[Administration Report](index=2&type=section&id=Administration%20Report) [Company Overview](index=2&type=section&id=Company%20Overview) Oatly Group AB (publ) is a Nasdaq-listed, innovative company developing and selling oat-based dairy substitutes, aiming to lead plant-based consumption - Oatly Group AB (publ) is an innovative company operating within sustainable nutritional health, developing, producing, and selling oat-based dairy substitute products under its own brand, Oatly[4](index=4&type=chunk) - The company's goal is to be an international lifestyle company which is world-leading in its technological area and drives the change toward more plant-based consumption[4](index=4&type=chunk) - Nativus Company Limited owns **45.9%** of Oatly Group AB (publ)'s ordinary shares; none of the remaining shareholders own more than **10%**[6](index=6&type=chunk) - Oatly Group AB (publ) is listed on the **Nasdaq Global Select Market**, US[6](index=6&type=chunk) [Significant Events During the Financial Year 2022](index=2&type=section&id=Significant%20Events%20During%20the%20Financial%20Year%202022) In 2022, revenue grew by 12.3% to $722.2 million despite macro challenges, while strategic actions led to an asset sale and $38.3 million impairment Revenue Growth (2022 vs 2021) | Metric | 2022 (USD Thousand) | 2021 (USD Thousand) | Change (USD Thousand) | Growth (%) | | :---------------- | :---------- | :---------- | :------------ | :--------- | | Revenue | 722,238 | 643,190 | 79,048 | 12.3% | - Revenue growth was primarily a result of additional supply from existing and new facilities and implemented price increases in EMEA and the Americas[7](index=7&type=chunk) - Revenue growth was negatively impacted by slower production capacity scale-up in Asia and the Americas (partially due to COVID-19), the complex macro environment in EMEA and the U.S., and lower than expected sales in Asia (primarily China) due to COVID-19 related foodservice closures[7](index=7&type=chunk) - Strategic actions were initiated to adapt the supply chain network strategy and simplify the organizational structure, aiming for increased agility and profitability with a more asset-light strategy[9](index=9&type=chunk) - Approximately **$4.4 million** in severance-related charges were incurred during 2022 due to strategic actions to simplify the organizational structure[8](index=8&type=chunk) - The company operates production facilities globally, with three additional facilities in Peterborough (U.K.), Fort Worth (U.S.), and China (Asia III) under construction or planning, expected to be completed between **2024** and **2026**[12](index=12&type=chunk)[13](index=13&type=chunk) - The Russian invasion of Ukraine in February 2022 caused a negative impact on the global economy, driving increases in transportation, energy, and material costs, and indirectly impacting ingredient supply and pricing[16](index=16&type=chunk) - Amendments to the revolving credit facility (SRCF Agreement) were implemented, including postponing the EBITDA financial covenant, lowering solvency minimums, and introducing dividend restrictions; a conditional incremental credit facility of **SEK 850 million** (equivalent to **$81.3 million**) was established[17](index=17&type=chunk) - On December 30, 2022, the Group entered into an asset purchase agreement to sell its Ogden, Utah, and Dallas-Fort Worth, Texas, facilities, classifying these assets as held for sale and recognizing a **$38.3 million** impairment as other operating expenses[19](index=19&type=chunk) [Significant Events After the Financial Year 2022](index=3&type=section&id=Significant%20Events%20After%20the%20Financial%20Year%202022) Post-year-end, Oatly completed the sale of its Ogden and Dallas-Fort Worth manufacturing facilities for $102.6 million, establishing a strategic manufacturing alliance and co-pack agreement. The company also authorized and issued $300 million in 9.25% Convertible Senior PIK Notes due 2028, amended its SRCF Agreement, and entered a new $130 million Term Loan B Credit Agreement - On March 1, 2023, the Group completed the sale of its Ogden, Utah, and Dallas-Fort Worth, Texas, manufacturing facilities to Ya YA Foods USA LLC (YYF) for approximately **$102.6 million**, establishing a strategic manufacturing alliance[23](index=23&type=chunk)[24](index=24&type=chunk) - Oatly continues to own all intellectual property related to oat base production and operates its own equipment at the facilities, while YYF will manufacture certain finished products under a co-pack agreement[23](index=23&type=chunk) - An extraordinary general meeting on March 6, 2023, authorized the board to resolve on new issues of shares, warrants, and/or convertible bonds up to a maximum of **$300 million**[25](index=25&type=chunk) - In March and April 2023, the company issued **$300 million** aggregate principal amount of **9.25% Convertible Senior PIK Notes due 2028**, with an initial conversion price of **$2.41** per Ordinary Share or ADS[27](index=27&type=chunk)[28](index=28&type=chunk) - On April 18, 2023, the SRCF Agreement was amended and restated, resetting its term to three years and six months, reducing commitments to **SEK 2,100 million** (equivalent to **$201.0 million**), and resetting financial covenants[29](index=29&type=chunk)[30](index=30&type=chunk) - On April 18, 2023, a Term Loan B Credit Agreement for **$130 million** was entered into, with a five-year term and an interest rate of Term SOFR plus **7.5%** or Base Rate plus **6.5%**[31](index=31&type=chunk) - An Intercreditor Agreement was also entered into on April 18, 2023, to govern the relationship and security ranking among the various creditor groups[32](index=32&type=chunk) [Future Outlook and Risks](index=5&type=section&id=Future%20Outlook%20and%20Risks) Oatly anticipates continued strong growth in the plant-based category, focusing on capacity expansion, but expects ongoing negative impacts from COVID-19, cost inflation, and the Ukraine war, with 2023 net capital expenditures projected at $180-$200 million - The plant-based category is continuously growing strong globally, and the Group will continue efforts to establish and grow operations in major markets, focusing on expanding production capacity[33](index=33&type=chunk) - Negative impacts from the COVID-19 pandemic, including restrictions, absenteeism, supply chain delays, and inflationary pressures, are expected to continue throughout the first quarter of **2023** and beyond, particularly in China[34](index=34&type=chunk) - Cost inflation is expected to continue negatively impacting results for the remainder of **2023**, affecting supply chain, operations, and capacity expansion projects[35](index=35&type=chunk) - Net capital expenditures for **2023** are expected to be in the range of **$180 million** to **$200 million**, primarily for investments in production facilities[38](index=38&type=chunk) - The company believes its sources of liquidity and capital will be sufficient to meet business needs for at least the next **12 months**[38](index=38&type=chunk) [Innovation and Sustainability](index=6&type=section&id=Innovation%20and%20Sustainability) Oatly is committed to innovation in oat-based dairy alternatives, establishing a Research and Innovation Center in Sweden, and prioritizes sustainability with a vision to halve human cow's milk consumption due to oat milk's lower climate impact - Oatly's innovation goal is to build the best possible form of milk and other dairy products for humans and the planet, focusing on creating a better nutritional profile[39](index=39&type=chunk) - The company has a global food innovation team with over **100 employees** in innovation management and R&D as of December 31, **2022**[40](index=40&type=chunk) - A Research and Innovation Center is being established in Sweden, expected to be finished in **2023**, to partner with leading scientists and industry experts[40](index=40&type=chunk) - Sustainability is at the core of the business, with a vision to lead a global movement to reduce human consumption of cow's milk by half, as oat milk generally has a significantly lower climate impact[51](index=51&type=chunk) - A separate sustainability report is published at www.oatly.com, detailing the company's work on transforming society towards plant-based food and drink[52](index=52&type=chunk) [Group Financial Performance Summary](index=7&type=section&id=Group%20Financial%20Performance%20Summary) In 2022, Oatly Group's revenue increased by 12.3% to $722.2 million, but reported a significant loss before tax of $(397.4) million, with total assets decreasing to $1,225.2 million and the equity/asset ratio declining to 64.6% Group Financial Highlights (2022 vs 2021) | Metric (USD Thousand) | 2022 | 2021 | Change (USD Thousand) | Change (%) | | :-------------------- | :------- | :------- | :------------ | :--------- | | Revenue | 722,238 | 643,190 | 79,048 | 12.3% | | Loss before tax | (397,394) | (215,048) | (182,346) | 84.8% | | Total assets | 1,225,197 | 1,628,912 | (403,715) | (24.8%) | | Equity/asset ratio (%) | 64.6% | 76.4% | (11.8) pp | (15.4%) | | Average employees | 1,880 | 1,280 | 600 | 46.9% | [Proposed Appropriation of Profits](index=7&type=section&id=Proposed%20Appropriation%20of%20Profits) The Board of Directors proposes that the available profits of SEK 15,424,011,854 be carried forward - The Board of Directors proposes that profits available for disposal, totaling **SEK 15,424,011,854**, be carried forward[54](index=54&type=chunk) [Consolidated Financial Statements](index=8&type=section&id=Consolidated%20Financial%20Statements) [Consolidated Statement of Operations](index=8&type=section&id=Consolidated%20Statement%20of%20Operations) In 2022, Oatly reported $722.2 million revenue, but gross profit decreased significantly to $80.0 million, and net loss widened to $(392.6) million, resulting in a basic and diluted loss per share of $(0.66) Consolidated Statement of Operations (2022 vs 2021) | Metric (USD Thousand) | 2022 | 2021 | Change (USD Thousand) | Change (%) | | :------------------------------------ | :--------- | :--------- | :------------ | :--------- | | Revenue | 722,238 | 643,190 | 79,048 | 12.3% | | Cost of goods sold | (642,211) | (488,177) | (154,034) | 31.5% | | Gross profit | 80,027 | 155,013 | (74,986) | (48.4%) | | Research and development expenses | (22,262) | (16,771) | (5,491) | 32.7% | | Selling, general and administrative expenses | (412,799) | (353,929) | (58,870) | 16.6% | | Other operating (expenses) and income, net | (40,951) | 1,944 | (42,895) | (2206.5%) | | Operating loss | (395,985) | (213,743) | (182,242) | 85.3% | | Loss before tax | (397,394) | (215,048) | (182,346) | 84.8% | | Loss for the year, attributable to shareholders | (392,567) | (212,393) | (180,174) | 84.8% | | Loss per share, basic and diluted ($) | (0.66) | (0.39) | (0.27) | 69.2% | [Consolidated Statement of Comprehensive Loss](index=9&type=section&id=Consolidated%20Statement%20of%20Comprehensive%20Loss) Oatly Group's total comprehensive loss significantly increased to $(489.6) million in 2022 from $(284.4) million in 2021, primarily due to a higher loss for the year and increased negative exchange differences Consolidated Statement of Comprehensive Loss (2022 vs 2021) | Metric (USD Thousand) | 2022 | 2021 | Change (USD Thousand) | Change (%) | | :------------------------------------ | :--------- | :--------- | :------------ | :--------- | | Loss for the year | (392,567) | (212,393) | (180,174) | 84.8% | | Exchange differences from translation of foreign operations | (96,997) | (71,961) | (25,036) | 34.8% | | Total comprehensive loss for the year | (489,564) | (284,354) | (205,210) | 72.2% | [Consolidated Statement of Financial Position](index=10&type=section&id=Consolidated%20Statement%20of%20Financial%20Position) As of December 31, 2022, total assets decreased to $1,225.2 million, driven by reduced cash and reclassified assets, while total equity declined to $791.1 million and total liabilities increased to $434.1 million Consolidated Statement of Financial Position Highlights (2022 vs 2021) | Metric (USD Thousand) | 2022 | 2021 | Change (USD Thousand) | Change (%) | | :------------------------------------ | :--------- | :--------- | :------------ | :--------- | | Total non-current assets | 742,946 | 821,848 | (78,902) | (9.6%) | | Inventories | 114,475 | 95,661 | 18,814 | 19.7% | | Short-term investments | — | 249,937 | (249,937) | (100.0%) | | Cash and cash equivalents | 82,644 | 295,572 | (212,928) | (72.0%) | | Assets held for sale | 142,703 | — | 142,703 | N/A | | Total current assets | 482,251 | 807,064 | (324,813) | (40.2%) | | TOTAL ASSETS | 1,225,197 | 1,628,912 | (403,715) | (24.8%) | | Total equity attributable to shareholders | 791,143 | 1,245,299 | (454,156) | (36.5%) | | Total non-current liabilities | 92,147 | 140,226 | (48,079) | (34.3%) | | Liabilities to credit institutions (current) | 49,922 | 5,987 | 43,935 | 733.8% | | Liabilities directly associated with assets held for sale | 48,471 | — | 48,471 | N/A | | Total current liabilities | 341,907 | 243,387 | 98,520 | 40.5% | | Total liabilities | 434,054 | 383,613 | 50,441 | 13.2% | | TOTAL EQUITY AND LIABILITIES | 1,225,197 | 1,628,912 | (403,715) | (24.8%) | [Consolidated Statement of Changes in Equity](index=11&type=section&id=Consolidated%20Statement%20of%20Changes%20in%20Equity) Total equity attributable to shareholders decreased significantly from $1,245.3 million in 2021 to $791.1 million in 2022, primarily due to a $(392.6) million loss for the year and $(97.0) million in other comprehensive loss Consolidated Statement of Changes in Equity (2022 vs 2021) | Metric (USD Thousand) | 2022 | 2021 | Change (USD Thousand) | Change (%) | | :------------------------------------ | :--------- | :--------- | :------------ | :--------- | | Balance at January 1 | 1,245,299 | 326,086 | 919,213 | 281.9% | | Loss for the year | (392,567) | (212,393) | (180,174) | 84.8% | | Other comprehensive loss for the year | (96,997) | (71,961) | (25,036) | 34.8% | | Total comprehensive loss for the year | (489,564) | (284,354) | (205,210) | 72.2% | | Share-based payments | 35,466 | 23,632 | 11,834 | 50.1% | | Balance at December 31 | 791,143 | 1,245,299 | (454,156) | (36.5%) | [Consolidated Statement of Cash Flows](index=12&type=section&id=Consolidated%20Statement%20of%20Cash%20Flows) In 2022, net cash used in operating activities increased to $(268.9) million, while investing activities generated $34.8 million and financing activities generated $35.9 million, leading to a $198.2 million decrease in cash and cash equivalents Consolidated Statement of Cash Flows Highlights (2022 vs 2021) | Metric (USD Thousand) | 2022 | 2021 | Change (USD Thousand) | Change (%) | | :------------------------------------ | :--------- | :--------- | :------------ | :--------- | | Net cash flows used in operating activities | (268,946) | (213,832) | (55,114) | 25.8% | | Net cash flows from/(used in) investing activities | 34,794 | (544,328) | 579,122 | (106.4%) | | Net cash flows from financing activities | 35,919 | 955,797 | (919,878) | (96.2%) | | Net (decrease)/increase in cash and cash equivalents | (198,233) | 197,637 | (395,870) | (200.3%) | | Cash and cash equivalents at December 31 | 82,644 | 295,572 | (212,928) | (72.0%) | [Notes to the Consolidated Financial Statements](index=13&type=section&id=Notes%20to%20the%20Consolidated%20Financial%20Statements) [General Information and Accounting Policies](index=13&type=section&id=General%20Information%20and%20Accounting%20Policies) Oatly Group AB (publ) is a Swedish public limited company listed on Nasdaq, with consolidated financial statements prepared in USD under IFRS, while the Parent Company uses SEK and Swedish accounting standards, with key policies covering consolidation, segment reporting, foreign currency, and revenue recognition [Corporate Information (Note 1)](index=13&type=section&id=1.%20Corporate%20information) Oatly Group AB (publ) is a public limited company incorporated in Sweden and listed on the Nasdaq Global Select Market in the U.S., manufacturing and selling oat-based products - Oatly Group AB (publ) is a public limited company incorporated and domiciled in Malmö, Sweden, listed on the **Nasdaq Global Select Market** in the U.S. under the ticker 'OTLY'[61](index=61&type=chunk) - The Group manufactures, distributes, and sells oat-based products[61](index=61&type=chunk) [Summary of Significant Accounting Policies (Note 2)](index=13&type=section&id=2.%20Summary%20of%20significant%20accounting%20policies) Consolidated financial statements are presented in USD under IFRS, while the Parent Company uses SEK; key policies include segment reporting (EMEA, Americas, Asia) and point-in-time revenue recognition adjusted for variable consideration - The consolidated financial statements are presented in **U.S. dollars (USD)** and prepared in accordance with the Swedish Annual Accounts Act, RFR 1, and **IFRS** as endorsed by the European Union[63](index=63&type=chunk)[65](index=65&type=chunk) - The functional currency of the Parent Company is **SEK**[64](index=64&type=chunk) - The CEO is the chief operating decision maker and monitors the Group's performance from a geographic perspective through reportable segments: **EMEA**, **Asia**, and the **Americas**[74](index=74&type=chunk) - Revenue from the sale of goods is recognized at the point in time when control of goods has transferred to the customer, adjusted for estimates of variable consideration such as trade promotions, discounts, and returns[82](index=82&type=chunk)[84](index=84&type=chunk) - New and amended standards (IAS 37, IAS 16, IFRS 9) effective January 1, **2022**, had no material impact on the Group's financial statements[67](index=67&type=chunk)[68](index=68&type=chunk)[69](index=69&type=chunk)[70](index=70&type=chunk) [Financial Risk Management and Capital](index=25&type=section&id=Financial%20Risk%20Management%20and%20Capital) Oatly manages market (currency, interest, commodity), credit, liquidity, and refinancing risks through Board-approved policies, with significant exposures to currency fluctuations, variable interest rates, and commodity price volatility, while maintaining sufficient liquidity [Financial Risk Management (Note 3)](index=25&type=section&id=3.%20Financial%20risk%20management) The Group manages market (interest and currency), credit, liquidity, and refinancing risks through a central treasury department, with primary currency exposure to USD/SEK, EUR/SEK, GBP/SEK, and CNY/SEK exchange rates - The Group is exposed to market risk (interest and currency), credit risk, liquidity risk, and refinancing risk, managed by a central treasury department under Board-approved policies[171](index=171&type=chunk)[172](index=172&type=chunk) - Primary currency risk exposure is to **USD/SEK**, **EUR/SEK**, **GBP/SEK**, and **CNY/SEK** exchange rates, with Group Treasury having the possibility to use foreign exchange instruments to manage risk[174](index=174&type=chunk)[175](index=175&type=chunk) Currency Risk Sensitivity (Impact on Loss Before Tax, 2022) | For the year ending December 31 | Impact on loss before tax (USD Thousand) | | :------------------------------------ | :------------------------ | | USD/SEK exchange rate—increase/decrease 10 % | +/- 94 | | EUR/SEK exchange rate—increase/decrease 10 % | +/- 1,471 | | GBP/SEK exchange rate—increase/decrease 10 % | +/- 17 | | CNY/SEK exchange rate—increase/decrease 10 % | +/- 3,003 | - The main interest rate risk arises from long-term liabilities to credit institutions with variable rates, with a **100 basis point** change impacting loss before tax by **+/- $526 thousand** in 2022[180](index=180&type=chunk)[182](index=182&type=chunk) - Commodity price risk, particularly for oats and rapeseed oil, is significant; a **5%** increase in commodity costs would have increased **2022** costs by **$11.2 million**[187](index=187&type=chunk)[189](index=189&type=chunk) - Credit risk is managed through credit risk assessment and limits; one customer in the foodservice channel represented approximately **14%** of total revenue in **2022**[191](index=191&type=chunk) Trade Receivables Aging (2022) | Category | 2022 (USD Thousand) | | :------------------------ | :------- | | Current | 83,020 | | 1-30 days past due | 9,739 | | 31-60 days past due | 4,630 | | 61-90 days past due | 1,431 | | 91- days past due | 5,865 | | Gross carrying amount | 104,685 | | Allowance for expected credit losses | (3,730) | | Net carrying amount | 100,955 | - As of December 31, **2022**, the Group held cash and cash equivalents of **$82.6 million** (2021: **$295.6 million**) and had access to undrawn bank overdraft facilities of **$318.4 million** (2021: **$397.8 million**)[197](index=197&type=chunk)[206](index=206&type=chunk) - The average maturity of liabilities to credit institutions and available facilities decreased to **16 months** in **2022** (from **27 months** in 2021), indicating increased refinancing risk[208](index=208&type=chunk) Contractual Maturities of Financial Liabilities (December 31, 2022) | Category (USD Thousand) | Less than 3 months | 3 months and 1 year | 1 and 2 years | 2 and 5 years | After 5 years | Total contractual cash flows | Carrying amount | | :-------------------------- | :----------------- | :------------------ | :------------ | :------------ | :------------ | :--------------------------- | :-------------- | | Trade payables | 82,516 | — | — | — | — | 82,516 | 82,516 | | Liabilities to credit institutions | 49,327 | 1,127 | 1,443 | 1,376 | — | 53,273 | 52,590 | | Lease liabilities | 4,671 | 14,015 | 13,328 | 35,201 | 113,277 | 180,492 | 99,108 | | Total non-derivatives | 136,514 | 15,142 | 14,771 | 36,577 | 113,277 | 316,281 | 234,214 | [Significant Accounting Judgments, Estimates and Assessments (Note 4)](index=30&type=section&id=4.%20Significant%20accounting%20judgments,%20estimates%20and%20assessments) Management makes significant judgments in revenue recognition, lease term estimates, incremental borrowing rates, embedded lease assessments, and annual impairment tests for non-financial assets, including goodwill, using key assumptions like EBITDA margin and discount rates - Management makes judgments in revenue recognition regarding variable consideration (discounts, promotions) and classification of trade promotion activities[216](index=216&type=chunk)[217](index=217&type=chunk) - Significant estimates are made in determining lease terms, especially for production plants where extension options are included due to planned large investments (**10-40 year** terms)[220](index=220&type=chunk)[221](index=221&type=chunk) - The Group estimates the incremental borrowing rate (IBR) for leases using observable inputs and entity-specific estimates when the implicit interest rate is not readily determinable[223](index=223&type=chunk) - Judgments are involved in assessing if supplier contracts contain embedded leases, with **three contracts** identified as containing embedded leases as of December 31, **2022**[224](index=224&type=chunk) - Impairment tests for non-financial assets, including goodwill, are performed annually or when indicators exist (e.g., market capitalization below book value, macroeconomic uncertainty), using key assumptions like long-term EBITDA margin, discount rate, and long-term growth rate[227](index=227&type=chunk)[228](index=228&type=chunk)[229](index=229&type=chunk) - Assets related to the Ogden and Dallas-Fort Worth facilities were classified as held for sale as of December 31, **2022**, due to a signed asset purchase agreement, immediate availability for sale, and management's commitment to the plan[231](index=231&type=chunk) [Segment Performance and Revenue](index=32&type=section&id=Segment%20Performance%20and%20Revenue) Oatly operates in EMEA, Americas, and Asia, with EMEA generating the highest external revenue in 2022, all segments reporting negative Adjusted EBITDA, and retail being the largest channel globally, with oatmilk accounting for approximately 89% of total revenue [Segment Information (Note 5)](index=32&type=section&id=5.%20Segment%20information) Oatly's three operating segments are EMEA, Americas, and Asia, with EMEA generating the highest external revenue in 2022, all segments reporting negative Adjusted EBITDA, and oatmilk comprising approximately 89% of total revenue - The Group's three operating segments are **EMEA**, the **Americas**, and **Asia**, based on geographic perspective[232](index=232&type=chunk) Revenue from External Customers by Segment (2022 vs 2021) | Segment (USD Thousand) | 2022 | 2021 | Change (USD Thousand) | Change (%) | | :--------------- | :------- | :------- | :------------ | :--------- | | EMEA | 345,509 | 336,452 | 9,057 | 2.7% | | Americas | 223,880 | 179,830 | 44,050 | 24.5% | | Asia | 152,849 | 126,908 | 25,941 | 20.4% | | Total | 722,238 | 643,190 | 79,048 | 12.3% | Adjusted EBITDA by Segment (2022 vs 2021) | Segment (USD Thousand) | 2022 | 2021 | Change (USD Thousand) | Change (%) | | :--------------- | :--------- | :--------- | :------------ | :--------- | | EMEA | (10,298) | 21,959 | (32,257) | (146.9%) | | Americas | (62,837) | (44,560) | (18,277) | 41.0% | | Asia | (75,183) | (16,480) | (58,703) | 356.2% | | Corporate | (119,605) | (107,896) | (11,709) | 10.8% | | Total | (267,923) | (146,977) | (120,946) | 82.3% | Non-current Assets by Country (2022 vs 2021) | Country (USD Thousand) | 2022 | 2021 | Change (USD Thousand) | Change (%) | | :--------------- | :------- | :------- | :------------ | :--------- | | UK | 186,759 | 119,973 | 66,786 | 55.7% | | US | 130,295 | 262,538 | (132,243) | (50.4%) | | China | 122,495 | 101,082 | 21,413 | 21.2% | | Sweden | 108,073 | 122,488 | (14,415) | (11.8%) | | Singapore | 29,944 | 36,182 | (6,238) | (17.2%) | | Other | 23,984 | 25,833 | (1,849) | (7.2%) | | Total | 601,550 | 668,096 | (66,546) | (10.0%) | Revenue from External Customers by Location (2022 vs 2021) | Location (USD Thousand) | 2022 | 2021 | Change (USD Thousand) | Change (%) | | :---------------- | :------- | :------- | :------------ | :--------- | | US | 220,981 | 177,180 | 43,801 | 24.7% | | China | 134,001 | 111,830 | 22,171 | 19.8% | | UK | 124,948 | 120,278 | 4,670 | 3.9% | | Germany | 79,764 | 70,699 | 9,065 | 12.8% | | Sweden | 48,749 | 57,937 | (9,188) | (15.9%) | | The Netherlands | 25,582 | 24,047 | 1,535 | 6.4% | | Finland | 23,353 | 27,420 | (4,067) | (14.8%) | | Other | 64,860 | 53,799 | 11,061 | 20.6% | | Total | 722,238 | 643,190 | 79,048 | 12.3% | Revenue from External Customers by Channel and Segment (2022) | Channel (USD Thousand) | EMEA | Americas | Asia | Total | | :--------------- | :------- | :------- | :------- | :------- | | Retail | 285,797 | 118,870 | 17,454 | 422,121 | | Foodservice | 58,867 | 101,166 | 100,031 | 260,064 | | Other | 845 | 3,844 | 35,364 | 40,053 | | Total | 345,509 | 223,880 | 152,849 | 722,238 | - Oatmilk accounted for approximately **89%** of total revenue in **2022** (**91%** in 2021)[245](index=245&type=chunk) [Operating Expenses and Income](index=34&type=section&id=Operating%20Expenses%20and%20Income) In 2022, audit fees and employee benefits increased, while depreciation, amortization, and impairment expenses rose significantly, largely due to asset impairment and negative exchange rates, leading to a substantial income tax benefit despite unrecognized deferred tax assets [Remuneration to Auditors (Note 6)](index=34&type=section&id=6.%20Renumeration%20to%20auditors) Total auditor fees for EY and other auditors significantly increased in 2022, with EY audit services rising by 69.2% to $6.92 million Auditor Fees (2022 vs 2021) | Service (USD Thousand) | 2022 | 2021 | Change (USD Thousand) | Change (%) | | :-------------------- | :------- | :------- | :------------ | :--------- | | EY Audit services | 6,920 | 4,090 | 2,830 | 69.2% | | EY Audit related | 75 | 55 | 20 | 36.4% | | EY Other services | 9 | 0 | 9 | N/A | | Total EY | 7,004 | 4,145 | 2,859 | 69.0% | | Other auditors (Total) | 255 | 65 | 190 | 292.3% | [Depreciation, Amortization and Impairment by Function (Note 7)](index=35&type=section&id=7.%20Depreciation,%20amortization%20and%20impairment%20by%20function) Total depreciation, amortization, and impairment expenses increased by 50.9% to $(48.6) million in 2022, with the majority allocated to cost of goods sold, which rose by 79.0% Total Depreciation/Amortization/Impairment by Function (2022 vs 2021) | Function (USD Thousand) | 2022 | 2021 | Change (USD Thousand) | Change (%) | | :------------------------------------ | :--------- | :--------- | :------------ | :--------- | | Cost of goods sold | (39,799) | (22,231) | (17,568) | 79.0% | | Research and development expenses | (765) | (429) | (336) | 78.3% | | Selling, general and administrative expenses | (8,036) | (9,532) | 1,496 | (15.7%) | | Total | (48,600) | (32,192) | (16,408) | 50.9% | [Employee and Personnel Costs (Note 8)](index=35&type=section&id=8.%20Employee%20and%20personnel%20costs) Total employee benefits increased by 36.8% to $(220.4) million in 2022, driven by higher salaries and share-based payments, alongside a 46.9% increase in the average number of employees, particularly in China Total Employee Benefits (2022 vs 2021) | Metric (USD Thousand) | 2022 | 2021 | Change (USD Thousand) | Change (%) | | :------------------------------------ | :--------- | :--------- | :------------ | :--------- | | Salaries and other remuneration | (151,444) | (109,847) | (41,597) | 37.9% | | Social security costs | (24,241) | (19,158) | (5,083) | 26.5% | | Share-based payments | (35,466) | (23,632) | (11,834) | 50.1% | | Pension costs—defined contribution plans | (9,208) | (8,390) | (818) | 9.7% | | Total employee benefits | (220,359) | (161,027) | (59,332) | 36.8% | Average Number of Employees by Geographical Breakdown (2022 vs 2021) | Location | 2022 | 2021 | Change | Growth (%) | | :--------- | :--- | :--- | :----- | :--------- | | Sweden | 708 | 583 | 125 | 21.4% | | Germany | 60 | 50 | 10 | 20.0% | | Netherlands | 61 | 44 | 17 | 38.6% | | UK | 48 | 37 | 11 | 29.7% | | US | 414 | 297 | 117 | 39.4% | | China | 512 | 215 | 297 | 138.1% | | Singapore | 48 | 28 | 20 | 71.4% | | Total | 1,880 | 1,280 | 600 | 46.9% | [Share-based Payments (Note 9)](index=39&type=section&id=9.%20Share-based%20payments) In 2022, the company granted over 8 million Restricted Stock Units and 9 million stock options, resulting in a total share-based payments expense of $35.5 million, with fair value determined using the Black-Scholes model - During **2022**, the company granted **8,024,889 Restricted Stock Units (RSUs)** and **9,651,313 stock options** under the 2021 Incentive Award Plan[260](index=260&type=chunk)[262](index=262&type=chunk) - Total share-based payments expense was **$35.5 million** for the twelve months ended December 31, **2022**, an increase from **$23.6 million** in 2021[266](index=266&type=chunk) - The fair value of stock options is determined using the **Black-Scholes option-pricing model**, considering factors like exercise price, expected term, share price, volatility, dividend yield, and risk-free interest rate[264](index=264&type=chunk) Black-Scholes Model Inputs for Employee Stock Options (May 2022 Grant) | Metric | May 2022 | | :------------------------------------ | :------- | | Exercise price ($) | 3.56 | | Expected term (years) | 6-8 | | Share price at grant date | 3.56 | | Expected price volatility of the Company's shares (%) | 35.00 | | Risk-free interest rate (%) | 2.82-2.81 | [Other Operating (Expenses) and Income, Net (Note 10)](index=40&type=section&id=10.%20Other%20operating%20(expenses)%20and%20income,%20net) Other operating expenses shifted to a significant net loss of $(41.0) million in 2022, primarily due to a $38.3 million impairment charge related to assets held for sale and negative exchange rate differences Other Operating (Expenses) and Income, Net (2022 vs 2021) | Metric (USD Thousand) | 2022 | 2021 | Change (USD Thousand) | Change (%) | | :------------------------------------ | :--------- | :--------- | :------------ | :--------- | | Impairment charge related to assets held for sale | (38,292) | — | (38,292) | N/A | | Other costs related to assets held for sale | (1,289) | — | (1,289) | N/A | | Exchange rate differences | (3,776) | 662 | (4,438) | (670.4%) | | Other operating (expenses) and income, net | (40,951) | 1,944 | (42,895) | (2206.5%) | - The significant shift to a net expense in **2022** was primarily due to a **$38.3 million** impairment charge related to assets held for sale and negative exchange rate differences[268](index=268&type=chunk) [Finance Income and Expenses (Note 11)](index=41&type=section&id=11.%20Finance%20income%20and%20expenses) Total finance expenses increased in 2022, primarily due to higher interest expenses on lease liabilities and fair value changes in derivatives and short-term investments, while finance income saw a slight increase from foreign exchange differences Finance Income and Expenses (2022 vs 2021) | Metric (USD Thousand) | 2022 | 2021 | Change (USD Thousand) | Change (%) | | :------------------------------------ | :--------- | :--------- | :------------ | :--------- | | Total finance income | 15,256 | 14,435 | 821 | 5.7% | | Interest expenses—loan from credit institutions | (5,784) | (8,623) | 2,839 | (32.9%) | | Interest expenses—lease liabilities | (8,144) | (5,026) | (3,118) | 62.0% | | Interest expenses—shareholder loans | — | (5,256) | 5,256 | (100.0%) | | Fair value changes derivatives | (287) | (16) | (271) | 1693.8% | | Fair value changes short-term investments | (1,821) | (222) | (1,599) | 720.3% | | Total finance expenses | (16,665) | (15,740) | (925) | 5.9% | | Finance net | (1,409) | (1,305) | (104) | 8.0% | - Total finance income increased slightly due to net foreign exchange differences, while total finance expenses increased primarily due to higher interest expenses on lease liabilities and fair value changes in derivatives and short-term investments[268](index=268&type=chunk) - No borrowing costs were capitalized in **2022**, compared to **$3.9 million** in 2021 for construction in progress[269](index=269&type=chunk) [Net Exchange-rate Differences (Note 12)](index=41&type=section&id=12.%20Net%20exchange-rate%20differences) Net exchange-rate differences decreased by 29.9% to $9.3 million in 2022, primarily due to a significant negative shift in other operating expenses, partially offset by increased finance income Net Exchange-rate Differences (2022 vs 2021) | Metric (USD Thousand) | 2022 | 2021 | Change (USD Thousand) | Change (%) | | :------------------------------------ | :--------- | :--------- | :------------ | :--------- | | Other operating (expenses) and income, net | (3,776) | 662 | (4,438) | (670.4%) | | Finance income and expenses | 13,112 | 12,661 | 451 | 3.6% | | Exchange-rate differences—net | 9,336 | 13,323 | (3,987) | (29.9%) | [Income Tax (Note 13)](index=41&type=section&id=13.%20Income%20tax) Oatly reported an income tax benefit of $4.8 million in 2022, primarily from deferred tax relating to temporary differences, despite having substantial unrecognized deferred tax assets from $570.6 million in accumulated loss carry-forwards Income Tax Benefit/(Expense) (2022 vs 2021) | Metric (USD Thousand) | 2022 | 2021 | Change (USD Thousand) | Change (%) | | :------------------------------------ | :--------- | :--------- | :------------ | :--------- | | Current tax | (1,526) | 1,767 | (3,293) | (186.4%) | | Deferred tax | 6,353 | 888 | 5,465 | 615.4% | | Income tax benefit/(expense) | 4,827 | 2,655 | 2,172 | 81.8% | - The income tax benefit in **2022** was primarily driven by deferred tax relating to the origination and reversal of temporary differences[271](index=271&type=chunk) Unrecognized Deferred Tax Assets (2022 vs 2021) | Metric (USD Thousand) | 2022 | 2021 | Change (USD Thousand) | Change (%) | | :------------------------------------ | :--------- | :--------- | :------------ | :--------- | | Tax losses carried forward | 112,970 | 71,124 | 41,846 | 58.8% | | Total unrecognized deferred tax assets | 115,031 | 74,217 | 40,814 | 55.0% | - As of December 31, **2022**, the Group's accumulated loss carry-forwards amounted to **$570.6 million**, with **$548.4 million** in Sweden available indefinitely but unrecognized due to uncertainty of utilization[277](index=277&type=chunk) [Assets and Liabilities Details](index=45&type=section&id=Assets%20and%20Liabilities%20Details) In 2022, intangible assets decreased due to exchange differences, while property, plant, and equipment were impacted by assets held for sale and impairment; cash and short-term investments declined sharply, and liabilities to credit institutions increased, with provisions for restructuring recognized [Investments in Subsidiaries (Note 14)](index=45&type=section&id=14.%20Investments%20in%20subsidiaries) The Group wholly owns numerous principal subsidiaries globally, including key entities in Sweden, the UK, Germany, Netherlands, Singapore, the US, and China - The Group wholly owns numerous principal subsidiaries globally, including Oatly AB (Sweden), Oatly UK Ltd, Oatly Germany GmbH, Oatly Netherlands BV, Oatly Singapore Operations & Supply Pte Ltd, Oatly Inc. (US), and Oatly Shanghai Co. Ltd (China)[283](index=283&type=chunk)[284](index=284&type=chunk) [Intangible Assets (Note 15)](index=47&type=section&id=15.%20Intangible%20assets) Total intangible assets decreased by 12.5% to $127.7 million in 2022, primarily due to a decline in goodwill, which is entirely attributable to EMEA and tested annually using value-in-use calculations Total Intangible Assets (2022 vs 2021) | Metric (USD Thousand) | 2022 | 2021 | Change (USD Thousand) | Change (%) | | :------------------------------------ | :--------- | :--------- | :------------ | :--------- | | Goodwill | 112,904 | 130,364 | (17,460) | (13.4%) | | Other intangible assets (net) | 14,670 | 12,486 | 2,184 | 17.5% | | Total | 127,688 | 145,925 | (18,237) | (12.5%) | - Goodwill is entirely related to the acquisition of Cereal Base CEBA AB in **2016** and is monitored at the operating segment level, entirely attributable to **EMEA**[285](index=285&type=chunk)[286](index=286&type=chunk) - The annual goodwill impairment test for **2022** used value-in-use calculations with a pre-tax discount rate of **10.6%** and a long-term growth rate of **2.0%**[287](index=287&type=chunk)[288](index=288&type=chunk) - Sensitivity analysis indicates the recoverable amount would equal the carrying amount if the pre-tax discount rate increased by **3.6%** or the long-term EBITDA margin decreased by **5.9%**[291](index=291&type=chunk) [Property, Plant and Equipment (Note 16)](index=48&type=section&id=16.%20Property,%20plant%20and%20equipment) Net property, plant, and equipment decreased by 3.3% to $493.0 million in 2022, significantly impacted by $148.6 million in assets reclassified as held for sale and a $26.6 million impairment charge related to the YYF Transaction Net Property, Plant and Equipment (2022 vs 2021) | Metric (USD Thousand) | 2022 | 2021 | Change (USD Thousand) | Change (%) | | :------------------------------------ | :--------- | :--------- | :------------ | :--------- | | Total | 492,952 | 509,648 | (16,696) | (3.3%) | - Additions to construction in progress during **2022** amounted to **$122.9 million**, mainly related to investments in new and existing production facilities[292](index=292&type=chunk)[294](index=294&type=chunk) - The decrease in total property, plant and equipment was significantly impacted by **$148.6 million** in assets reclassified as held for sale and a **$26.6 million** impairment charge related to the YYF Transaction[292](index=292&type=chunk)[293](index=293&type=chunk) - Impairment tests for the Americas and Asia cash-generating units (CGUs) showed that the recoverable amount exceeded the carrying amount of non-financial assets[298](index=298&type=chunk) - For the Americas, there are no reasonably possible changes in key assumptions that would have resulted in an impairment[300](index=300&type=chunk) [Leases (Note 17)](index=50&type=section&id=17.%20Leases) Right-of-use assets and lease liabilities decreased significantly in 2022, primarily due to the transfer of Ogden and Dallas-Fort Worth facility lease agreements to Ya YA Foods as part of the YYF Transaction, with new lease agreements commenced for other facilities Right-of-Use Assets (2022 vs 2021) | Metric (USD Thousand) | 2022 | 2021 | Change (USD Thousand) | Change (%) | | :------------------------------------ | :--------- | :--------- | :------------ | :--------- | | Total | 108,598 | 158,448 | (49,850) | (31.5%) | Lease Liabilities (2022 vs 2021) | Metric (USD Thousand) | 2022 | 2021 | Change (USD Thousand) | Change (%) | | :------------------------------------ | :--------- | :--------- | :------------ | :--------- | | Total | 99,108 | 143,219 | (44,111) | (30.8%) | - The decrease in right-of-use assets and lease liabilities is largely due to the transfer of Ogden and Dallas-Fort Worth facility lease agreements to Ya YA Foods as part of the YYF Transaction, included in assets held for sale[306](index=306&type=chunk)[308](index=308&type=chunk) - An impairment charge of **$12.0 million** related to the YYF Transaction was included in depreciation of right-of-use assets[309](index=309&type=chunk) - New lease agreements commenced in **2022** for an additional building at the Ogden production facility (**40-year term**) and a production line in Ma'anshan (**6-year term**)[303](index=303&type=chunk)[304](index=304&type=chunk) - Total cash outflow for leases in **2022** was **$20.7 million**[311](index=311&type=chunk) [Other Non-current Receivables (Note 18)](index=52&type=section&id=18.%20Other%20non-current%20receivables) Total other non-current receivables increased by 41.8% to $7.8 million in 2022, primarily driven by a significant rise in other receivables, partially offset by decreases in deposits and long-term prepaid expenses Other Non-current Receivables (2022 vs 2021) | Metric (USD Thousand) | 2022 | 2021 | Change (USD Thousand) | Change (%) | | :-------------------- | :------- | :------- | :------------ | :--------- | | Deposits | 841 | 941 | (100) | (10.6%) | | Long term prepaid expenses | 3,070 | 3,411 | (341) | (10.0%) | | Other receivables | 3,937 | 1,182 | 2,755 | 233.1% | | Total | 7,848 | 5,534 | 2,314 | 41.8% | [Financial Instruments per Category (Note 19)](index=52&type=section&id=19.%20Financial%20instruments%20per%20category) In 2022, total financial assets at amortized cost decreased by 52.2% to $197.5 million due to the absence of short-term investments, while financial liabilities increased by 22.1% to $226.0 million, driven by higher liabilities to credit institutions and new derivatives Financial Assets (2022 vs 2021) | Metric (USD Thousand) | 2022 | 2021 | Change (USD Thousand) | Change (%) | | :------------------------------------ | :--------- | :--------- | :------------ | :--------- | | Short-term investments | — | 249,937 | (249,937) | (100.0%) | | Cash and cash equivalents | 82,644 | 295,572 | (212,928) | (72.0%) | | Total financial assets (amortized cost) | 197,510 | 413,607 | (216,097) | (52.2%) | Financial Liabilities (2022 vs 2021) | Metric (USD Thousand) | 2022 | 2021 | Change (USD Thousand) | Change (%) | | :------------------------------------ | :--------- | :--------- | :------------ | :--------- | | Liabilities to credit institutions | 52,590 | 5,987 | 46,603 | 778.4% | | Derivatives | 316 | — | 316 | N/A | | Total financial liabilities (amortized cost) | 225,975 | 185,017 | 40,958 | 22.1% | - As of December 31, **2022**, the Group had no short-term investments, compared to **$249.9 million** in 2021[315](index=315&type=chunk) - The change in fair value recorded in profit and loss for short-term investments was a loss of **$1.8 million** in **2022** (2021: loss of **$0.2 million**)[316](index=316&type=chunk) - Derivatives are classified as **Level 2** in the fair value hierarchy, with a fair value of **$0.3 million** in 2022[321](index=321&type=chunk) [Inventories (Note 20)](index=53&type=section&id=20.%20Inventories) Total inventories increased by 19.7% to $114.5 million in 2022, with raw materials and finished goods both rising, while write-downs of inventories to net realizable value significantly increased to $28.8 million Inventories (2022 vs 2021) | Metric (USD Thousand) | 2022 | 2021 | Change (USD Thousand) | Change (%) | | :------------------------------------ | :--------- | :--------- | :------------ | :--------- | | Raw materials and consumables | 20,638 | 17,296 | 3,342 | 19.3% | | Finished goods | 93,837 | 78,365 | 15,472 | 19.7% | | Total | 114,475 | 95,661 | 18,814 | 19.7% | - Inventories recognized as an expense in cost of goods sold amounted to **$608.8 million** in **2022** (**$459.7 million** in 2021)[323](index=323&type=chunk) - Write-downs of inventories to net realizable value significantly increased to **$28.8 million** in **2022** from **$5.1 million** in 2021[324](index=324&type=chunk) [Trade Receivables (Note 21)](index=54&type=section&id=21.%20Trade%20receivables) Net trade receivables decreased by 4.3% to $101.0 million in 2022, primarily due to a significant increase in the allowance for expected credit losses, with major currency exposures in EUR, USD, GBP, and CNY Net Trade Receivables (2022 vs 2021) | Metric (USD Thousand) | 2022 | 2021 | Change (USD Thousand) | Change (%) | | :------------------------------------ | :--------- | :--------- | :------------ | :--------- | | Trade receivables (gross) | 104,685 | 106,402 | (1,717) | (1.6%) | | Less: allowance for expected credit losses | (3,730) | (883) | (2,847) | 322.4% | | Trade receivables—net | 100,955 | 105,519 | (4,564) | (4.3%) | - The largest currency exposures for trade receivables in **2022** were **EUR ($26.7 million)**, **USD ($23.2 million)**, **GBP ($22.0 million)**, and **CNY ($17.4 million)**[325](index=325&type=chunk) [Other Current Receivables (Note 22)](index=54&type=section&id=22.%20Other%20current%20receivables) Total other current receivables decreased by 44.7% to $17.8 million in 2022, driven by significant reductions in value-added tax and other receivables Other Current Receivables (2022 vs 2021) | Metric (USD Thousand) | 2022 | 2021 | Change (USD Thousand) | Change (%) | | :-------------------- | :------- | :------- | :------------ | :--------- | | Value added tax | 11,109 | 20,801 | (9,692) | (46.6%) | | Advance payments to vendors | 3,078 | 3,915 | (837) | (21.4%) | | Other | 3,631 | 7,513 | (3,882) | (51.7%) | | Total | 17,818 | 32,229 | (14,411) | (44.7%) | [Prepaid Expenses (Note 23)](index=54&type=section&id=23.%20Prepaid%20expenses) Total prepaid expenses decreased by 15.5% to $23.4 million in 2022, primarily due to a significant reduction in prepaid selling and marketing expenses, partially offset by increases in prepaid production and other expenses Prepaid Expenses (2022 vs 2021) | Metric (USD Thousand) | 2022 | 2021 | Change (USD Thousand) | Change (%) | | :-------------------- | :------- | :------- | :------------ | :--------- | | Prepaid production and warehouse expenses | 407 | 309 | 98 | 31.7% | | Prepaid selling and marketing expenses | 229 | 5,215 | (4,986) | (95.6%) | | Prepaid insurance expenses | 9,090 | 8,894 | 196 | 2.2% | | Prepaid financing expenses | 3,399 | 3,537 | (138) | (3.9%) | | Other | 10,288 | 9,756 | 532 | 5.5% | | Total | 23,413 | 27,711 | (4,298) | (15.5%) | [Cash and Cash Equivalents (Note 24)](index=54&type=section&id=24.%20Cash%20and%20cash%20equivalents) Total cash and cash equivalents decreased by 72.0% to $82.6 million in 2022, primarily due to a significant reduction in short-term deposits and cash at bank Cash and Cash Equivalents (2022 vs 2021) | Metric (USD Thousand) | 2022 | 2021 | Change (USD Thousand) | Change (%) | | :------------------------------------ | :--------- | :--------- | :------------ | :--------- | | Short-term deposits | 13,894 | 180,458 | (166,564) | (92.3%) | | Cash at bank and on hand | 68,750 | 115,114 | (46,364) | (40.3%) | | Total | 82,644 | 295,572 | (212,928) | (72.0%) | - Short-term deposits, with maturities of **1 to 3 months**, can be withdrawn at any time before maturity[330](index=330&type=chunk) [Share Capital and Other Contributed Capital (Note 25)](index=55&type=section&id=25.%20Share%20capital%20and%20other%20contributed%20capital) As of December 31, 2022, 592.3 million ordinary shares were outstanding, with an increased accumulated deficit of $(665.5) million and a foreign currency translation reserve of $(171.5) million - As of December 31, **2022**, **592,320 thousand** ordinary shares were outstanding (2021: **591,777 thousand**), with a par value of **$0.00018** per share[333](index=333&type=chunk) - The company exercised **650 thousand** warrants in May **2022**, leading to the allotment and issuance of ordinary shares, some converted to American Depositary Shares (ADSs) and some held as treasury shares (**107 thousand** as of December 31, **2022**)[331](index=331&type=chunk)[332](index=332&type=chunk)[333](index=333&type=chunk) - Accumulated deficit increased to **$(665.5) million** in **2022** from **$(308.4) million** in 2021, and the foreign currency translation reserve was **$(171.5) million** in **2022** (2021: **$(74.5) million**)[336](index=336&type=chunk)[337](index=337&type=chunk) [Liabilities to Credit Institutions (Note 26)](index=55&type=section&id=26.%20Liabilities%20to%20credit%20institutions) Total liabilities to credit institutions significantly increased by 778.4% to $52.6 million in 2022, primarily due to the utilization of the SRCF Agreement and an amended EIF Facility, with shares in subsidiaries pledged as collateral Total Liabilities to Credit Institutions (2022 vs 2021) | Metric (USD Thousand) | 2022 | 2021 | Change (USD Thousand) | Change (%) | | :------------------------------------ | :--------- | :--------- | :------------ | :--------- | | Total | 52,590 | 5,987 | 46,603 | 778.4% | - As of December 31, **2022**, the Group had utilized **SEK 500 million** (equivalent to **$47.9 million**) under the SRCF Agreement[342](index=342&type=chunk) - The European Investment Fund Facility (EIF Facility) was amended in October **2022** to extend its term to October **2025**, with **€3.8 million** (equivalent to **$4.0 million**) outstanding[339](index=339&type=chunk)[342](index=342&type=chunk) - No outstanding borrowings were present under the China Merchants Bank (CMB) Credit Facility as of December 31, **2022**[343](index=343&type=chunk) - The Company has pledged shares in its subsidiaries Oatly AB and Cereal Base CEBA AB as collateral for liabilities to credit institutions[345](index=345&type=chunk) [Provisions (Note 27)](index=56&type=section&id=27.%20Provisions) Total provisions remained stable at $11.0 million in 2022, including a $4.415 million restructuring provision recorded in the fourth quarter and a provision for decommissioning costs related to leased production facilities Total Provisions (2022 vs 2021) | Metric (USD Thousand) | 2022 | 2021 | Change (USD Thousand) | Change (%) | | :-------------------- | :------- | :------- | :------------ | :--------- | | Total | 10,994 | 11,033 | (39) | (0.4%) | - A restructuring provision of **$4.415 million** was recorded in the fourth quarter of **2022**, related to organizational restructuring expected to be completed in **2023**[347](index=347&type=chunk)[348](index=348&type=chunk) - A provision for decommissioning costs related to restoration costs for leased production facilities has been recognized[349](index=349&type=chunk) [Shareholder Loans (Note 28)](index=57&type=section&id=28.%20Shareholder%20loans) Shareholder loans received during 2020 were completely settled in connection with the Company's IPO in May 2021, with $10.9 million repaid in cash and the remainder converted into ordinary shares - Shareholder loans received during **2020** were completely settled in connection with the Company's IPO in May **2021**, with **$10.9 million** repaid in cash and the remainder converted into ordinary shares[350](index=350&type=chunk)[359](index=359&type=chunk) [Other Current Liabilities (Note 29)](index=57&type=section&id=29.%20Other%20current%20liabilities) Total other current liabilities increased by 23.0% to $11.8 million in 2022, driven by the recognition of derivatives and a significant rise in other liabilities Other Current Liabilities (2022 vs 2021) | Metric (USD Thousand) | 2022 | 2021 | Change (USD Thousand) | Change (%) | | :-------------------- | :------- | :------- | :------------ | :--------- | | Derivatives | 316 | — | 316 | N/A | | Employee withholding taxes | 1,830 | 1,694 | 136 | 8.0% | | Value added tax | 7,617 | 7,267 | 350 | 4.8% | | Other | 2,060 | 653 | 1,407 | 215.5% | | Total | 11,823 | 9,614 | 2,209 | 23.0% | [Accrued Expenses (Note 30)](index=57&type=section&id=30.%20Accrued%20expenses) Total accrued expenses increased by 4.7% to $123.0 million in 2022, primarily due to higher accrued logistics costs and variable consideration, partially offset by decreases in accrued production and marketing expenses Accrued Expenses (2022 vs 2021) | Metric (USD Thousand) | 2022 | 2021 | Change (USD Thousand) | Change (%) | | :-------------------- | :------- | :------- | :------------ | :--------- | | Accrued production expenses | 28,286 | 30,904 | (2,618) | (8.5%) | | Accrued personnel expenses | 32,169 | 31,487 | 682 | 2.2% | | Accrued logistics costs | 19,699 | 13,190 | 6,509 | 49.3% | | Accrued variable consideration | 15,575 | 12,314 | 3,261 | 26.5% | | Accrued marketing and sales expenses | 6,279 | 7,678 | (1,399) | (18.2%) | | Other accrued expenses | 21,029 | 21,900 | (871) | (4.0%) | | Total | 123,037 | 117,473 | 5,564 | 4.7% | [Other Disclosures](index=57&type=section&id=Other%20Disclosures) Oatly's other disclosures cover related party transactions, changes in financing liabilities, loss per share, commitments, contingencies, assets held for sale, and significant post-period events including the sale of manufacturing facilities and new financing arrangements [Related Party Disclosures (Note 31)](index=57&type=section&id=31.%20Related%20party%20disclosures) Related party disclosures highlight China Resources Verlinvest Health Investment Limited as a significant shareholder, detail compensation to the Board, and transactions with a board member's distribution company, with shareholder loans fully settled in 2021 - China Resources Verlinvest Health Investment Limited owns **45.9%** of Oatly Group AB (publ)'s ordinary shares[353](index=353&type=chunk) - Compensation to the Board of Directors amounted to **$1.0 million** in **2022** (2021: **$0.9 million**)[355](index=355&type=chunk) - Oatly expensed **$0.9 million** in **2022** (2021: **$0.3 million**) under a Distribution Agreement with Chef Sam, a company in which a board member holds a **33%** ownership[357](index=357&type=chunk) - Shareholder loans from related parties were completely settled in connection with the Company's IPO in May **2021**[359](index=359&type=chunk) [Changes in Liabilities Attributable to Financing Activities (Note 32)](index=58&type=section&id=32.%20Changes%20in%20liabilities%20attributable%20to%20financing%20activities) Total liabilities attributable to financing activities remained stable at $151.7 million in 2022, but cash flows from financing significantly decreased due to the absence of large share issuance proceeds seen in 2021 Changes in Liabilities Attributable to Financing Activities (2022 vs 2021) | Metric (USD Thousand) | 2022 | 2021 | Change (USD Thousand) | Change (%) | | :------------------------------------ | :--------- | :--------- | :------------ | :--------- | | Liabilities to credit institutions (balance at Dec 31) | 52,590 | 5,987 | 46,603 | 778.4% | | Leases (balance at Dec 31) | 99,108 | 143,219 | (44,111) | (30.8%) | | Total (balance at Dec 31) | 151,698 | 149,206 | 2,492 | 1.7% | | Cash flows | 35,919 | 955,797 | (919,878) | (96.2%) | - Cash flows from financing activities significantly decreased in **2022** due to the absence of large share issuance proceeds seen in 2021[360](index=360&type=chunk) [Loss per Share (Note 33)](index=58&type=section&id=33.%20Loss%20per%20share) Basic and diluted loss per share increased to $(0.66) in 2022 from $(0.39) in 2021, with potential dilutive securities being anti-dilutive and thus excluded from calculations Basic and Diluted Loss per Share (2022 vs 2021) | Metric | 2022 | 2021 | Change ($) | Change (%) | | :------------------------------------ | :--------- | :--------- | :------------ | :--------- | | Loss per share, U.S. $ | (0.66) | (0.39) | (0.27) | 69.2% | - Potential dilutive securities, including **8,147,594 restricted stock units** and **14,339,052 stock options** in **2022**, were anti-dilutive and thus not included in the diluted loss per share calculations[362](index=362&type=chunk) [Commitments and Contingencies (Note 34)](index=60&type=section&id=34.%20Commitments%20and%20contingencies) Oatly has minimum purchase commitments resulting in $8.7 million in shortfall expenses in 2022, significant commitments for production equipment in the UK and US, and is involved in securities class action complaints which it intends to vigorously defend - Minimum purchase commitments for production and packaging services resulted in **$8.7 million** in shortfall expenses in **2022**, recognized in cost of goods sold[364](index=364&type=chunk) - The Group is committed to **$32.8 million** for production equipment in Peterborough, U.K., and **$22.7 million** in Dallas-Fort Worth, U.S. (**$19.3 million** of the DFW commitment will be transferred to YYF)[366](index=366&type=chunk) - The company is involved in securities class action complaints in the U.S. District Court for the Southern District of New York and New York County Supreme Court, which it disputes and intends to vigorously defend[367](index=367&type=chunk) [Non-current Assets Held for Sale (Note 35)](index=60&type=section&id=35.%20Non-current%20assets%20held%20for%20sale) As of December 31, 2022, assets related to the Ogden and Dallas-Fort Worth manufacturing facilities, totaling $142.7 million, were classified as held for sale, with a $38.3 million impairment recognized, and the transaction completed post-period - As of December 31, **2022**, assets related to the Ogden, Utah, and Dallas-Fort Worth, Texas, manufacturing facilities were classified as held for sale, totaling **$142.7 million**[368](index=368&type=chunk)[369](index=369&type=chunk) - An impairment of **$38.3 million** was recognized to reduce the carrying amount of these assets to their fair value less costs of disposal[368](index=368&type=chunk) - Liabilities directly associated with these assets held for sale amounted to **$48.5 million**[369](index=369&type=chunk) - The transaction for the sale of these facilities closed on March 1, **2023**[369](index=369&type=chunk)[371](index=371&type=chunk) [Events After the End of the Reporting Period (Note 36)](index=61&type=section&id=36.%20Events%20after%20the%20end%20of%20the%20reporting%20period) Significant post-period events include the March 2023 sale of Ogden and DFW facilities for $102.6 million, authorization and issuance of $300 million in Convertible Senior PIK Notes, and April 2023 amendments to the SRCF Agreement and a new $130 million Term Loan B Credit Agreement - On March 1, **2023**, the sale of Ogden and Dallas-Fort Worth manufacturing facilities to Ya YA Foods USA LLC (YYF) was completed for approximately **$102.6 million**, establishing a strategic manufacturing alliance[371](index=371&type=chunk)[372](index=372&type=chunk) - An extraordinary general meeting on March 6, **2023**, authorized the board to issue new shares, warrants, and/or convertible bonds up to **$300 million**[373](index=373&type=chunk) - In March and April **2023**, **$300 million** aggregate principal amount of **9.25% Convertible Senior PIK Notes due 2028** were issued[375](index=375&type=chunk) - On April 18, **2023**, the SRCF Agreement was amended and restated, reducing commitments to **SEK 2,100 million** (**$201.0 million**) and resetting financial covenants[377](index=377&type=chunk) - A **$130 million Term Loan B Credit Agreement** was entered into on April 18, **2023**, with a five-year term[378](index=378&type=chunk) - An Intercreditor Agreement was established on April 18, **2023**, to govern the ranking and security among the SRCF, EIF Facility, Term Loan B, and Convertible Notes[379](index=379&type=chunk) [Parent Company Financial Statements](index=63&type=section&id=Parent%20Company%20Financial%20Statements) [Parent Company Income Statement](index=63&type=section&id=Parent%20Company%20Income%20Statement) The Parent Company's net revenues decreased to SEK 341.5 million in 2022, but profit before tax significantly increased to SEK 2,079.7 million, primarily due to higher other interest income from exchange rate differences, resulting in a loss for the year of SEK 219.7 million after appropriations Parent Company Income Statement (2022 vs 2021) | Metric (SEK Thousand) | 2022 | 2021 | Change (SEK Thousand) | Change (%) | | :------------------------------------ | :--------- | :--------- | :------------ | :--------- | | Revenue | 341,529 | 395,040 | (53,511) | (13.5%) | | Operating loss | (147,702) | (8,913) | (138,789) | 1557.1% | | Other interest income and similar items | 2,330,607 | 1,328,970 | 1,001,637 | 75.4% | | Interest expenses and similar income items | (103,216) | (150,469) | 47,253 | (31.4%) | | Profit before tax and year-end appropriations | 2,079,689 | 1,169,588 | 910,101 | 77.8% | | Year-end appropriations | (1,860,023) | (238,156) | (1,621,867) | 681.0% | | Loss for the year | 219,666 | 931,432 | (711,766) | (76.4%) | [Parent Company Statement of Financial Position](index=64&type=section&id=Parent%20Company%20Statement%20of%20Financial%20Position) As of December 31, 2022, the Parent Company's total assets increased to SEK 17,381.5 million, driven by higher shares in group companies, while total equity rose to SEK 15,424.9 million and total liabilities significantly increased to SEK 1,956.6 million due to new non-current liabilities Parent Company Statement of Financial Position Highlights (2022 vs 2021) | Metric (SEK Thousand) | 2022 | 2021 | Change (SEK Thousand) | Change (%) | | :------------------------------------ | :--------- | :--------- | :------------ | :--------- | | Shares in group companies | 8,936,466 | 4,956,771 | 3,979,695 | 80.3% | | Receivables from group companies (non-current) | 8,277,759 | 9,847,706 | (1,569,947) | (15.9%) | | Total fixed assets | 17,214,225 | 14,805,099 | 2,409,126 | 16.3% | | Cash and cash equivalents | 46,490 | 13,716 | 32,774 | 238.9% | | Total current assets | 167,255 | 130,283 | 36,972 | 28.4% | | TOTAL ASSETS | 17,381,481 | 14,935,383 | 2,446,098 | 16.4% | | Total equity | 15,424,899 | 14,836,541 | 588,358 | 4.0% | | Liabilities to group companies (non-current) | 1,698,611 | — | 1,698,611 | N/A | | Total non-current liabilities | 1,698,611 | 0 | 1,698,611 | N/A | | Total current liabilities | 257,971 | 98,842 | 159,129 | 161.0% | | TOTAL EQUITY AND LIABILITIES | 17,381,481 | 14,935,383 | 2,446,098 | 16.4% | [Parent Company Statement of Changes in Equity](index=65&type=section&id=Parent%20Company%20Statement%20of%20Changes%20in%20Equity) The Parent Company's total equity increased to SEK 15,424.9 million in 2022, primarily due to share-based payments and the transfer of last year's profit, partially offset by warrant redemptions Parent Company Statement of Changes in Equity (2022 vs 2021) | Metric (SEK Thousand) | 2022 | 2021 | Change (SEK Thousand) | Change (%) | | :------------------------------------ | :--------- | :--------- | :------------ | :--------- | | Opening equity, January 1 | 14,836,541 | 3,889,336 | 10,947,205 | 281.5% | | Share-based payments | 369,315 | 197,523 | 171,792 | 87.0% | | Transfer of last year's profit or loss | — | — | — | N/A | | Net loss for the year | 219,666 | 931,432 | (711,766) | (76.4%) | | Closing equity, December 31 | 15,424,899 | 14,836,541 | 588,358 | 4.0% | [Parent Company Statement of Cash Flows](index=66&type=section&id=Parent%20Company%20Statement%20of%20Cash%20Flows) The Parent Company's cash flow from operating activities improved to SEK 158.0 million in 2022, while investing a

PART I This section encompasses key company information, operational and financial performance, and governance details [Item 3. Key Information](index=10&type=section&id=Item%203.%20Key%20Information) This section details significant risks and uncertainties, covering financial performance, macroeconomic impacts, supply chain dependencies, and operational challenges [Risk Factors](index=10&type=section&id=D.%20Risk%20Factors) This subsection outlines various risks, including financial losses, macroeconomic effects, supply chain vulnerabilities, and internal control weaknesses - The company has a history of net losses, with a net loss of **$392.6 million** in 2022, an increase from **$212.4 million** in 2021 Operating expenses and capital expenditures are expected to increase, driven by investments to meet demand and expansion efforts[43](index=43&type=chunk) - Macroeconomic factors, including the COVID-19 pandemic (especially in China) and the Russian invasion of Ukraine, have led to elevated inflation, increased costs for transportation, energy, and materials, and disruptions to the supply chain and capacity expansion projects[43](index=43&type=chunk)[45](index=45&type=chunk) - The company relies on a limited number of suppliers for high-quality oats and a single supplier for a key enzyme used in its Barista Edition oatmilk, creating a risk of supply disruption[54](index=54&type=chunk)[57](index=57&type=chunk) - A strategic partnership with Ya YA Foods (YYF) for manufacturing facilities in Utah and Texas is integral to the company's shift to a hybrid production network Failure of this partnership could harm operations and manufacturing strategy[65](index=65&type=chunk) - Oatmilk sales constitute a significant portion of revenue, accounting for approximately **89%** in 2022 A reduction in sales of oatmilk varieties would adversely affect the company's financial condition[92](index=92&type=chunk) - Material weaknesses in internal control over financial reporting were identified, relating to technology access, lack of documented policies and procedures, and inadequate segregation of duties These weaknesses could affect the accuracy and timeliness of financial reporting[204](index=204&type=chunk)[206](index=206&type=chunk) - The company's largest shareholder, Nativus Company Limited (affiliated with CRVV), holds approximately **45.9%** of the voting power, giving it significant influence over corporate matters[212](index=212&type=chunk) [Item 4. Information on the Company](index=52&type=section&id=Item%204.%20Information%20on%20the%20Company) This section provides a comprehensive overview of Oatly's business, including its history, global operations, product portfolio, and market strategy [History and Development of the Company](index=52&type=section&id=A.%20History%20and%20Development%20of%20the%20Company) This subsection traces Oatly's origins, its proprietary oatmilk process, and significant production capacity expansions - Oatly was founded based on research from Lund University in the early 1990s, leading to the launch of the world's first oatmilk in 1995 using a proprietary, patented enzyme-based process[268](index=268&type=chunk) - The company has expanded its production capacity significantly, opening facilities in the U.S. and the Netherlands in 2019, and in Utah, Singapore, and China in 2021 A strategic partnership with Ya YA Foods (YYF) was established for its Utah and Texas facilities to shift towards a more asset-light, hybrid manufacturing model[270](index=270&type=chunk) [Business Overview](index=53&type=section&id=B.%20Business%20Overview) This subsection provides an overview of Oatly's global operations, market disruption strategy, and key growth initiatives - Oatly is the world's original and largest oatmilk company, operating in over **20 countries** and disrupting a global dairy industry estimated at **$631 billion** in retail sales in 2022[275](index=275&type=chunk)[276](index=276&type=chunk)[285](index=285&type=chunk) - The company employs a foodservice-led expansion strategy, using channels like coffee shops to build brand awareness and drive sales in retail As of December 31, 2022, products were available in over **200,000 retail and foodservice locations** globally[280](index=280&type=chunk)[281](index=281&type=chunk) - Key growth strategies include expanding the consumer base, increasing presence across channels, innovating new products, entering new international markets, and driving an asset-light production capacity expansion[300](index=300&type=chunk) Revenue by Channel (FY 2022) | Channel | Revenue Percentage | | :--- | :--- | | Retail | 58.4% | | Foodservice | 36.0% | | E-commerce & Other | 5.6% | - The company utilizes three production models: co-packing, hybrid, and end-to-end self-manufacturing For the year ended December 31, 2022, approximately **27%** of products were co-packed, **43%** hybrid, and **30%** end-to-end The long-term strategy is to shift more towards hybrid and end-to-end models[337](index=337&type=chunk)[338](index=338&type=chunk) [Organizational Structure](index=69&type=section&id=C.%20Organizational%20Structure) This subsection describes Oatly Group AB's corporate structure, including its wholly-owned subsidiaries across key geographies - Oatly Group AB is a Swedish public limited company with 29 wholly-owned subsidiaries as of December 31, 2022 Key subsidiaries are located in Sweden, the UK, Germany, the Netherlands, the US, Singapore, and China[372](index=372&type=chunk) [Property, Plants and Equipment](index=69&type=section&id=D.%20Property,%20Plants%20and%20Equipment) This subsection details the company's production facilities, future capital expenditure plans, and targeted oat base capacity - As of December 2022, the company operated six production facilities across EMEA, the Americas, and Asia, with three additional facilities under construction or in planning stages[374](index=374&type=chunk) - The company estimates capital expenditures of approximately **$180-200 million** in 2023 for facilities under construction and maintenance of existing ones It aims to achieve an annualized run-rate output of approximately **900 million liters** of finished goods equivalent of oat base capacity by the end of 2023[376](index=376&type=chunk) [Operating and Financial Review and Prospects](index=70&type=section&id=Item%205.%20Operating%20and%20Financial%20Review%20and%20Prospects) This section details the company's financial performance, liquidity, and capital resources, covering revenue, profitability, and strategic financing [Operating Results](index=70&type=section&id=A.%20Operating%20Results) This subsection analyzes the company's financial performance, including revenue growth, gross margin decline, and expense trends Consolidated Statement of Operations Highlights (FY 2022 vs FY 2021) | Metric | 2022 (in thousands) | 2021 (in thousands) | % Change | | :--- | :--- | :--- | :--- | | Revenue | $722,238 | $643,190 | 12.3% | | Gross Profit | $80,027 | $155,013 | -48.4% | | Gross Margin | 11.1% | 24.1% | -13.0 p.p. | | Operating Loss | ($395,985) | ($213,743) | 85.3% | | Loss for the year | ($392,567) | ($212,393) | 84.8% | - Revenue for FY2022 increased by **12.3%** to **$722.2 million**, driven by volume growth and price increases On a constant currency basis, revenue would have increased by **20.1%**[419](index=419&type=chunk) - Gross margin declined significantly from **24.1%** in 2021 to **11.1%** in 2022 The decline was attributed to higher inflation (**4.5 p.p.**), COVID-19 impacts in China (**4.5 p.p.**), production ramp-up challenges at the Ogden facility (**2.6 p.p.**), and higher inventory provisions in Europe (**2.3 p.p.**)[426](index=426&type=chunk)[427](index=427&type=chunk) - Selling, general and administrative (SG&A) expenses increased by **16.6%** to **$412.8 million**, primarily due to higher employee-related expenses from increased headcount, share-based compensation, and severance charges[430](index=430&type=chunk) - An asset impairment charge of **$39.6 million** was recorded in Q4 2022 related to the strategic transaction with Ya YA Foods (YYF)[431](index=431&type=chunk) [Liquidity and Capital Resources](index=78&type=section&id=B.%20Liquidity%20and%20Capital%20Resources) This subsection outlines the company's cash position, available facilities, and recent significant refinancing activities - As of December 31, 2022, the company had cash and cash equivalents of **$82.6 million** and access to **$315.6 million** in undrawn bank facilities[451](index=451&type=chunk)[452](index=452&type=chunk) - In March and April 2023, the company completed a significant refinancing, issuing **$300 million** in **9.25% Convertible Senior PIK Notes** due 2028 and securing a new **$130 million Term Loan B facility**[453](index=453&type=chunk)[455](index=455&type=chunk)[458](index=458&type=chunk) Consolidated Cash Flow Summary (FY 2022 vs FY 2021) | Cash Flow Activity | 2022 (in thousands) | 2021 (in thousands) | | :--- | :--- | :--- | | Net cash used in operating activities | ($268,946) | ($213,832) | | Net cash from/(used in) investing activities | $34,794 | ($544,328) | | Net cash from financing activities | $35,919 | $955,797 | - Net cash used in operating activities increased to **$268.9 million** in 2022 from **$213.8 million** in 2021, primarily driven by a larger loss from operations[465](index=465&type=chunk) [Item 6. Directors, Senior Management and Employees](index=85&type=section&id=Item%206.%20Directors,%20Senior%20Management%20and%20Employees) This section details the company's leadership, board structure, compensation practices, and employee base [Compensation](index=88&type=section&id=B.%20Compensation) This subsection details the compensation of the CEO and non-executive directors, including base salary and share-based awards CEO and Non-Executive Director Compensation (FY 2022) | Name | Position | Total Remuneration 2022 (USD) | | :--- | :--- | :--- | | Toni Petersson | CEO and Director | $6,858,356 | | Frances Rathke | Non-Executive Director | $159,514 | | Steven Chu | Non-Executive Director | $159,514 | | Hannah Jones | Non-Executive Director | $147,014 | | Bernard Hours | Non-Executive Director | $137,014 | - The total remuneration for the CEO, Toni Petersson, in 2022 was approximately **$6.86 million**, which includes a base salary of **$751,742** and share-based compensation expense of **$5,662,140**[494](index=494&type=chunk) - The company adopted the 2021 Incentive Award Plan in connection with its IPO, reserving **69,496,515 shares** for various share-based awards Significant grants of stock options and RSUs were made in May and November 2022[502](index=502&type=chunk)[503](index=503&type=chunk)[504](index=504&type=chunk) [Employees](index=96&type=section&id=D.%20Employees) This subsection provides an overview of the company's employee headcount, growth trends, and functional distribution Employee Headcount by Geography | Geography | As of Dec 31, 2022 | As of Dec 31, 2021 | | :--- | :--- | :--- | | EMEA | 929 | 826 | | United States | 439 | 379 | | Asia | 641 | 410 | | **Total** | **2,009** | **1,615** | - Total employee count increased from **1,615** at the end of 2021 to **2,009** at the end of 2022 The largest functional group is Production, supply chain and operations, with **900 employees**[536](index=536&type=chunk)[540](index=540&type=chunk) [Item 7. Major Shareholders and Related Party Transactions](index=97&type=section&id=Item%207.%20Major%20Shareholders%20and%20Related%20Party%20Transactions) This section details the company's ownership structure, identifying major shareholders and outlining related party transactions [Major Shareholders](index=97&type=section&id=A.%20Major%20Shareholders) This subsection identifies the company's major shareholders and their beneficial ownership percentages Beneficial Ownership of Major Shareholders (as of April 19, 2023) | Name of Beneficial Owner | Percentage Ownership | | :--- | :--- | | Nativus Company Limited | 46.9% | | Blackstone Funds | 8.1% | | Baillie Gifford | 6.2% | - Nativus Company Limited, a subsidiary of a joint venture between Verlinvest S.A. and an entity wholly owned by China Resources, is the largest shareholder with **46.9%** beneficial ownership[545](index=545&type=chunk) [Item 11. Quantitative and Qualitative Disclosures About Market Risk](index=110&type=section&id=Item%2011.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section outlines the company's exposure to market risks, including foreign exchange, interest rate, credit, and commodity price - The company is primarily exposed to foreign exchange risk from transactions in USD, GBP, EUR, and CNY against the SEK It uses derivatives to hedge between **0%** and **100%** of the net cash flow exposure for the following 18 months[615](index=615&type=chunk)[616](index=616&type=chunk) - Interest rate risk arises from long-term liabilities with variable rates As of December 31, 2022, the nominal amount of variable-rate debt was **$4.0 million**[617](index=617&type=chunk)[618](index=618&type=chunk) - The company faces commodity price risk for its main ingredient, oats A general **5%** increase in commodity costs in 2022 would have increased costs by **$11.2 million**[624](index=624&type=chunk)[842](index=842&type=chunk) - Regarding credit risk, one customer in the foodservice channel accounted for **14%** of total revenue for the year ended December 31, 2022[621](index=621&type=chunk) PART II This section details the company's internal controls and procedures, including identified weaknesses and remediation efforts [Controls and Procedures](index=115&type=section&id=Item%2015.%20Controls%20and%20Procedures) This section details the ineffectiveness of disclosure controls and procedures due to material weaknesses in internal financial reporting controls - Management concluded that disclosure controls and procedures were not effective as of **December 31, 2022**, due to material weaknesses in internal control over financial reporting[648](index=648&type=chunk)[649](index=649&type=chunk) - The identified material weaknesses relate to: (i) technology access and change control processes, (ii) lack of documented policies, procedures, and evidence of performing controls, and (iii) inadequate segregation of duties[652](index=652&type=chunk) - The company has initiated a remediation plan, which includes implementing IT general controls, hiring additional resources, documenting business processes, and engaging external resources to improve the control environment[653](index=653&type=chunk) - The independent registered public accounting firm, Ernst & Young AB, issued an adverse report on the company's internal control over financial reporting as of **December 31, 2022**[655](index=655&type=chunk)[703](index=703&type=chunk) PART III This section presents the audited consolidated financial statements, including the independent auditor's report and detailed notes [Financial Statements](index=120&type=section&id=Item%2018.%20Financial%20Statements) This section presents the audited consolidated financial statements, including the independent auditor's report and detailed notes [Report of Independent Registered Public Accounting Firm](index=124&type=section&id=Report%20of%20Independent%20Registered%20Public%20Accounting%20Firm) This subsection presents the independent auditor's opinion on financial statements and internal controls, noting critical audit matters - The independent auditor, Ernst & Young AB, issued an unqualified opinion, stating that the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of **December 31, 2022 and 2021**[693](index=693&type=chunk) - The auditor issued an adverse opinion on the Company's internal control over financial reporting as of **December 31, 2022**, due to material weaknesses related to IT access controls, lack of documented policies, and inadequate segregation of duties[694](index=694&type=chunk)[703](index=703&type=chunk)[704](index=704&type=chunk) - Critical Audit Matters identified were (1) Revenue recognition related to variable consideration, due to the subjective management assumptions involved, and (2) Impairment of non-financial assets, including goodwill, due to the significant estimation required in determining recoverable amounts[697](index=697&type=chunk)[698](index=698&type=chunk)[701](index=701&type=chunk) [Notes to the consolidated financial statements](index=133&type=section&id=Notes%20to%20the%20consolidated%20financial%20statements) This subsection provides detailed disclosures on accounting policies, segment performance, and significant post-year-end events Segment Revenue and Adjusted EBITDA (FY 2022) | Segment | Total Segment Revenue (in thousands) | Adjusted EBITDA (in thousands) | | :--- | :--- | :--- | | EMEA | $380,449 | ($10,298) | | Americas | $224,700 | ($62,837) | | Asia | $156,508 | ($75,183) | | Corporate | — | ($119,605) | | **Total** | **$722,238** | **($267,923)** | - The company recognized share-based payment expenses of **$35.5 million** for FY2022, up from **$23.6 million** in FY2021, primarily related to its 2021 Incentive Award Plan[910](index=910&type=chunk)[918](index=918&type=chunk) - As of December 31, 2022, the company had unrecognized deferred tax assets of **$115.0 million**, primarily related to tax loss carry-forwards of **$113.0 million**, mostly in Sweden[928](index=928&type=chunk) - On December 30, 2022, the company entered into an asset purchase agreement with Ya YA Foods (YYF) to sell its manufacturing facilities in Ogden, Utah, and Dallas-Fort Worth, Texas Assets and liabilities related to this transaction were classified as held for sale, resulting in an impairment charge of **$38.3 million**[1018](index=1018&type=chunk)[1019](index=1019&type=chunk) - Subsequent to year-end, in March/April 2023, the company completed significant financing activities, including the closing of the YYF transaction, issuing **$300 million** in convertible notes, entering a new **$130 million Term Loan B**, and amending its revolving credit facility[1023](index=1023&type=chunk)[1027](index=1027&type=chunk)[1030](index=1030&type=chunk)

Oatly Group AB (NASDAQ:OTLY) Q4 2022 Earnings Conference Call March 15, 2023 8:30 AM ET Company Participants Toni Petersson - Chief Executive Officer Christian Hanke - Chief Financial Officer Daniel Ordonez - Chief Operating Officer Jean-Christophe Flatin - Global President Brian Kearney - Vice President, Investor Relations Conference Call Participants Ken Goldman - JP Morgan John Baumgartner - Mizuho Rob Dickerson - Jefferies Kaumil Gajrawala - Credit Suisse Michael Lavery - Piper Sandler John Anderson - ...

[Overview and Highlights](index=1&type=section&id=Overview%20and%20Highlights) [Fourth Quarter & Full Year 2022 Performance](index=1&type=section&id=Fourth%20Quarter%20%26%20Full%20Year%202022%20Performance) Oatly's Q4 revenue grew 4.9% to $195.1M (13.9% constant currency), full year up 12.3% to $722.2M (20.1% constant currency), with improved gross margin and adjusted EBITDA loss Q4 2022 Revenue by Segment (in thousands of U.S. dollars) | Region | 2022 | 2021 | % Change (Reported) | % Change (Constant Currency) | | :--- | :--- | :--- | :--- | :--- | | EMEA | $89,974 | $88,881 | 1.2% | 15.4% | | Americas | $64,386 | $55,487 | 16.0% | 16.0% | | Asia | $40,708 | $41,557 | -2.0% | 7.6% | | **Total** | **$195,068** | **$185,925** | **4.9%** | **13.9%** | Full Year 2022 Revenue by Segment (in thousands of U.S. dollars) | Region | 2022 | 2021 | % Change (Reported) | % Change (Constant Currency) | | :--- | :--- | :--- | :--- | :--- | | EMEA | $345,509 | $336,452 | 2.7% | 15.5% | | Americas | $223,880 | $179,830 | 24.5% | 24.5% | | Asia | $152,849 | $126,908 | 20.4% | 25.8% | | **Total** | **$722,238** | **$643,190** | **12.3%** | **20.1%** | Q4 2022 Key Financial Metrics | Metric | Q4 2022 | Q4 2021 | Change | | :--- | :--- | :--- | :--- | | Revenue | $195.1M | $185.9M | +4.9% | | Gross Margin | 15.9% | 15.9% | Flat YoY | | Net Loss | $125.2M | $79.8M | Increased Loss | | Adjusted EBITDA Loss | $60.5M | $65.6M | Improved by $5.1M | [Financing and Strategic Updates](index=1&type=section&id=Financing%20and%20Strategic%20Updates) Oatly secured $425 million in financing for growth and completed a strategic transaction with Ya YA Foods for an asset-light manufacturing model - Secured **$425 million** in financing commitments to fund growth investments and reach financial self-sufficiency[1](index=1&type=chunk)[3](index=3&type=chunk)[4](index=4&type=chunk) - Completed the Ya YA Foods (YYF) transaction to establish a strategic hybrid manufacturing alliance in North America, moving towards an asset-light model[3](index=3&type=chunk)[13](index=13&type=chunk) - Management stated that bold actions were taken in 2022 to strengthen the management team, transition the supply chain, and simplify the cost structure[3](index=3&type=chunk) [Financial Performance](index=3&type=section&id=Financial%20Performance) [Consolidated Financial Results (Q4 2022)](index=3&type=section&id=Consolidated%20Financial%20Results%20%28Q4%202022%29) Q4 2022 revenue grew 4.9% to $195.1M, with gross margin improving to 15.9% sequentially, but net loss widened to $125.2M due to asset impairment - Q4 revenue growth was primarily driven by price increases implemented in EMEA and the Americas, with sold volume increasing to **137 million liters** from 124 million in Q4 2021[8](index=8&type=chunk) - Gross margin improved sequentially by **1,320 basis points** from Q3 2022, driven by supply chain improvements (660 bps), easing COVID restrictions in Asia (430 bps), and pricing actions (140 bps)[10](index=10&type=chunk)[14](index=14&type=chunk) - Selling, general and administrative (SG&A) expenses decreased by **$11.0 million** to $107.9 million, mainly due to a **$9.3 million** reduction in branding and marketing expenses[11](index=11&type=chunk) - Other operating expenses were **$41.1 million**, compared to income of $2.3 million in the prior year, primarily due to an asset impairment charge related to the YYF transaction[12](index=12&type=chunk) [Segment Performance (Q4 2022)](index=4&type=section&id=Segment%20Performance%20%28Q4%202022%29) In Q4, EMEA revenue grew 15.4% in constant currency with Adjusted EBITDA turning positive at $1.7 million. Americas revenue grew 16.0% driven by pricing, with Adjusted EBITDA loss narrowing to $4.7 million despite significant one-time charges. Asia revenue grew 7.6% in constant currency despite COVID-19 headwinds, but its Adjusted EBITDA loss widened to $21.0 million due to investments in growth Q4 2022 Segment Adjusted EBITDA (in thousands of U.S. dollars) | Segment | Q4 2022 | Q4 2021 | | :--- | :--- | :--- | | EMEA | $1,735 | ($2,779) | | Americas | ($4,661) | ($8,708) | | Asia | ($21,004) | ($14,948) | | Corporate | ($36,534) | ($39,174) | | **Total** | **($60,464)** | **($65,609)** | [EMEA](index=5&type=section&id=EMEA) - Revenue increased **1.2%** as reported to **$90.0 million**, but grew **15.4%** on a constant currency basis, driven by growth across all markets and channels, particularly the Barista oat drink[23](index=23&type=chunk) - Adjusted EBITDA improved to a profit of **$1.7 million** from a loss of $2.8 million in the prior year, primarily due to lower operating expenses, including reduced branding and advertising spend[24](index=24&type=chunk) [Americas](index=5&type=section&id=Americas) - Revenue increased **16.0%** to **$64.4 million**, primarily due to price increases on oat drink products, while sold volume remained flat at **36 million liters**[26](index=26&type=chunk)[27](index=27&type=chunk) - EBITDA loss widened significantly to **$45.8 million** from $9.9 million, largely due to one-time impairment charges and costs related to the YYF transaction[28](index=28&type=chunk) - Adjusted EBITDA loss improved to **$4.7 million** from $8.7 million in the prior year period[28](index=28&type=chunk) [Asia](index=7&type=section&id=Asia) - Revenue decreased **2.0%** as reported to **$40.7 million** but increased **7.6%** on a constant currency basis, despite impacts from COVID-19 in China. Sold volume grew to **27 million liters** from 22 million in Q4 2021[29](index=29&type=chunk) - Adjusted EBITDA loss widened to **$21.0 million** from $14.9 million, driven by higher operating expenses to scale operations and lower gross profit margin from higher production costs[30](index=30&type=chunk) [Corporate Expense](index=7&type=section&id=Corporate%20Expense) - Corporate expense, consisting of unallocated general overhead costs, decreased by **$1.8 million** to **$42.5 million** in Q4 2022, primarily due to lower professional fees[31](index=31&type=chunk) [Financial Position and Cash Flow](index=7&type=section&id=Financial%20Position%20and%20Cash%20Flow) [Balance Sheet and Cash Flow Summary](index=7&type=section&id=Balance%20Sheet%20and%20Cash%20Flow%20Summary) As of Dec 31, 2022, Oatly held $82.6M cash and $52.6M debt; FY2022 net cash used in operations was $268.9M, with capex at $201.7M Key Balance Sheet and Cash Flow Data (as of Dec 31, 2022) | Metric | Amount (USD) | | :--- | :--- | | Cash and cash equivalents | $82.6 million | | Total outstanding debt | $52.6 million | | Net cash used in operating activities (FY 2022) | $268.9 million | | Capital expenditures (FY 2022) | $201.7 million | [Business Outlook](index=7&type=section&id=Business%20Outlook) [Fiscal Year 2023 Guidance](index=7&type=section&id=Fiscal%20Year%202023%20Guidance) FY2023 guidance projects 23-28% constant currency revenue growth, gross margin improving to high-20%s by Q4, capex $180-200M, targeting positive adjusted EBITDA in FY2024 - Revenue growth is projected to be **23% to 28%** on a constant currency basis[34](index=34&type=chunk) - Gross margin is expected to improve sequentially each quarter, reaching the **high-20%s** in Q4 2023[34](index=34&type=chunk) - Capital expenditures are guided to be between **$180 million and $200 million**[34](index=34&type=chunk) - The company believes its 2023 progress will lead to a full year of positive adjusted EBITDA in fiscal 2024[13](index=13&type=chunk)[33](index=33&type=chunk) [Long-Term Targets](index=7&type=section&id=Long-Term%20Targets) Oatly's long-term targets include a gross profit margin of 35-40% and an adjusted EBITDA margin in the mid- to high-teens - Targeting a long-term gross profit margin of **35% to 40%**[34](index=34&type=chunk) - Aiming for a long-term adjusted EBITDA margin in the **mid- to high-teens**[34](index=34&type=chunk) [Appendix](index=10&type=section&id=Appendix) [Non-IFRS Financial Measures Reconciliation](index=10&type=section&id=Non-IFRS%20Financial%20Measures%20Reconciliation) This section reconciles IFRS to non-IFRS measures, showing Q4 2022 net loss of $125.2M adjusted to an Adjusted EBITDA loss of $60.5M Reconciliation of Net Loss to Adjusted EBITDA (Q4 2022, in thousands $) | Line Item | Q4 2022 | Q4 2021 | | :--- | :--- | :--- | | Loss for the period | (125,169) | (79,753) | | Income tax (benefit)/expense | 3,236 | (5,434) | | Finance (income) and expenses, net | (3,098) | (7,480) | | Depreciation and amortization | 13,835 | 10,836 | | **EBITDA** | **(111,196)** | **(81,831)** | | Share-based compensation | 7,741 | 9,598 | | Restructuring costs | 3,410 | — | | Product recall expenses | — | 1,654 | | Asset impairment & related costs | 39,581 | 4,970 | | **Adjusted EBITDA** | **(60,464)** | **(65,609)** | [Consolidated Financial Statements](index=11&type=section&id=Consolidated%20Financial%20Statements) This section presents unaudited consolidated statements of operations, financial position, and cash flows for Q4 and FY2022 - The Consolidated Statement of Operations details revenue, costs, and expenses, resulting in a net loss of **$125.2 million** for Q4 2022 and **$392.6 million** for the full year[46](index=46&type=chunk) - The Consolidated Statement of Financial Position shows total assets of **$1.23 billion** and total equity of **$791.1 million** as of December 31, 2022[48](index=48&type=chunk) - The Consolidated Statement of Cash Flows indicates a net cash usage of **$268.9 million** in operating activities and **$201.7 million** in capital expenditures for the full year 2022[49](index=49&type=chunk)

Oatly Group AB (NASDAQ:OTLY) Q3 2022 Earnings Conference Call November 14, 2022 8:30 AM ET Company Participants Rachel Ulsh - Investor Relations Toni Petersson - Chief Executive Officer and Board Member Christian Hanke - Chief Financial Officer Daniel Ordonez - Chief Operating Officer Jean Christophe - Global President Conference Call Participants Andrew Lazar - Barclays Ken Goldman - J.P. Morgan Erica Eiler - Oppenheimer and Company Brian Holland - Cowen & Company Rob Dickerson - Jefferies Bryan Spillane - ...

THE ORIGINAL 3Q 2022 EARNINGS PRESENTATION NOVEMBER 2022 This presentabling captains Construction classements addition the mansing of the Privates Securities Litigation Writers int of 395% persones or implicion dealesmis containe of fishoriusl foch my be denned to be forsestelocking atatementa, includings, «lifted linktion, «tabasenta regaction our flowedail outlow. for 2022, long tenn provit atsate restreation offort, as will as statements that include the words "poper," "Intent" "Dan," "palies," "concesse ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of August, 2022 Commission File Number: 001-40401 Oatly Group AB (Translation of registrant's name into English) Jagaregatan 4 211 19 Malmö Sweden (Address of principal executive office) Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form ...

Oatly Group AB (NASDAQ:OTLY) Q2 2022 Earnings Conference Call August 2, 2022 8:30 AM ET Operator Company Participants | --- | |-------------------------------------------| | | | Rachel Ulsh - Investor Relations | | Toni Petersson - Chief Executive Officer | | Christian Hanke - Chief Financial Officer | | Peter Bergh - Chief Strategy Officer | | Conference Call Participants | | Andrew Lazar - Barclays | | Ken Goldman - JPMorgan | | Kaumil Gajrawala - Credit Suisse | | Rupesh Parikh - Oppenheimer | | Michael ...

THE ORIGINAL 2Q 2022 EARNINGS PRESENTATION AUGUST 2022 This presentabling captains Construction classements addition the mansing of the Privates Securities Litigation Writers int of 395% persones or implicion dealesmis containe of fishiorcusal fact my be deemed to be fonsecretionship, including, utbock listicaling, statements regedding us financial octubes for 2022 and Inq-bean grouth strategy, as oords "equel,""Intent,""play,""boliov,"""oncest,""batisto,"""my"" "should,"" "anticipity," "couls"," "anticipit ...

MAY 2022 OATLY 1Q22 FINANCIAL PRESENTATION This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Any express or implied statements contained in this presentation that are not statements of historical fact may be deemed to be forward-looking statements, including, without limitation, statements regarding our financial outlook for 2022 and long-term growth strategy, as well as statements that include the words "expect," "intend," "pla ...