0 0Contract liabilities - Tooling & Packaging revenue recognition 0 0 0 0 0 0 0 0 0Current contract liabilities 7,587 0 0 1,138 (805) 116 0 0 8,037Total contract liabilities 7,587 0 0 1,138 (805) 116 0 0 8,037
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7.2.5.10 Trade receivables, other receivables and other financial assets
1
in thousand EUR31 DEC 2023 31 DEC 2024Trade receivables 81,464 106,319Loss allowance for expected credit losses (3,330) (4,394)Total trade receivables 78,134 101,925Other receivables7,333 9,494Derivatives (forward exchange contracts) 24 0Loans carried at amortised cost 2,670 2,62622,694 2,626Other financial assetsOther receivables and other financial assets 1+210,027 12,119
in thousand EUR
31 DEC 2023 31 DEC 2024
Factoring without recourse
Gross amount 0 0
Continuing involvement 0 0
Net amount (0) 0
Retention amount recognised in debt 0 (0)
Total amount factoring without recourse (0) (0)
Trade receivables at reporting date 2024 comprise amounts receivable from the sale
of goods and services for EUR 101.9 million (2023: EUR 78.1 million). The increase is partly
related to the business combination Rex Panels & Profiles.
In 2024, other receivables amounting to EUR 9.5 million relate to (i) VAT receivable
(EUR 1.8 million), (ii) advances paid to third parties for operating costs spread over
several financial years (EUR 3.5 million), (iii) prepayments, tax credits and subsidies,
and contractual commitments with co-contractors (EUR 4.2 million).
In 2023, other receivables amounting to EUR 7.3 million relate to (i) VAT receivable (EUR
1.5 million), (ii) advances paid to third parties for operating costs spread over several
financial years (EUR 3.8 million), (iii) prepayments, tax credits and subsidies, and
contractual commitments with co-contractors (EUR 2.0 million).
In 2024, other financial assets (EUR 2.7 million) mainly consist of the receivable of EUR
2.4 million (i.e. current portion of the loan payable in 2025) to Orsa Foam related to the
payment plan linked to the sale of the participation.
In 2023, other financial assets (EUR 2.7 million) mainly consist of the receivable of EUR
2.4 million (i.e. current portion of the loan payable in 2024) to Orsa Foam related to the
payment plan linked to the sale of the participation.
Factoring
Although the factoring credit lines are still available, due to the cash in from the
divestment of Recticel Engineered Foams to Carpenter Co. no amounts were drawn on
31 December 2024.
The average outstanding amounts of receivables vary between 10% and 15% of total
sales. A strict credit follow-up is organised through a centralised credit management
organisation.
The continuing involvement represents the part of the receivables that was not
transferred to the factoring company as specified in the terms and conditions
under the factoring agreement. The retention amount represents the amount that is
deducted from the gross (invoice) amount, taking into account the limitation of the
amount that can be included in the factoring agreement per customer. Recticel does
not include this retention amount in debt. These outstanding receivables (“retention
amount”) are permanently presented on the balance sheet.
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Movement in loss allowance for expected credit losses:
in thousand EUR31 DEC 2023 31 DEC 2024At the end of the preceding period (3,412) (3,330)Business combinations 0 (1,199)Additions (283) (833)Reversals 298 1,050Non-recoverable amounts 7 0Reclassification 1 (208)Exchange differences 59 125Change in scope 0 0Transfer to assets held for sale 0 0Total at the end of the period (3,330) (4,394)
The non-recoverable amounts refer to trade receivable balances which have been
written off as the Group considers that these are not recoverable.
7.2.5.11 Cash and cash equivalents
Cash and cash equivalents include cash held by the Group and short-term bank
deposits with an original maturity of three months or less. The carrying amount of
these assets approximates to their fair value. There are no specific restrictions that
apply to cash and cash equivalents.
7.2.5.12 Assets and Liabilities held for sale and
discontinued operations
Discontinued operations
In 2023 the Recticel Engineered Foams activities were sold to Carpenter Co. Reference
is made to note 7.2.4.7, Discontinued operations.
in thousand EUR2023 2024Number of sharesNumber of shares issued and fully paid at 01 January 56,208,420 56,230,920Number of shares issued and fully paid at 31 December 56,230,920 56,605,920of which number of treasury shares at 31 December 326,800 326,800
in thousand EUR31 DEC 2023 31 DEC 2024Issued and fully paid shares 140,577 141,515
7.2.5.13 Share capital
The change in share capital is explained by the exercise of subscription rights in 2024.
Recticel manages its share capital, without any corrections or adjustments. There
are no external capital restrictions applicable on the share capital, except for the
‘syndicated revolving credit financing facility’ which is subject to some financial
covenants. One covenant limits the annual dividend payment to the higher of (i) 50%
of the consolidated net income of the Group for the previous financial year and (ii) EUR
14.0 million. For the 2024 dividend, a waiver was requested and granted.
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7.2.5.14 Employee benefit liabilities
in thousand EUR31 DEC 2023 31 DEC 2024Post-employment benefits: defined benefit plans 11,947 10,487Other long-term benefits and termination benefits 465 510Net liabilities at 31 December 12,412 10,996
Post-employment benefits: defined benefit plans
97.0% of the defined benefit obligation is concentrated in three countries: Belgium
(52.7%), United Kingdom (38.1%) and Germany (6.1%). Within these three countries
Recticel operates funded defined benefit retirement plans. This includes hybrid
defined contribution plans, which are treated as defined benefit plans because of
the guarantee obligations of the employer. These plans typically provide retirement
benefits related to remuneration and period of service.
The following information describes the retirement plans in Belgium and the United
Kingdom, which make up 90.9% of the total defined benefit obligation.
in thousand EURADJUSTMENT DUE DEFINED BENEFIT FUNDED STATUSTO ASSET CEILING/ NET LIABILITY/ ASSETSOBLIGATIONDEFICIT/(SURPLUS)ADDITIONAL LIABILITY (ASSET)UNDER IFRIC 14Belgium 35,206 (31,458) 3,748 0 3,748United Kingdom 25,461 (28,487) (3,026) 4,026 1,000Germany 4,063 (342) 3,721 0 3,721Other countries 2,018 0 2,018 0 2,018Total 66,748 (60,287) 6,461 4,026 10,487
Belgium
Recticel operates defined benefit and hybrid defined contribution pension plans in
Belgium. These plans are funded through group insurances, and contributions are
payable only by the employer. The defined benefit plans have been closed to new
employees since 2003; most hybrid plans are still open to new employees. The plans
function in, and comply with, a regulatory framework and comply with the local
minimum funding requirements. Plan participants are entitled to salary-related
benefits on retirement at age 65, and in case of death in service. The usual, and
assumed, form of benefit payment is in all cases a lump sum, but the plans foresee the
option to convert to annuity.
United Kingdom
Recticel sponsors one funded defined benefit plan in the United Kingdom, which is
closed to new entrants and to further accrual of benefits for existing members. The
plan is governed via a trust which is legally separate from Recticel and is administered
by a board of Trustees composed of both employer-appointed and member-
nominated Trustees. The Trustees are required by law to act in the interest of the
beneficiaries of the plan, and are responsible for the investment policy in respect of
plan assets and for the day-to-day administration of the benefits. The plan functions
in, and complies with, a regulatory framework, and is subject to minimum funding
requirements. Under the plan, members are entitled to annual pensions on retirement
at age 60 or 65, based on final pensionable salary and years of pensionable service.
UK legislation requires that the liabilities of defined benefit pension schemes are
calculated for funding purposes on a prudent basis. The last funding valuation of the
plan was carried out as at 31 December 2022 and showed a deficit of GBP 2.5 million. A
recovery plan was agreed in July 2024 under which Recticel agreed to pay an amount
of GBP 1.0 million on 31 December 2027.
Recticel has agreed with the trustees of the plan to fund the cost of transferring the
plan to an insurance company in due course. At 31 December 2024, the estimated cost
in excess of the employee benefit liability recognised under IAS 19 was GBP 0.8 million,
and this amount has been recognised in provisions for other risks.
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in thousand EUR31 DEC 2023 31 DEC 2024Evolution of the net liability during the year is as follows:Net liability at 01 January 12,783 11,947Changes in scope of consolidation 0 0Expense recognised in the income statement 1,851 1,614Employer contributions (4,192) (2,289)Amount recognised in other comprehensive income 1,457 (839)Exchange rate differences 48 53Discontinued net liability 0 0Net liability at 31 December 11,947 10,487
The most significant risks associated with Recticel’s defined benefit plans are:
Changes in bond yields: Benefit obligations are calculated using a discount rate
typically set with reference to corporate or government bond
yields. A decrease in bond yields will therefore increase the
value of the benefit obligations, although this will be partially
offset by an increase in the value of those assets held in bonds.
Asset volatility: If asset portfolios underperform bond yields overall, the net
liability will increase. Some plans hold a proportion of equities
which, though expected to outperform corporate bonds
in the long term, carry the risk of volatility in the short term.
The allocation to equities is monitored to ensure it remains
appropriate.
Inflation risk: Increases in benefits, and in the underlying salaries on which
some benefits are based, are linked to inflation, so that higher
inflation will lead to higher benefit obligations. Most plan
assets are either unaffected by or only loosely correlated with
inflation, so that higher inflation will increase the net liability. For
some plans, this risk is mitigated by caps on the level of benefit
increases, which protects against extreme inflation.
Life expectancy: Some plans provide benefits for the life of the member, so that
increases in life expectancy will result in an increase in the
defined benefit obligation.
Currency risk: Currency risk arises principally from fluctuations in the Euro
value of net liabilities of plans denominated in other currencies.
Risks associated with defined benefit pension plans
in thousand EUR31 DEC 2023 31 DEC 2024Pension costs recognised in profit and loss and other comprehensive income:Service cost:Current service cost 3,325 1,298Employee contributions (347) 0Past service cost (including curtailments) (9) (100)Cost or gain on settlement (157) 0Administration expenses 103 91Net interest cost:Interest cost 3,323 2,391Interest income (2,941) (2,326)Interest on asset ceiling/ additional liability recognised under IFRIC 14 229 260Pension expense recognised in profit and loss 3,526 1,614Remeasurements in other comprehensive incomeReturn on plan assets (in excess of)/below that recognised in net interest (1,508) 3,052Actuarial (gains)/losses due to changes in financial assumptions 3,572 (2,483)Actuarial (gains)/losses due to changes in demographic assumptions (930) (276)Actuarial (gains)/losses due to experience 707 354Changes in the asset ceiling/additional liability under IFRIC 14, excluding amounts (812) (1,486)recognised in net interest costTotal amount recognised in other comprehensive income 1,029 (839)Total amount recognised in profit and loss and other comprehensive income 4,555 775
In 2024, amounts for past service costs and curtailments relate mainly to restructuring in Belgium.
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in thousand EUR31 DEC 2023 31 DEC 2024Amounts recorded in the statement of financial position in respect of the defined benefit plans are:Defined benefit obligations for funded plans 65,649 64,730Fair value of plan assets (60,334) (60,287)Funded status for funded plans deficit/(surplus) 5,315 4,443Defined benefit obligations for unfunded plans 1,611 2,018Total funded status at 31 December deficit/(surplus) 6,926 6,461Effect of the asset ceiling/ additional liability recognised under IFRIC 14 5,021 4,026Net liabilities at 31 December 11,947 10,487The key actuarial assumptions used at 31 December (weighted averages) are:Discount rate 3.68% 2.95%Future pension increases 2.36% 2.36%Expected rate of salary increases 3.11% 3.05%Inflation 2.22% 2.27%
The mortality assumptions are based on recent mortality tables. The mortality tables of the United Kingdom and
Germany assume that life expectancies will increase in future years.
Movement of the plan assetsFair value of plan assets at 01 January 54,952 60,334Changes in scope of consolidation 0 0Interest income 2,406 2,326Employer contributions 4,192 2,289Employee contributions 0 0Benefits paid (direct & indirect, including taxes on contributions paid) (2,910) (2,910)Return on plan assets in excess of/(below) that recognised in net interest, excl. 1,648 (3,052)interest incomeSettlement gains/(losses) (442) 0Administration expenses (96) (91)Exchange rate differences 584 1,392Discontinued plan assets 0 (0)Fair value of plan assets at 31 December 60,334 60,287
The funded plans’ assets are invested in mixed portfolios of shares and bonds, or insurance contracts. The plan assets do
not include direct investments in Recticel shares, Recticel bonds or any property used by Recticel companies.
Plan assets portfolio mix on 31 December 2024
Asset classes of unit-linked insurance contracts
Non unit-linked insurance contracts (non-quoted); 34.12%Government bonds (quoted); 36.96% Corporate bonds (quoted); 8.25%Unit-linked insurance contracts Cash (quoted); (non-quoted); 19.77%0.90%
Bonds;Equity;75.00%25.00%
Unit-linked insurance contracts are investments in debt and equity instruments
managed by an insurance company in which Recticel holds a specific number of fund
units, and for which the unit value is declared on a regular basis.
Non-unit-linked insurance contracts are pure insurance policies with only limited
financial investment risk.
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in thousand EUR31 DEC 2023 31 DEC 2024Movement of the defined benefit obligationDefined benefit obligation at 01 January 64,112 67,260Changes in scope of consolidation 0 0Current service cost 1,518 1,298Interest cost 2,618 2,391Benefits paid (direct & indirect, including taxes on contributions paid) (2,910) (2,910)Actuarial (gains)/losses on liabilities arising from changes in financial 2,582 (2,483)assumptionsActuarial (gains)/losses on liabilities arising from changes in demographic (483) (276)assumptionsActuarial (gains)/losses on liabilities arising from experience (133) 354Past service cost (including curtailments) 4 (100)Settlement (gains)/losses (604) 0Exchange rate differences 556 1,215Defined benefit obligation at 31 December 67,260 66,749Split of the defined benefit obligation per populationActive members 18,786 16,636Members with deferred benefit entitlements 29,902 29,662Pensioners/Beneficiaries 18,572 20,450Total defined benefit obligation at 31 December 67,260 66,748Changes in the effect of the asset ceiling/ additional liability under IFRIC 14Asset ceiling/additional liability impact at 01 January 3,623 5,021Interest on asset ceiling/additional liability 183 260Changes in the asset ceiling/additional liability, excluding amounts recognised in 1,139 (1,486)net interest costExchange rate differences 76 230Asset ceiling/additional liability impact on 31 December 5,021 4,025Weighted average duration of the defined benefit obligation on 31 December 11 years 9.23 years
31 DEC 2023 31 DEC 2024Sensitivity of defined benefit obligation to key assumptions on 31 December% increase in defined benefit obligation following a 0.25% decrease in the discount rate 2.69% 2.40%% decrease in defined benefit obligation following a 0.25% increase in the discount rate -2.53% -2.31%% decrease in defined benefit obligation following a 0.25% decrease in the inflation rate -0.97% -0.51%% increase in defined benefit obligation following a 0.25% increase in the inflation rate 1.00% 0.51%
For plans where a full valuation has been performed, the sensitivity information shown above is exact and based on the
results of this full valuation. For plans where results have been rolled forward from the last full actuarial valuation, the
sensitivity information above is approx-imate and takes into account the duration of the liabilities and the overall profile of
the plan membership.
in thousand EUR2025Estimated contributions for the coming yearExpected employer contributions for defined benefit plans 1,722
Post-employment benefits: defined contribution plans
The amount recognised as an expense for defined contribution plans in respect of
continuing operations was EUR 1,722,000 (2023: EUR 869,000).
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7.2.5.15 Provisions
For the year ending 31 December 2024:
in thousand EURPROVISIONS FOR ONEROUS CONTRACTS AND LITIGATIONS DEFECTIVE PRODUCTS ENVIRONMENTAL RISKS RESTRUCTURINGOTHER RISKS TOTALDILAPIDATION COSTSAt the end of the preceding year 0 552 2,696 0 686 27,214 31,148Movements during the yearBusiness combinations 0 1,695 0 0 0 0 1,695Increases 18 741 0 1,252 0 97 2,108Actualisation 0 0 0 0 0 0 0Utilisations (18) (1,414) (18) 0 0 (2,250) (3,700)Write-backs 0 4 0 0 (146) (1,455) (1,598)Transfer from one heading to another 0 97 0 0 0 (97) 0Transfer to discontinued operations 0 0 0 0 0 0 0Change in ascope 0 0 0 0 0 0 0Exchange rate differences 0 0 0 0 29 49 79At year-end 0 1,674 2,678 1,252 569 23,559 29,732Non-current provisions (more than one year) 0 1,674 2,678 (0) 569 23,559 28,479Current provisions (less than one year) 0 0 0 1,252 0 0 1,252Total 0 1,674 2,678 1,252 569 23,559 29,732
Provisions for defective products are generally calculated on the basis of 1% of yearly
turnover, which corresponds to the management’s best estimate of the risk under
12-month warranties. When historical data are unavailable, the level of the provisions
is compared to the yearly effective rate of liabilities, and if necessary, the amount of
provision is adjusted.
The increase mainly relates to the acquisition of Rex Panels & Profiles SA.
Provisions for environmental risks cover primarily pollution risks in Belgium (Wetteren/
Balen).
Provisions for onerous contracts relate mainly to the buildings in the United Kingdom
(EUR 0.6 million).
Provisions for other risks relate mainly to legal costs and fees for legacy remediation
and litigations (note 7.2.6.9, Contingent assets and liabilities) as well as management
assessments with regards to post-closing settlements. The increase is mainly due to
a provision for indemnities related to the divestment of Recticel Engineered Foams
activities (EUR 10.0 million related to environmental risks, EUR 4.0 million to litigation/
non-compliance matters, legal proceedings and lawyer costs and EUR 1.8 million to a
lease guarantee indemnity) (note 7.2.4.7, Discontinued operations) and a UK pension
buyout provision. The utilisations relate to the payout of the TEMDA2 restructuring
provision. The write-backs relate mainly to a further release of the TEMDA2 IT and
insurance provision.
For the major risks (i.e. environmental, reorganisation and other risks) the cash outflow
is expected to occur within a three-year horizon.
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7.2.5.16 Financial liabilities
Financial liabilities carried at amortised cost include mainly
interest-bearing borrowings:
in thousand EURNON-CURRENT LIABILITIES CURRENT LIABILITIES31 DEC 2023 31 DEC 2024 31 DEC 2023 31 DEC 2024SecuredLease liabilities 13,062 21,876 5,097 8,152Bank loans 10,020 19,852 974 2,358Total secured 23,082 41,728 6,071 10,511UnsecuredSubordinated loans 0 4,490 0 1,227Other loans (0) (0) 0 0Current bank loans 0 0 0 (0)Commercial paper 0 0 0 0Bank overdrafts 0 0 12 72Other financial liabilities 0 0 332 307Total unsecured (0) 4,490 345 1,606Total liabilities carried at amortised cost 23,082 46,218 6,415 12,116
Gross financial debt: interest-bearing borrowings, including
continuing involvement of off-balance sheet non-recourse
factoring programmes
in thousand EUR31 DEC 2023 31 DEC 2024Drawn amounts under the various available interest-bearing borrowing facilitiesOutstanding amounts under syndicated credit facility 0 0Outstanding amounts under lease liabilities 13,062 21,876Outstanding amounts under subordinated loans 0 4,490Outstanding amounts under other non-current loans 10,020 19,852Outstanding amounts under non-current gross interest-bearing borrowing 23,082 46,218facilities (a)Outstanding amounts under bank overdrafts 12 72Outstanding amounts under current bank loans 974 2,358Outstanding amounts under lease liabilities 5,097 8,152Outstanding amounts under factoring programmes - retention amount 0 0Outstanding amounts under commercial paper programmes ¹ 0 0Outstanding amounts under subordinated loans 0 1,227Outstanding amounts under other current loans 0 0Outstanding amounts under other financial liabilities 332 307Outstanding amounts under current gross interest-bearing borrowing facilities (b) 6,415 12,116Total outstanding amounts under gross interest-bearing borrowings (c)=(a)+(b) 29,497 58,334Outstanding amounts under non-recourse factoring programmes (d) 18 0Total outstanding amounts under gross interest-bearing borrowings and factoring 29,515 58,334programmes (e)=(c)+(d)Weighted average lifetime of non-current interest-bearing borrowings (in years) 1.32 5.26Weighted average interest rate of gross financial debt at fixed interest rate 2.14% 2.60%0.62% - Interest rate range of gross financial debt at fixed interest rate 1.46% - 2.62%3.86%Weighted average interest rate of gross financial debt at variable interest rate 5.61% 4.00%4.00% - Interest rate range of gross financial debt at variable interest rate 4.85% - 5.61%4.00%Weighted average interest rate of total gross financial debt 3.42% 2.60%Percentage of gross financial debt at fixed interest rate 93.0% 100.0%Percentage of gross financial debt at variable interest rate 7.0% 0.0%
¹ The amount drawn under the commercial paper programme is to be covered at any time by the undrawn amount
under the syndicated credit facility. Therefore the reported unused amount under the EUR 100 million revolving syndicated
credit facility is after deduction of the issued amounts under the commercial paper programme.
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The majority of the Group’s financial debt is centrally contracted and managed
through Recticel International Services NV/SA, which acts as the Group’s internal bank.
(i) Lease liabilities
Lease liabilities comprise (i) following the application of IFRS 16, the leases for property,
plant and equipment, furniture and vehicles, and (ii) leases formerly classified as
‘finance leases’.
These finance leases consist mainly of the following leases:
the additional lease to finance the extension of the insulation plant in Wevelgem
(Belgium) in 2017, with an outstanding amount of EUR 5.0 million as of 31 December
2024, at a fixed rate.
the lease financing of Rex Panels & Profiles SA equipment, with an outstanding
amount of EUR 9.6 million as of 31 December 2024, at a fixed rate.
(ii) Bank loans – “syndicated credit facility”
With the proceeds from the divestment of Recticel Engineered foams to Carpenter Co.
the syndicated credit facility was repaid.
The facility has a three-year tenor with two one-year extension options and has been
arranged and underwritten by KBC Bank. The participating banks are Belfius Bank, BNP
Paribas Fortis, Commerzbank and LCL. This EUR 100 million syndicated revolving credit
facility has been extended over a period of two years until the end of 2025. The new
syndicated facility is subject to bank covenants. At 31 December 2024, due to the net
cash position, the covenant calculation was not applicable.
(iii) Subordinated loans
Subordinated loans of Rex Panels & Profiles SA with an outstanding amount of EUR 5.7
million as of 31 December 2024, at a fixed rate.
(iv) Other bank loans
In 2018, Recticel concluded a secured fixed rate bilateral bank loan of EUR 15.5 million
for the financing of the new greenfield insulation plant in Finland. The tenor of this
amortising bank loan is 15 years, with maturity in March 2033. The outstanding amount
at 31 December 2024 is EUR 10.0 million.
(v) Other Current loans
With the proceeds from the divestment of Recticel Engineered foams to Carpenter Co.,
all other current loans were repaid.
(vi) Commercial paper programme
With the proceeds from the divestment of Recticel Engineered foams to Carpenter Co.,
all commercial paper was repaid.
Other financial liabilities
For interest rate swaps, reference is made to note 7.2.5.18, Financial instruments and
financial risks.
in thousand EUR31 DEC 2023 31 DEC 2024Other financial debt 52 31Interest accruals 280 275Total 332 307
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7.2.5.17 Trade and other payables 7.2.5.18 Financial instruments and financial risks
Trade payables principally comprise amounts outstanding for trade
purchases. Trade payables increased to EUR 87.9 million (2023: EUR 70.1
million) mainly due to the acquisition of Rex.
Other current amounts payable are composed as follows:
in thousand EUR31 DEC 2023 31 DEC 2024Other non-current liabilities maturing within one year 0VAT payable - local and foreign 5,696 6,066Other tax payables 3,744 141Payroll, social security 9,166 10,284Dividend payable 874 961Result transfer (fiscal unit) (0) (0)Other debts 14,082 4,369Operating subsidies 0 0Accrued liabilities - operating 10,042 9,308Deferred income - operating 685 437Deferred income - insurance premium 348 348Deferred income - gain on sale and leaseback 319 268Total 44,955 32,181
in thousand EURCATEGORY UNDER FAIR VALUE 31 DEC 2023 31 DEC 2024IFRS 9LEVELFinancial assetsTransactional hedges - operational FVTPL 20 0 2Derivatives not designed in a hedge relationship FVTPL 2 0 2Current trade receivables AC 78,135 101,925 2Other non-current receivables AC 544 352 2Other receivables AC 7,333 9,494 2Other receivables AC 7,877 9,845 2Loans to affiliates AC 11,523 11,522 2Other loans AC 2,517 449 2Non-current loans AC 14,041 11,971 2Financial receivables AC 2,672 2,626 2Loans to affiliates AC 16,712 14,596 2Cash and cash equivalents AC 191,393 132,717 2Other investments FVTOCI 500 500 2Financial liabilitiesInterest rate swaps designated as cash flow hedge relationship CFH 26 0 2Transactional hedges - operational FVTPL 6 28 2Derivatives not designated in a hedge relationship FVTPL 21 0 2Non-current financial liabilities at amortised cost AC 23,081 46,218 2Current financial liabilities at amortised cost AC 6,351 12,088 2Trade payables AC 70,080 87,845 2Other non-current payables AC 982 972 2Other payables AC 44,955 32,181 2Other payables AC 45,937 33,154 2AC = financial assets or liabilities at amortised costCFH = cash flow hedgeFVTPL = Financial assets or liabilities at fair value through profit or lossFVTOCI = financial assets at fair value through other comprehensive income
The decrease in 2024 is due to the settlement of an outstanding (net) payable on Carpenter Co. of
EUR 9.4 million.
The following table presents the financial instruments by category of IFRS 9 and the fair value level for
the financial assets and liabilities measured at fair value:
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The Group uses the following hierarchy for determining
and disclosing the fair value of financial instruments by
valuation technique:
Level 1: quoted (unadjusted) prices in active markets for
identical assets or liabilities
Level 2: other techniques for which all inputs which
have a significant effect on the recorded fair
value are observable, either directly or indirectly
Level 3: techniques which use inputs which have a
significant effect on the recorded fair value that
are not based on observable market data
During the reporting period ending 31 December 2024,
there were no transfers between Level 1 and Level 2 fair
value measurements, and no transfers into or out of
Level 3 fair value measurements.
Financial risk management
Credit risk
The Group’s principal current financial assets are cash
and cash equivalents, trade and other receivables,
and investments, which represent the Group’s
maximum exposure to credit risk in relation to financial
assets.
The Group’s credit risk is primarily attributable to
its trade receivables. The amounts presented in
the statement of financial position are net of loss
allowances for expected credit losses, estimated by
the Group’s management based on prior experience
and their assessment of the current economic
environment.
The risk profile of the trade receivables portfolio is
based on the conditions of sale observed on the
market. At the same time, it is confined by the agreed
limits of the general conditions of sale and the
specifically agreed conditions, adapted accordingly.
The latter also depend on the degree of industrial and
commercial integration of the customer, as well as on
the level of market competitiveness.
The trade receivables portfolio consists of a large
number of customers distributed among various
markets, for which the credit risk is assessed on an
ongoing basis and based on which the commercial
and financial conditions are granted. In addition, the
credit risks on trade receivables are partly covered
by external credit insurance policies which the Group
manages centrally and harmonises and partly
covered by Recticel’s insurance captive. In case of
transfer of these receivables to the factoring company,
the latter becomes the beneficiary of these credit
insurance policies. The credit risk management is
also strengthened by an organisation which is to a
great extent centralised and enabled by the SAP FSCM
software and best practice regarding the collection of
receivables.
Credit terms granted on sales vary depending on of
the customer credit assessment, the business line and
the country of operations.
There is a limited credit risk assessment on shareholder
loans granted to the other associates. Shareholder
loans to other associates are provided in accordance
with rules foreseen in the joint venture agreements,
which are subject to the evolution of the operational
business performance.
Interest rate risk management
After the sale of the Recticel Engineered Foams
activities to Carpenter Co., Recticel repaid all its loans
and consequently terminated the corresponding IRS.
All financial leases (EUR 14.6 million) and a bank loan
of EUR 22.2 million are at fixed rate. The undrawn
syndicated revolving credit facility is contracted at
floating rate.
Sensitivity to interest rates
The Group’s interest rate risk exposure derives from the
fact that it finances at both fixed and variable interest
rates. The Group manages the risk centrally through
an appropriate structure of loans at fixed and variable
interest. The interest rate hedges are evaluated
regularly to bring them in line with the Group’s view
on the trend in interest rates on the financial markets,
with the aim of optimising interest charges throughout
the various economic cycles. Hedge accounting in
accordance with IFRS 9 is not applied.
Currency risk management
It is the Group’s policy to hedge foreign exchange
exposures resulting from financial and operational
activities via Recticel International Services NV/SA.
(RIS), which acts as the Group’s internal bank. This
hedging policy is mainly implemented through forward
exchange contracts. Hedge accounting under IFRS 9 is
not applied for currency risk management.
In general, the Group concludes forward exchange
contracts to cover currency risks on incoming and
outgoing payments in foreign currency. The Group
may also conclude forward exchange contracts and
option contracts to cover currency risks associated
with planned sales and purchases of the year,
at a percentage which varies according to the
predictability of the payment flows.
At reporting date, forward exchange contracts were
outstanding for a nominal amount of EUR 2.5 million.
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Sensitivity analysis on currency risks
The Group deals mainly in four currencies outside the
eurozone: GBP, USD, SEK and PLN.
The following table details the sensitivity of the Group
to a positive or negative variation, compared to the
annual variation in the pairs of currencies during the
previous financial year.
The sensitivity analysis covers only the financial
amounts in foreign currency which are recognised
in the statement of financial position and which are
outstanding at 31 December and determines their
variations at the conversion rates based on the
following assumptions: USD and GBP 10%; PLN and SEK
5%.
The following table details the Group’s sensitivity in
profit or loss to a 10% increase (or decrease) of the
US Dollar and Pound Sterling against the Euro, and 5%
increase or decrease of the Polish Zloty and Swedish
Krona against the Euro. The percentages applied in
this sensitivity analysis represent the management’s
assessment of the volatility of these currency
exchange rates. The sensitivity analysis includes only
outstanding foreign currency denominated monetary
assets and liabilities and adjusts their translation at
the period end for respective 10% and 5%, changes in
foreign currency rates. The sensitivity analysis includes
external loans as well as loans to foreign operations
within the Group where the denomination of the loan
is in a currency other than the functional currency of
the lender or the borrower. It includes also the foreign
exchange derivatives (not designated as hedging
instruments).
A positive number indicates an increase in profit or
loss when the Euro weakens by 10% against the US
Dollar or the Pound Sterling, or 5% against the Polish
Zloty or Swedish Krona. For a 10% strengthening of the
Euro against the US Dollar or the Pound Sterling, or 5%
against the Polish Zloty or Swedish Krona, there would
be a comparable opposite impact on the profit or loss
(i.e. the impact would be negative).
in thousand EURSTRENGTHENING OF USD STRENGTHENING OF GBP STRENGTHENING OF SEK STRENGTHENING OF PLN VERSUS EURVERSUS EURVERSUS EURVERSUS EUR2023 2024 2023 2024 2023 2024 2023 2024Historical average variation 10% 10% 10% 10% 5% 5% 5% 5%Profit (loss) recognised in the P&L 121 167 (118) 1,892 186 163 48 (10)accountFinancial assets¹ 1,225 1,872 128 19,437 3,715 3,268 973 (199)Financial liabilities¹ (19) (198) (1,289) (516) (1) (6) (5) 0Derivatives 0 0 (21) 0 2 0 0 0Total net exposure 1,206 1,674 (1,182) 18,921 3,716 3,262 968 (199)
¹ Includes trade and other receivables and trade and other payables.
Financial assets and liabilities represent the foreign currency exposure of the different subsidiaries of the Group in
relation to their local currency.
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in thousand EUR31 DEC 2023 31 DEC 2024Unused amounts under non-current financing facilitiesUndrawn available commitments under the club deal facility¹ 100,000 105,000Total available under non-current facilities 100,000 105,000Unused amounts under current financing facilitiesUndrawn under current on-balance facilities 22,000 16,000Undrawn under off-balance factoring programmes 35,000 8,400Total available under current facilities 57,000 24,400Total unused amounts under financing facilities 157,000 129,400
1
The amount drawn under the commercial paper programme is to be covered at any time by the undrawn amount under the syndicated
credit facility. At 31 December 2024 no amounts are drawn under the commercial paper programme or under the syndicated credit facility.
Liquidity risk
The financing sources are well diversified, and the bulk of the debt is
irrevocable and long-term or backed up by long-term commitments.
It includes, as of 1 February 2021, a new three-year EUR 100 syndicated
revolving credit facility, which has been extended over a period of two
years until the end of 2025. This EUR 100 million revolving credit facility
guarantees necessary liquidity to ensure future activities and to meet
short- and medium-term financial commitments.
In June 2023, a redemption of EUR 219 million was made to the banks,
thus repaying the entire facility.
In addition to its long-term loans, the Group has a diversified range
of short-term financing sources, including a commercial paper
programme and non-recourse factoring facilities which have not
been used after the sale of the Recticel Engineered Foams activities to
Carpenter Co..
The Group does not enter into financial instruments that require cash
deposits or other guarantees (i.e. margin calls).
The new syndicated facility that replaced the former club deal
facility as of 01 February 2021 is subject to bank covenants based
on an adjusted leverage ratio and an adjusted interest cover, on
a consolidated basis. These bank covenants will continue to be
determined on the basis of the generally accepted accounting
principles that were in place at the moment of the closing of the club
deal agreement (“frozen GAAP”). The adoption of IFRS 16 has no impact
on the measurement of these covenants. All conditions under the
financial arrangements with its banks are respected. At 31 December
2024, due to the net cash position, the covenant calculation was not
applicable.
Under the new syndicated facility agreement, the maximum dividend
authorised for distribution, excluding the portion attributable to the
treasury shares, amounts to the highest of (i) 50% of the consolidated
net income of the Group for the previous financial year and (ii) EUR 14.0
million.
The gross dividend over 2024 – to be paid in 2025 – proposed to the
Annual General Meeting amounts to EUR 0.31 per share, leading to a
total dividend payout of EUR 17.5 million (excluding treasury shares).
This amount is higher than the above-mentioned maximum payout
limit and consequently a waiver was requested and granted.
The following table presents the unused credit facilities available to the Group:
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Maturity analysis of financial liabilities
For the year ending 31 December 2024:
in thousand EURMATURING MATURING FUTURE MATURING CARRYING BETWEEN 1 AND AFTER 5 TOTALFINANCIAL WITHIN 1 YEARAMOUNT5 YEARSYEARSCHARGES(a) (b) (c) (a)+(b)+(c)Lease liabilities 8,590 20,279 3,102 31,971 1,942 30,029Bank loans 2,891 10,763 11,567 25,221 3,010 22,210Other loans 1,359 3,792 1,022 6,174 457 5,717Interest-bearing borrowings 12,840 34,835 15,691 63,366 5,410 57,956long termInterest-bearing borrowings 12short termOther financial liabilities 280non derivativeOther financial liabilities 52derivativeTotal 58,300Non-current financial liabilities 46,218Current financial liabilities 12,116Total 275 58,334
For the year ending 31 December 2023:
in thousand EURMATURINGMATURINGFUTUREMATURINGCARRYING Maturing within 1 yearBETWEEN 1AFTER 5 TOTALFINANCIALWITHIN 1 YEARAMOUNTAND 5 YEARSYEARSCHARGES(a) (b) (c) (a)+(b)+(c)Lease liabilities 5,230 10,485 3,707 19,422 (1,263) 18,159Bank loans 1,266 5,064 6,330 12,660 (1,667) 10,994Other loans 0 0 0 0 0 0Interest-bearing borrowings 6,496 15,549 10,037 32,082 (2,930) 29,152long termInterest-bearing borrowings 12short termOther financial liabilities 280non-derivativeOther financial liabilities 52derivativeTotal 29,497Non-current financial liabilities 23,082Current financial liabilities 6,415Total 29,497
Reference is also made to notes
7.2.1.5 - Climate change and
7.2.1.6 - Geopolitical conflicts.
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7.2.5.19 Business combinations and disposals
On 10 January 2024, Recticel acquired 100% of the shares of Rex Panels & Profiles SA, a Belgium-based
company, for an enterprise value of EUR 70 million.
In 2023, business disposals related to the Engineered Foams activities which were sold to Carpenter
Co., see note 7.2.4.7, Discontinued operations.
7.2.5.20 Capital management
The overview below defines the capital components which management considers key in order to
realise its capital structure target ratio (i.e. Total net financial debt/Total equity) of less than 50%.
in thousand EUR31 DEC 2023 31 DEC 2024Hedging liabilities 52 28Non-current financial liabilities 23,082 46,218Current portion of non-current financial liabilities 6,071 11,738Current financial liabilities (23) 74Interest accruals 315 277Gross financial debt 29,497 58,334Cash and cash equivalents (191,393) (132,717)Deferred interest (54) (110)Hedging assets (27) 0Net financial debt (161,977) (74,493)Drawn amounts under off-balance non-recourse factoring programmes (0) (0)Total net financial debt (161,977) (74,493)Total equity 437,987 445,133RatiosNet financial debt / Total equity N/A N/ATotal net financial debt / Total equity N/A N/A
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7.2.6 Miscellaneous
7.2.6.1 Off-balance sheet items 7.2.6.2 Share-based payments
Recticel NV/SA or some of its subsidiaries have provided various parental corporate
guarantees and comfort letters for commercial and/or financial commitments
towards third parties.
Compared to the situation on 31 December 2023, most outstanding guarantees and/
or comfort letters remained in place; save for some minor adjustments in some
committed amounts.
in thousand EUR31 DEC 2023 31 DEC 2024Guarantees given or irrevocably promised by Recticel NV/SA as security for debts 85,431 128,488and commitments of companies
These guarantees mainly include parental corporate guarantees and letters of comfort
for commitments contracted by subsidiaries with banks (EUR 20.5 million), lessors
(EUR 13.0 million), governmental institutions (EUR 2 million), other third parties (EUR 3.2
million), corporate guarantees related to TEMDA2 and various Automotive Interiors
companies (EUR 54.8 million) and bank guarantees related to the divestment of
Recticel Engineered Foams to Carpenter Co. (EUR 35.1 million).
The amount of expected credit losses on external guarantees is assessed at each
reporting date to reflect changes in credit risk since the guarantee was granted. When
determining whether the credit risk of a guarantee has increased significantly since the
issuance and when estimating expected credit losses, Recticel considers reasonable
and supportive information that is relevant and available without undue cost or effort.
This includes both quantitative and qualitative information and analysis, based on the
Group’s historical experience and informed credit assessment and including forward-
looking information.
Following the decision of the Board of Directors of 28 February 2024, a new edition of
the stock option plan was launched in favour of leading staff members of the Group. A
total of 492,500 options were attributed with an exercise price of EUR 12.92. The exercise
period runs -after a vesting period of three years- from 1 January 2028 until 16 June
2031. Fair value of this option series amounts to EUR 1.96 million.
350,000 out of the 492,500 options were allocated to the current members of the
Management Committee.
Recticel Group has implemented a warrant plan for its leading managers.
The table below gives the overview of all outstanding subscription rights on
31 December 2024:
in thousand EURNUMBER OF NUMBER OF EXERCISE FAIR VALUE OF SUBSCRIPTION IssueWARRANTS PRICE IN EXERCISE PERIODSUBSCRIPTION RIGHTS AT RIGHTS ISSUEDEURMOMENT OF ISSUE IN EUROUTSTANDINGApril 2016 317,500 45,000 5.73 01/01/2020 - 28/04/2025 0.786June 2017 410,000 0 7.00 01/01/2021 - 29/06/2024 0.928April 2018 460,000 192,500 10.21 01/01/2022 - 24/04/2025 1.572June 2019 500,000 407,500 7.90 01/01/2023 - 27/06/2026 1.181March 2020 505,000 425,000 6.70 01/01/2024 - 02/03/2027 1.466May 2021 475,000 440,000 12.44 01/01/2025 - 11/05/2028 2.290May 2022 320,000 290,000 17.74 01/01/2026 - 12/05/2029 5.741June 2023 350,000 350,000 10.80 01/01/2027 - 29/06/2030 3.231June 2024 492,500 402,500 12.92 01/01/2028 - 16/06/2031 3.976Total 3,830,000 2,552,500
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All subscription rights have a vesting period of three years. Beneficiaries can lose the right to exercise their
subscription rights in cases of voluntary leave or dismissal for misconduct.
The expense recognised for the year for the share-based payments amounts to EUR 1.3 million (2023: EUR 1.1 million).
The plan of June 2024 was approved and formalised appropriately.
A more general overview showing the trend during 2024 is given below:
in units2023 2024Total number of subscription rights outstanding on 31 December 2,525,000 2,552,500Weighted average exercise price (in EUR) 10.14 10.93Weighted average remaining contractual life (in years) 3.54 3.48Movements in number of subscription rightsSubscription rights outstanding at the beginning of the period 2,212,500 2,525,000New subscription rights granted during the period 350,000 492,500Subscription rights forfeited and expired during the period (15,000) (90,000)Subscription rights exercised during the period (22,500) (375,000)Subscription rights outstanding at the end of the period 2,525,000 2,552,500Status of subscription rights outstandingClosing share price at end of period (in EUR) 10.60 10.48Total number of subscription rights exercisable at the end of the period 967,500 1,070,000Total number of subscription rights that are ‘in-the-money’ at the end of the period¹ 2,235,000 1,420,000Total number of subscription rights that are exercisable and ‘in-the-money’ at the end of the period¹ 967,500 1,070,000
¹ In comparison with the average daily closing price over the period
in units2023 2024Total number of subscription rights exercised 22,500 375,000Weighted average exercise price 8.41 7.74Period during which these subscription rights were exercised 30/3 - 27/04 29/3 - 20/12Average closing price of period during which these subscription rights were exercised 16.37 12.33Average daily closing price for full year 12.61 11.92
The table below provides an overview of all subscription rights exercised during the period:
To date, the Group has not issued share appreciation
rights to any of its managers or employees, nor has it
implemented any share purchase plan.
The theoretical value of the subscription rights at
issuance is calculated by applying the Black-Scholes
formula and taking into account certain assumptions
regarding dividend payment (last dividend compared to
share price - dividend yield: 2.40%), interest rate (Euribor
5 years: 1.07%) and volatility (stock market data on the
Recticel share: 38.3%). For the issue of June 2024, the fair
value amounted to EUR 3.976 per subscription right.
Overview of the outstanding subscription rights held by
the members of the current Management Committee
(on 31 December 2024):
1
in thousand EURNUMBER OF SUBSCRIPTION RIGHTS Issue HELD BY THE MEMBERS OF THE CURRENT MANAGEMENT COMMITTEEApril 2016 0June 2017 0April 2018 0June 2019 65,000March 2020 65,000May 2021 90,000May 2022 120,000June 2023 120,000June 2024 260,000Total 720,000
¹ The conditions of the various issues are reflected in the global overview table
above
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Members of the Management Committee received the
following subscription rights for the 2024 series:
in EURTOTAL THEORETICAL VALUE TOTAL NUMBER OF NameOF SUBSCRIPTION RIGHTS AT SUBSCRIPTION RIGHTSISSUANCE¹Jan Vergote 125,000 497,000Božo Černila 90,000 357,840Betty Bogaert 180,000 715,680Rob Nijskens 130,000 516,880Stijn Vermeulen 15,000 59,640Dirk Verbruggen 180,000 715,680Total 720,000 2,862,720
1 The theoretical value is calculated by using the Black-Scholes formula and
taken into account certain assumptions regarding dividend yield, interest rate
and volatility.
7.2.6.3 Events after the reporting date
RESTRUCTURING
On 27 January 2025, Recticel announced the closure of
its thermo-acoustic boards plant in Angers, France, by
the end of H1 2025.
7.2.6.4 Related party transactions
Transactions between Recticel NV/SA and its subsidiaries, which are related parties, have been eliminated from the
consolidation and are not disclosed in this note. Transactions with other related parties are disclosed below and
primarily concern commercial transactions done at prevailing market conditions. The tables below only include
transactions considered to be material, i.e. exceeding a total of EUR 1 million.
in thousand EURNON-CURRENT TRADE OTHER CURRENT FINANCIAL TRADE PAYABLES OTHER PAYABLES REVENUE COST OF SALESRECEIVABLESRECEIVABLESRECEIVABLESLIABILITIESTotal Orsa Foam companies 0 0 0 0 0 0 0 0Total Proseat companies 0 0 0 0 0 0 0 0Total TEMDA2 companies 11,524 356 0 0 0 0 0 0TOTAL 11,524 356 0 0 0 0 0 0
in thousand EURNON-CURRENT TRADE OTHER CURRENT FINANCIAL TRADE PAYABLES OTHER PAYABLES REVENUE COST OF SALESRECEIVABLESRECEIVABLESRECEIVABLESLIABILITIESTotal Orsa Foam companies 0 0 0 0 0 0 0 0Total Proseat companies 0 0 0 0 0 0 0 0Total TEMDA2 companies 11,524 385 0 0 0 0 0 0TOTAL 11,524 385 0 0 0 0 0 0
Transactions with joint ventures and associates: 2024
Transactions with joint ventures and associates: 2023
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7.2.6.5 Remuneration of the Board of Directors and of the
Management Committee
in EUR2023 2024Director fees 115,027 113,860Attendance fees Board of Directors 152,500 147,500Attendance fees Audit & Sustainability Committee 47,500 50,000Attendance fees Remuneration and Nomination Committee 70,000 50,000Attendance fees Strategy Committee 0 0TOTAL 385,027 361,360
The remuneration of the members of the Board of Directors and of the Management
Committee is included in this note. For more information, reference is made to the
Remuneration report in the Chapter 6 of this annual report.
Total gross remuneration for the members of the Board of Directors:
Total gross remuneration for the members of the Management
Committeein EUR2023 2024Fixed remuneration 2,133,637 1,950,098Variable remuneration 2,263,888 1,103,007Pensions 101,675 69,402Other benefits 117,605 84,515Extraordinary items 0 0TOTAL 4,616,805 3,207,022
In 2024 the Board remuneration stayed at the same level. The decrease in the total
cost is due to the lower number of meetings than in 2023 that were linked to the sale of
the Recticel Engineered Foams activities.
7.2.6.6 Exchange rates
CLOSING RATE AVERAGE RATE
2023 2024 2023 2024
Swiss Franc CHF 1.0799 1.0625 1.0290 1.0497
Euro EUR 1.0000 1.0000 1.0000 1.0000
Pound Sterling GBP 1.1507 1.2060 1.1497 1.1812
Norwegian Krone NOK 0.0890 0.0848 0.0875 0.0860
Polish Zloty PLN 0.2304 0.2339 0.2202 0.2322
Serbian Dinar RSD 0.0085 0.0085 0.0085 0.0085
Swedish Krona SEK 0.0901 0.0873 0.0871 0.0875
US Dollar USD 0.9050 0.9626 0.9248 0.9239
7.2.6.7 Staffin units2023 2024Management Committee 5 5 Employees 721 665Workers 560 591Average number of people employed (full time equivalent) on a consolidated 1,286 1,261basis (i.e. excluding joint ventures)Remuneration and social charges (in thousand EUR) 82,463 91,675Average number of people employed in Belgium 422 309
The decrease of the average number of people employed as a result of the workforce
alignment with reduced market circumstances is partly compensated by the business
combination Rex Panels & Profiles SA. The costs for remuneration and social charges
include restructuring costs amounting to EUR 7.9 million.
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7.2.6.8 Audit and non-audit services
provided by the statutory auditor
7.2.6.9 Contingent assets and
liabilities
The total fees in relation to services provided by the
statutory auditor PwC Bedrijfsrevisoren BV and by
companies related to the auditor to Recticel NV/SA and
its subsidiaries, are as follows:in thousand EUR31 DEC 2023 31 DEC 2024Audit fees 651 635Other audit services and legal missions 554 129Tax services 31 54Consulting services 0 0Total fees 1,235 818
Audit fees for Recticel NV/SA and its subsidiaries are
determined by the Annual General Meeting after review
and approval by the company’s Audit Committee and
Board of Directors. All non-audit fees have been
pre-approved by the company’s Audit Committee.
a) Wetteren (Belgium)
In the production plant of Wetteren (Belgium), a historic
asbestos pollution was found in the course of 2021. In
2022 the soil investigations and provisional remediation
plans were concluded. The total provision amounted
to EUR 1.0 million at the end of 2024. This site was
transferred with the legal entity Recticel Engineered
Foams Belgium BV to Carpenter Co. on 12 June 2023.
A further small part of the site, leased out to Ascorium
Belgium NV, was transferred to Carpenter Co. as well.
The clean-up responsibility remains partly with Recticel
and was partly transferred to Carpenter Co. The clean-
up is due to start in 2026.
b) Litigations
The Recticel Group has been the subject of an antitrust
investigation at European level. Recticel announced on
29 January 2014 that a settlement was reached with
the European Commission in the polyurethane foam
investigation. The case was closed after payment of the
last instalment of the effective overall fine in April 2016.
Various claims have been issued by one or more
customers, in which these entities allege harm with
regard to the conduct covered by the European
Commission’s cartel decision. Only one court procedure
is still ongoing, in Germany, linked to the former
Eurofoam joint venture. These proceedings are very
slow due to changes at the court and have been
suspended until May 2025. No additional new claims can
be launched as the statute of limitations has expired.
Recticel has carefully reviewed the merits for this case
with its legal advisors and has made a provision to cover
any legal costs in this regard.
Regarding the ongoing litigation, no considered
judgment can be formed at this stage on the outcome
of this procedure or on the amount of any potential loss
for the Company.
One of the former entities of the Recticel Group in
Germany was sued in 2014 by a dissatisfied distributor
for alleged anti-competitive behaviour, including
fixed prices in 2005, 2006 and 2007-2009. The cases
relating to 2005 and 2006 were dismissed, both in the
first instance and on appeal. The case concerning
2007-2009 was initially dismissed, but was reopened
by decision of 12 September 2023 of the Berlin Supreme
Court and referred back to the Berlin Court of Appeal.
The case has not yet been reopened for consideration.
The entity in question was transferred to the Aquinos
Group in 2022, but any liability that may arise from this
case, as well as the costs of these proceedings, remain
with Recticel. A provision has been made for this case,
after consultation with the legal advisors. However, at
this time, no further judgement can be given on the
outcome of these proceedings for Recticel.
On 23 December 2024, the Polish owner of the
production site leased by Aquinos Bedding Poland
Sp. z o.o. (formerly Recticel Bedding Poland Sp.z o.o.)
sent a demand for payment to Recticel NV/SA for the
amount of EUR 0.9 million based on a guarantee given
by Recticel NV in 2020 (for its former subsidiary Recticel
Bedding), as Aquinos Bedding Poland had not paid the
rent and service costs for many months. Based on the
sales agreement concluded in 2022 with Aquinos Group
for the sale of the Recticel Bedding entities, Aquinos
Group should have assumed this guarantee, which has
not yet happened. If Recticel is obliged to pay under this
guarantee, it can reclaim these sums, plus any interest
and costs, from Aquinos Group on the basis of the
aforementioned sales agreement of 2022.
One of our Group entities in the United Kingdom was
the subject of an investigation by the UK’s Health and
Safety Executive (HSE) following the accidental death of
one of its employees in 2015. After a fact-finding phase,
the HSE had initially made certain allegations against
Recticel Ltd for breach of HSE regulations. Recticel replied
to these allegations. In October 2021, the HSE confirmed
that it had taken an enforcement decision. At the end
of 2022, the HSE indicated that it would no longer take
enforcement actions against the Company in absence
of evidence. The provision that was established for this
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case has hence been taken back. The procedure itself
has still not been terminated for administrative reasons.
One of the former Group’s entities in France is
implicated in a labour law case following the closure of
a production site, whereby the former employees have
launched a claim to obtain additional compensations on
the basis that the economic reasons for the closure were
invalid. The court proceedings have so far confirmed the
position of the employees, with one procedure ongoing.
A provision has been established to cover the potential
negative outcome. The respective entity was transferred
to Carpenter Co. on 12 June 2023, but the risk on this
issue remains with Recticel and remains provisioned.
On 3 May 2024, Carpenter sent a claim to Recticel for
the amount of EUR 1.9 million in the context of a possible
tax that would result from the recognition of a badwill
on the sale of Recticel Engineered Foams Belgium NV,
following the revision of the sales price in 2023. Recticel
NV disputes this claim and has well-founded legal and
economic arguments to refute it.
Following a fire incident in Most (Czech Republic), the
Group entity involved has been temporarily unable to
supply the contractually agreed quantities of products,
leading to production interruptions at direct customers
and car manufacturers. While the Group entity involved
has claimed Force Majeure in this respect, this has
been put in question and even contested by a number
of customers, with indication that further claims could
be raised to obtain damage compensation. While the
Group is insured in this regard, in line with industrial
standards, it cannot be excluded that such claims could
lead to financial losses for the companies involved. One
customer launched a legal proceeding in France in the
course of the first semester of 2019. The proceedings
in the court of first instance are still ongoing and are
expected to be finalised in mid-2025.
Recticel signed a preliminary purchase agreement
with the Gór-Stal shareholders to acquire Gór-Stal’s
insulation board business located in Bochnia, Poland, for
an enterprise value of EUR 30 million. The sale required a
prior carve-out of these activities into a new legal entity.
in thousand EUR
2023 2024
Income statement
Sales 529,426 610,196
Gross profit 90,090 104,549
EBITDA 36,123 42,562
Operating profit (loss) 12,582 11,489
Operating profit (loss) 12,582 11,489
Amortisation of intangible assets 7,596 9,727
Depreciation of tangible assets 15,652 20,952
Amortisation deferred charges long term 0 0
Impairments on goodwill, intangible and
tangible fixed assets
293 394
EBITDA 36,123 42,562
EBITDA 36,123 42,562
Restructuring charges 3,118 7,915
Other (88) (870)
Adjusted EBITDA 39,153 49,606
Operating profit (loss) 12,582 11,489
Restructuring charges 3,118 7,915
Other (88) (870)
Impairments 293 394
Adjusted operating profit (loss) 15,905 18,928
7.2.6.10 Reconciliation table of
Alternative Performance Measures
The Group uses and publishes several Alternative
Performance Measures (“APM”) to provide additional
valuable insight to financial analysts and investors. APMs
are related to the standards used by management to
monitor and measure financial performance.
The overview tables below summarise the reconciliation
of these APMs in the income statement and the
statement of financial position of the continuing
operations.
Both parties cooperated well to finalise the due diligence
and to realise this carve-out by July 2021, but the sellers
subsequently came back to request a price adjustment,
citing changed market conditions. Recticel requested
more information before considering such a request,
which was contrary to the agreement. The sellers did
not provide such information and, in October 2021, they
informed Recticel that they no longer wanted to continue
the transaction. Recticel notified the sellers at the end
of the year that they breached their obligations under
the agreement and that Recticel would launch legal
proceedings to enforce the preliminary agreement or
obtain damage compensation. These legal proceedings
were launched in 2022 and continue to this date, with no
conclusion expected in the short term.
During 2024, a number of claims were received by our
French insulation entity and by Recticel NV regarding
quality problems. These problems can be summarised
as follows: (i) a change in the formulation of insulation
boards produced in 2018-2019, (ii) expansion of roof
curbs in the case of a certain installation on flat roofs,
(iii) shrinkage of insulation boards, and (iii) delamination
of the so-called ‘facer’ of the PIR inside the insulation
boards. Although the Group is insured for product liability
in line with industry standards, it cannot be excluded
that such claims could result in financial losses for the
Group. Provisions were made for these claims in 2023,
which could largely be reversed in 2024.
As of 31 December 2024, total overall provisions and
accruals for other litigations, environmental risk and
other risks on Recticel Group level amounted to EUR 29.7
million in the consolidated financial statements. With
reference to the prejudicial exemption in IAS 37 §92, the
Group will not disclose any further information about
the assumptions for the provision, including any details
about current and the expected number of lawsuits and
claims.
The disclosure of such information is believed to be
detrimental to the Group in connection with the ongoing
confidential negotiations and could inflict financial
losses on Recticel and its shareholders.
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in thousand EUR
Total net financial debt
31 DEC 2023 31 DEC 2024
Non-current financial liabilities 23,082 46,218
Current financial liabilities 6,415 12,116
Cash (191,393) (132,717)
Other financial assets 0 0
Net financial debt on statement of financial position (161,896) (74,383)
Factoring programmes 0 0
Total net financial debt (161,896) (74,383)
Gearing ratio (Net financial debt / Total equity)
Total equity 437,987 445,133
Net financial debt on statement of financial position / Total equity N/A N/A
Total net financial debt / Total equity N/A N/A
Leverage ratio (Net financial debt / EBITDA)
Net financial debt on statement of financial position / EBITDA N/A N/A
Total net financial debt / EBITDA N/A N/A
Net working capital
Inventories and contracts in progress 43,692 55,075
Trade receivables 78,135 101,925
Other receivables 22,949 12,983
Income tax receivables 3,739 4,098
Trade payables (70,068) (87,844)
Current contract liabilities (8,037) (9,577)
Income tax payables (1,781) (1,522)
Other amounts payable (44,955) (32,181)
Net working capital 23,674 42,957
Current ratio (= Current assets / Current liabilities)
Current assets 339,907 306,799
Current liabilities 131,256 144,493
Current ratio (factor) 2.6 2.1
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7.3 Recticel NV/SA - General information
Recticel NV/SA
Address
Bourgetlaan 42 avenue du Bourget
1130 Brussels
Belgium
Established: on 19 June 1896 for thirty years, later
extended for an unlimited duration.
Object: (article 3 of the Coordinated Articles) The
object of the company is the development, production,
conversion, trading, buying, selling and transportation,
on its own account or on behalf of third parties, of all
plastics, polymers, polyurethanes and other synthetic
components, of natural substances, metal products,
chemical or other products used by private individuals
or by industry, commerce and transport, especially for
furniture, bedding, insulation, the construction industry,
the automotive sector, chemicals, petrochemicals, as
well as products belonging to or necessary for their
production or which may result or be derived from this
process.
It may achieve its object in whole or in part, directly or
indirectly, via subsidiaries, joint ventures, participations
in other companies, partnerships or associations.
In order to achieve this object, it can carry out all actions
in the industrial, property, financial or commercial field
which are associated with its object directly or indirectly,
in whole or in part, or which would be of a nature to
promote, develop or facilitate its operation or its trade
or that of the companies, partnerships or associations
in which it has a participation or an interest; it can in
particular develop, transfer, acquire, rent, hire out and
exploit all movable and immovable goods and all
intellectual property.
Legal form: naamloze vennootschap / société anonyme
(limited company)
Recorded in the Brussels register of legal entities
Company number: 0405 666 668
Subscribed capital: EUR 141,514,800
(on 31 December 2024).
Type and number of shares: at 31 December 2024 there
was only one type of shares, namely ordinary shares;
total number of shares outstanding: 56,605,920.
Portion of the subscribed capital still to be paid up:
0 shares/EUR 0.
Nature of the shares not fully paid up: none.
Percentage fully paid up: 100%. The shares are all fully
paid up.
The accounts were prepared in accordance with
requirements specified by the Royal Decree of
30 January 2001.
These annual accounts comprise the balance sheet, the
income statement and the notes prescribed by law. They
are presented hereafter in condensed form.
In accordance with Belgian law, the management report,
the annual accounts of Recticel NV/SA and the report
of the Statutory Auditor will be filed with the Belgian
National Bank.
They are available on request from:
Recticel NV/SA
Bourgetlaan 42 avenue du Bourget
1130 Brussels
Belgium
Tel.: +32 (0)2 775 18 11
E-mail: companysecretary@recticel.com
The notes to the annual accounts are related to the
financial situation of the company as shown in the
statement of financial position. The results are also
commented on in the preceding annual report.
The Statutory Auditor has delivered an unqualified
opinion on the statutory annual accounts of Recticel NV/
SA.
The statutory annual accounts of Recticel NV/SA, as well
as the statutory report by the Board of Directors, are
freely available on the company’s website at
https://www.recticel.com/investors/annual-half-year-
reports.html.
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7.4 Recticel NV/SA - Condensed statutory
accounts
in thousand EUR
Recticel NV/SA
31 DEC 2023 31 DEC 2024
ASSETS
FIXED ASSETS 732,765 660,800
I. Formation expenses
II. Intangible assets 9,954 11,106
III. Tangible assets 33,008 32,231
IV. Financial assets 689,803 617,464
CURRENT ASSETS 129,086 105,091
V. Amounts receivable after one year 5,585 1,792
VI. Inventories and contracts in progress 9,693 10,477
VII. Amounts receivable within one year 48,511 50,551
VIII. Cash investments 64,398 40,398
IX. Cash 174 61
X. Deferred charges and accrued income 724 1,813
TOTAL ASSETS 861,851 765,891
LIABILITIES
I. Capital 140,577 141,515
II. Share premium account 133,729 135,696
III. Revaluation surplus 2,551 2,551
IV. Reserves 17,645 17,645
V. Profits (losses) brought forward 464,937 375,583
VI. Investment grants 0 0
VII. A. Provisions for liabilities and charges 17,339 19,947
B. Deferred taxes 0 0
VIII. Amounts payable after one year 4,998 4,376
IX. Amounts payable within one year 78,557 67,152
X. Accrued charges and deferred income 1,516 1,426
TOTAL EQUITY AND LIABILITIES 861,851 765,891
The statutory statement of financial position and the
statutory income statement of Recticel NV/SA for the
period ended 31 December 2024 are given below in
a condensed form. The accounting principles used
for the Statutory Financial Statements of Recticel
NV/SA differ from the accounting principles used
for the Consolidated Financial Statements. The
Statutory Financial Statements follow the Belgian
legal requirements, while the Consolidated Financial
Statements follow the International Financial Reporting
Standards.
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in thousand EUR
Recticel NV/SA
31 DEC 2023 31 DEC 2024
PROFIT AND LOSS ACCOUNT
I. Operating revenues 158,127 145,054
II. Operating charges (199,695) (146,649)
III. Operating profit (loss) (41,567) (1,596)
IV. Financial income 499,103 55,545
V. Financial charges (98,194) (125,026)
VI. Profit (loss) for the year before taxes 359,342 (71,077)
VII. Income taxes (540) (729)
VIII. Profit (loss) for the year after taxes 358,801 (71,806)
IX. Transfer to untaxed reserves 0 0
X. Profit (loss) for the period available for appropriation 358,801 (71,806)
The management report of the Board to the Annual General Meeting of Shareholders and the
Statutory Financial Statements of Recticel NV/SA, as well as the auditor’s report, will be filed with the
National Bank of Belgium within the statutory periods. The statutory annual accounts of Recticel NV/
SA and the statutory report by the Board of Directors are freely available on the company’s website
http://www.recticel.com
Profit appropriation policy
The Annual General Meeting decides on the appropriation of the profit
available for the distribution of a dividend based upon a proposal by
the Board of Directors. The Board of Directors intends to propose to pay
out a stable or gradually increasing annual dividend, considering the
following elements:
proper compensation for the shareholders;
retention of adequate self-financing capacity to enable investment in
value creation opportunities.
The Board of Directors decided to present the following appropriation of
the results to the Annual General Meeting:
in EUR
Recticel NV/SA
31 DEC 2024
Profit (loss) for the financial year (71,806,327)
Profit (loss) brought forward from previous year 464,937,476 +
Profit (loss) to be added to legal reserves -
Profit (loss) to be added to other reserves -
Result to be appropriated 393,131,149 =
Gross dividend¹ 17,547,835 -
Profit to be carried forward 375,583,314 =
¹ Gross dividend per share of EUR 0.31, resulting in a net dividend after tax of EUR 0.217 per ordinary share.
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7.5 Declaration by the
responsible officers
We hereby certify that, to the best of our knowledge, the Consolidated Financial
Statements as of 31 December 2024, prepared in accordance with the International
Financial Reporting Standards (IFRS) as adopted by the European Union, and with
legal requirements applicable in Belgium, give a true and fair view of the assets,
liabilities, financial position and profit or loss of the Group and the undertakings
included in the consolidation taken as a whole, and that the management report
includes a fair review of the development and performance of the business and the
position of the Group and the undertakings included in the consolidation taken as a
whole, together with a description of the principal risks and uncertainties that they
face.
Wim Dejonghe, representing D.A.S.T. BV, Chairman of the Board of Directors
Jan Vergote, representing Coral & Wallace BV, Chief Executive Officer
Bart Van den Eede, representing Pendron BV, Chief Financial Officer
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Appendix
8
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8.1 Auditor’s reports
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8.2 ESRS list of Disclosure Requirements
ESRS 2, IRO-2 (DR 56)
LIST OF MATERIAL
DISCLOSURE
REQUIREMENTS
DISCLOSURE REQUIREMENT CHAPTER PAGE
ESRS 2 General Disclosures
BP-1 General basis for preparation of the sustainability statement 4.1 72
BP-2 Disclosure in relation to specific circumstances 5.1.2 95
GOV-1 The role of the administrative, management and supervisory bodies 3.1 48
GOV-2
Information provided to and sustainability matters addressed by the
undertaking’s administrative, management and supervisory bodies
3.2 56
GOV-3 Integration of sustainability-related performance in incentive schemes 3.3 57
GOV-4 Statement on due diligence 3.4 58
GOV-5 Risk management and internal controls over sustainability reporting 3.5 64
SBM-1 Strategy, business model and value chain 2.3 25
SBM-2 Interests and views of the stakeholders 4.2.2 76
SBM-3
Material impacts, risks and opportunities and their interaction with
strategy and business model
4.3.2 82
IRO-1
Description of the process to identify and assess material impacts, risks
and opportunities
4.2 74
IRO-2
Disclosure requirements in ESRS covered by the undertaking’s
sustainability statements
4.1 72
E1 Climate change 5.2 102
ESRS 2 GOV-3 Integration of sustainability-related performance in incentive schemes 3.3 57
E1-1 Transition plan for climate change mitigation 5.2.2 106
ESRS 2 SBM-3
Material impacts, risks and opportunities and their interaction with
strategy and business model
4.3.2 82
ESRS 2 IRO-1
Description of the processes to identify and assess material climate-
related impacts, risks and opportunities
4.2 74
E1-2 Policies related to climate change mitigation 5.2.3 104
E1-3 Actions and resources in relation to climate change policies 5.2.4 105
E1-4 Targets related to climate change mitigation and adaptation 5.2.5 107
E1-5 Energy consumption, mix and intensity 5.2.6 109
LIST OF MATERIAL
DISCLOSURE
REQUIREMENTS
DISCLOSURE REQUIREMENT CHAPTER PAGE
E1-6 Gross scopes 1, 2, 3 and total GHG emissions 5.2.7 112
E1-7 GHG removals and mitigation projects financed through carbon credits 5.2.9 119
E1-8 Internal carbon pricing 5.2.9 120
E1-9
Anticipated financial effects from material physical and transition risks
and potential climate-related opportunities
5.2.11 120
E5 Resource use and circular economy 5.3 121
ESRS 2 SBM-3
Material impacts, risks and opportunities and their interaction with
strategy and business model
4.3.2 82
ESRS 2 IRO-1
Description of the processes to identify and assess material resources
use and circular economy-related impacts, risks and opportunities
4.2 74
E5-1 Policies related to resource use and circular economy 5.3.2 122
E5-2 Actions and resources related to resource use and circular economy 5.3.3 124
E5-3 Targets related to resource use and circular economy 5.3.4 126
E5-4 Resource inflows 5.3.5 127
E5-5 Resource outflows 5.3.6 129
E5-6
Anticipated financial effects from material resource use and circular
economy-related risks and opportunities
5.3.7 133
S1 Own workforce 5.4 134
ESRS 2 SBM-2 Interests and views of stakeholders 4.2.2 76
2.3.6 46
ESRS 3 SBM-3
Material impacts, risks and opportunities and their interaction with
strategy and business models
4.3.2 82
ESRS 2 IRO-1
Material S1 IROs and their interaction with strategy and the business
model
5.4.1 135
S1-1 Policies related to our own workforce 5.4.2 135
S1-2
Process for engaging with workers and workers’ representatives about
impacts
5.4.3 137
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LIST OF MATERIAL
DISCLOSURE
REQUIREMENTS
DISCLOSURE REQUIREMENT CHAPTER PAGE
S1-3
Process to remediate negative impacts and channels for own workers
to raise concerns
5.4.4 138
S1-4 Taking action on own workforce 5.4.5 139
S1-5 Targets and managing material impacts, risks and opportunities 5.4.6 141
S1-6 Characteristics of the undertakings’ employees 5.4.7 142
S1-7 Characteristics of non-employees in the Recticel Group own workforce 5.4.8 143
S1-8 Collective bargaining coverage and social dialogue 5.4.9 143
S1-10 Adequate wages 5.4.10 144
S1-11 Social protection 5.4.11 144
S1-13 Training and skills development metrics 5.4.12 144
S1-14 Health and safety metrics 5.4.13 145
S1-15 Work-life balance 5.4.14 146
S1-17 Incidents, complaints and severe human rights impacts 5.4.15 146
G1 Business conduct 5.5 147
ESRS 2 SBM-3
Materials impacts, risks and opportunities and their interaction with
strategy and business model
4.3.2 82
ESRS 2 GOV-1 The role of the administrative, management and supervisory bodies 5.5.3 152
ESRS 2 IRO-1 Material G1 IROs and their interaction with strategy and business model 5.5.1 148
G1-1 Business conduct policies and corporate culture 5.5.2 148
G1-2
Management of relationships with suppliers and impacts on our supply
chain
5.5.4 152
G1-3 Prevention and detection of corruption and bribery 5.5.5 153
G1-4 Incidents of corruption and bribery 5.5.6 155
G1-5 Political influence and lobbying activities 5.5.7 155
G1-6 Payment practices 5.5.7 156
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8.3 References to other EU legislations
8.3.1 Reference table with TCFD recommendations
REFERENCE TABLE WITH TCFD RECOMMENDATIONS CHAPTER PAGE
Governance
Description of Board’s oversight of climate-related risks and opportunities 3.1 48
3.1.6.1 54
Description of the management’s role in assessing and managing climate-related risks and opportunities 4.2.2 76
4.3.1 80
Strategy
Description of the climate change risks and opportunities that the organisation has identified in the short, medium and long term 4.3.2.1 84
Description of the impact of climate-related risks and opportunities on the organisation’s business, strategy and financial planning 4.3.2 82
Description of the resilience of the organisation’s strategy, taking into consideration different climate-related scenarios, including a 2°C or lower
scenario
5.2.2 103
Risk management
Description of the organisation’s processes for identifying and assessing climate-related risks 4.3.2.1 84
Description of the organisation’s processes for managing climate-related risks 4.3.2.2 89
Description of how processes for identifying, assessing and managing climate-related risks are integrated into the organisation’s overall risk
management
3.2 56
Metrics and targets
Description of the metrics used by the organisation to assess climate-related risks and opportunities in line with its strategy and management process 4.3.2.1 84
5.2.5 - 5.2.9 107 - 120
5.3.4 - 5.3.7 126 - 133
Disclosure of scope 1, scope 2, and, if appropriate, scope 3 greenhouse gas (GHG) emissions, and the related risks 5.2.7 112
Description of the targets used by the organisation to manage climate-related risks and opportunities and performance against targets 5.2.5 107
5.3.4 126
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8.3.2 Reference table with UN Sustainable Development Goals
REFERENCE TABLE WITH UN SUSTAINABLE DEVELOPMENT GOALS CHAPTER PAGE
SDG 7 Affordable and clean energy
Promote energy-efficient solutions for sustainable building practices 2 17
Increase the share of renewable energy in the global energy mix 5.2 102
5.3 121
SDG 8 Decent work and economic growth
Drive sustainable and economic growth through dignified work 5.4 134
Promote safe and secure working environment 5.5 147
SDG 9 Industry innovation and infrastructure
Foster innovation to enhance resilient infrastructure 1.1 10
Retrofit industries to make them sustainable, with increased resource-use efficiency 5.3.3 124
SDG 11 Sustainable cities and communities
Develop products that improve urban energy efficiency 2 17
5.2 102
5.3 121
1.1 10
SDG 12 Responsible consumption and production
Advance circular economy practices through product innovation 5.3 121
Reduce waste generation through prevention, reduction, recycling and reuse
SDG 13 Climate action
Commit to ambitious greenhouse gas (GHG) reduction targets and climate-aligned practices 5.2 102
SDG 17 Partnerships for the goals
Collaborate with stakeholders to amplify positive environmental and social impacts 1.1 11
5.3.3.1 125
5.4 134
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8.4 Glossary
IFRS MEASURES
Consolidated (data): financial data following the
application of IFRS 11, whereby joint ventures and associates
are integrated on the basis of the equity method.
ALTERNATIVE PERFORMANCE MEASURES
In addition, the Group uses alternative performance
measures (Alternative Performance Measures or “APM”)
to express its underlying performance and to help the
reader to better understand the results. APM are not defined
performance indicators by IFRS. The Group does not present
APM as an alternative to financial measures determined in
accordance with IFRS and does not give more emphasis to
APM than the defined IFRS financial measures.
Adjusted EBITDA: EBITDA before Adjustments (to
Operating Profit)
Adjusted operating profit (loss): Operating profit (loss)
+ adjustments to operating profit (loss)
Adjustments to Operating profit (loss) include
operating revenues, expenses and provisions that
pertain to restructuring programmes (redundancy
payments, closure & clean-up costs, relocation costs,...),
reorganisation charges and onerous contracts,
impairments on assets ((in)tangible assets and
goodwill), revaluation gains or losses on investment
property, gains or losses on divestments of non-
operational investment property, and on the liquidation
of investments in affiliated companies, revenues or
charges due to important (inter)national legal issues
and costs of advisory fees incurred in relation to
acquisitions or business combination projects, costs
of advisory fees incurred in relation to acquisitions,
divestments or business combination projects, including
fees incurred in connection with their financing and
reversals of inventory step up values resulting from
purchase price allocations under IFRS 3 Business
Combinations.
Avoided emissions: Avoided emissions are emission
reductions that occur outside of a product’s life cycle or
value chain, but as a result of the use of that product
BEIS: UK Department for Business, Energy and Industrial
Strategy
BC ADEME: ‘Bilan Carbone’ from French ‘Agence de la
Transition Energétique’
CDP: Not-for-profit charity that runs the global
disclosure system for investors, companies, cities, states
and regions to manage their environmental impacts
Current ratio: Current assets / Current liabilities
DEFRA: Department for Environment, Food & Rural Affairs
in the UK, providing carbon conversion factors
DNSH: Do No Significant Harm principle; in the context of
the EU Taxonomy, an economic activity contributing to
one or more of the six environmental objectives without
significantly harming any of these
EBITDA: Operating profit (loss) + depreciation,
amortisation and impairment on assets; all of continuing
activities
EPD: Environmental Product Declaration
ESG: Environmental, Social and Governance
ESRS: European Sustainability Reporting Standards,
covering the full range of environmental, social,
and governance issues, including climate change,
biodiversity and human rights
EWC: European Works Council
Gearing: Net financial debt / Total equity
GHG: Greenhouse Gas
Higg: Higg Materials Sustainability Index, designed
to compare the environmental impact of different
materials so design and development teams can make
more sustainable choices during materials selection
IEA: International Energy Agency
ILO: International Labour Organisation
Income from associates: Income considered as being
part of the Group’s core business are integrated in
Operating profit (loss)
Income from other associates: Income from associates
not considered as being part of the Group’s core
business are not integrated in Operating profit (loss)
ISO 14001: Internationally recognized standard for
environmental management systems (EMS)
Lambda value: Measure of how efficiently a material
conducts heat
LCA: Life Cycle Assessment, assessing the environmental
impacts of a product or service throughout its entire
life cycle, from extraction of raw materials to end-of life
disposal
Leverage: Net financial debt / EBITDA (last 12 months)
Margin: EBITDA margin, Adjusted EBITDA margin,
Operating Profit (loss) margin and Adjusted operating
profit (loss) margin are expressed as a % on sales
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Net free cash-flow: Sum of the (i) Net cash flow after
tax from operating activities, (ii) the Net cash flow from
investing activities, (iii) the Interest paid on financial
liabilities and (iv) reimbursement of lease liabilities; as
shown in the consolidated cash flow statement.
Net financial debt: Interest bearing financial liabilities
and lease liabilities at more than one year + interest
bearing financial liabilities and lease liabilities within
maximum one year + accrued interests – cash and cash
equivalents + Net marked-to-market value position of
hedging derivative instruments. The interest-bearing
borrowings do not include the drawn amounts under
non-recourse factoring/forfeiting programs.
Net working capital: Inventories and contracts in
progress + Trade receivables + Other receivables +
Income tax receivables – Trade payables – Income tax
payables – Other amounts payable
OECD: Organisation for Economic Co-operation and
Development
Operating profit (loss): Profit before income from other
associates, fair value adjustments of option structures,
earnings of discontinued activities, interests and
taxes. Operating profit (loss) comprises income from
associates of continued activities
PIR: Polyisocyanurate
PU: Polyurethane
RSSR: Recticel Supplier Sustainability Requirements
SBTi: Science Based Targets initiative, corporate climate
action organization
Scope 1: Direct greenhouse (GHG) emissions that
occur from sources that are controlled or owned by
an organization (e.g., emissions associated with fuel
combustion in boilers, furnaces, vehicles)
Scope 2: Indirect GHG emissions associated with the
purchase of electricity, steam, heat, or cooling, for own
use from a utility provider
Scope 3: Indirect GHG emissions not included in scope 2
that occur in the value chain of the company (upstream
and downstream activities). The GHG Protocol separates
scope 3 emissions into 15 categories
SEVESO: EU Directive on the control of major-accident
hazards involving dangerous substances, applying to
over 12,000 industrial installations across the EU
tCO
2
e: Metric tonnes of carbon dioxide equivalent
emissions
Total net financial debt: Net financial debt + the drawn
amounts under off-balance sheet non-recourse
factoring programs
U-value: Presents the rate of thermal transmittance
through a material or building element, quantifying how
well a material acts as a thermal insulator or conductor
W/m
2
K: Watts per square meter Kelvin
WRI: World Resources Institute
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Colofon
Recticel NV/SA
Bourgetlaan 42 Avenue du Bourget
1130 Brussels, Belgium
www.recticel.com
This report is available in English and Dutch.
Dit verslag is beschikbaar in het Nederlands en het Engels.
In case of textual contradictions between the English and the Dutch version, the first shall prevail.
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Leading the way
DMA and IRO
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