HEMA B.V. annual report 2014

# annual report 2014

HEMA B.V. annual report 2014 This annual report is adopted by the general meeting of shareholders on May 13, 2015. Registration number Chamber of Commerce ( Kamer van Koophandel ) 34215639.

contents introduction 5 financial highlights 2008 2014 7 message to our stakeholders 11 report from the management board 15 financial results 19 outlook 2015 28 report from the supervisory board 31 corporate governance 35 financial statements 39 consolidated income statement 40 consolidated statement of comprehensive income 41 consolidated statement of financial position 42 consolidated statement of changes in equity 43 consolidated statement of cash flow 44 notes to the consolidated financial statements 46 company financial statements 95 company income statement 96 company balance sheet 97 notes to the company financial statements 98 other information 111 events after reporting date 111 independent auditor s report 112 statutory appropriation of the result 115 cautionary notice 116 definitions 118 contact information 119 3

HEMA design rules designed by HEMA

introduction about HEMA HEMA B.V. ( HEMA or the Company ) is a general merchandise retailer active in the Netherlands, Belgium, Luxembourg, France and Germany, with a recent expansion into Spain and the United Kingdom. HEMA designs, markets, sells and distributes products through its directly owned stores, as well as a network of branded franchise stores and e-commerce platforms (including mobile and tablet applications). The Company s products feature original and contemporary designs which are substantially all HEMA branded. HEMA offers an extensive range of products from everyday basic household necessities and a limited food assortment to affordable non-discretionary items, including cosmetics, stationery, basic ladies and menswear, babywear, towels and impulse-driven purchases. HEMA is a limited liability company with its registered seat and head office in Amsterdam, the Netherlands. HEMA s shares are ultimately held 100% by Dutch Lion Coöperatief U.A. ( Dutch Lion Coop ), an investment company which is owned by several investment funds advised by Lion Capital. The direct parent of HEMA B.V. is Dutch Lion B.V. (the Parent ). refinancing On June 17, 2014 (the Issue Date ), HEMA Bondco I B.V. and HEMA Bondco II B.V. (together, the Issuers ) issued 250.0 million Senior Secured Floating Rate Notes due 2019, 315.0 million 6.25% Senior Secured Fixed Rate Notes due 2019 (together, the Senior Secured Notes ). and 150.0 million 8.50% Senior Notes due 2019 (the Senior Notes ). The senior secured notes were issued by HEMA Bondco I B.V. and the senior notes were issued by HEMA Bondco II B.V., both of which are 100% owned by Dutch Lion B.V. (the Parent ). The proceeds of the notes were used to repay existing debt in full. On the Issue Date, the Company entered into a Revolving Credit Facility Agreement, pursuant to which the Revolving Credit Facility was made available for drawing in the amount of 80.0 million. On the Issue Date, the Parent issued 85.0 million Senior PIK Notes due 2020 (the Senior PIK Notes ). The proceeds of this issuance were used to repay the Parent s existing PIK facility in full. On January 31, 2015, Dutch Lion B.V. made a contribution of 221.4 million to the Company by way of conversion of the shareholder loan into share premium. reporting In addition to the Company s statutory reporting requirements, this annual report also contains the reporting requirements under the indentures governing the Senior Secured Notes, the Senior Notes and the Senior PIK Notes and under the Revolving Credit Facility Agreement. The financial information included herein is with respect to HEMA and its subsidiaries and does not include financial information of the Parent. The Parent is a holding company with no independent business operations. The Parent has no material assets other than the shares it holds in HEMA and the Issuers and intercompany loans to HEMA. The Parent has no material liabilities other than the Senior PIK Notes and a subordinated shareholder loan.

HEMA design rule 01 affordability should never be at the expense of quality

financial highlights 2008 2014 7

The graphs below show the financial highlights of HEMA B.V. ( HEMA or the Company ) for the year 2008 up to and including 2014. The financial year 2012 covers 53 weeks, the other years consist of 52 weeks. mln 1,750 1,500 1,250 1,000 750 500 250 0 1,510 1,566 1,624 1,662 2008 2009 2010 2011 1,650 1,578 1,546 gross sales 2012 2013 2014 Gross sales are total sales to customers through HEMA s own stores and to its franchisees. mln 1,200 1,000 800 600 400 200 0 1,049 1,082 1,114 1,150 1,153 1,091 1,077 net sales 2008 2009 2010 2011 2012 2013 2014 Net sales are gross sales minus value added taxes and rebates. 8

mln 175 150 125 100 75 50 25 0-25 -50 132 91 141 98 157 111 156 105 142 85 121 60 103-91 adjusted EBITDA operating result -75-100 2008 2009 2010 2011 2012 2013 2014 For the definition of adjusted EBITDA, please refer to the definitions paragraph. The operating result in 2014 is impacted by an impairment on goodwill of 118.0 million. # stores 700 600 500 400 300 457 504 555 601 638 666 683 stores 2008 2009 2010 2011 2012 2013 2014 9

HEMA design rule 02 good design lasts for generations

message to our stakeholders In 2014, the Dutch retail sector was once again challenging due to the economic climate, negative consumer confidence, high unemployment and unseasonal weather conditions throughout the year. And while we performed well in our international markets, results in the Netherlands came under pressure. Overall, these factors had a negative impact on HEMA s results. transitional year Last year HEMA started a transitional period. We made significant progress in transforming our business, to position the group for the opportunities ahead. We successfully refinanced our business through a high yield bond; we restructured our organisation and reshaped our strategy. As a part of this reorganisation, we took the difficult but necessary decision to dismiss a total of 90 people at the head office, our bakery operation and at our distribution centre. The actions we took in 2014 put us in a much stronger position to weather the challenging economic retail climate, while also being able to seize business opportunities as they arise. making the ordinary extraordinary HEMA is committed to serving our customers with well-designed, high-quality products at affordable prices. We do that by successfully executing our four-pillar strategy: offering amazing value; providing convenience; offering exceptional experience and ensuring sustainability throughout our operations. The highlights of our renewed strategy for our customers include the remodeling of all of our Dutch stores, the introduction of a new and successful product category Favourites and a sharper focus on our categories Beauty, Apparel and Food. We are also making sure that our marketing efforts put more emphasis on our unique brand essence of price, quality and design. Very importantly, we decided to lower our prices to meet the needs of our customers in these economically challenging times. To underline the changing business environment and to capture the essence of HEMA more effectively, we changed our slogan to HEMA makes the ordinary extraordinary. reaping the benefits At the end of 2014, we saw the first signs that we are starting to reap the benefits of our reshaped strategy. We continued to open more stores in France and successfully entered the UK and Spanish markets with the opening of three stores in London and one store in Madrid. HEMA was voted Most Indispensable Brand in the Netherlands for the seventh successive year. In line with our ambition to become the most indispensable brand in Europe, We obviously made an impression very quickly in UK, where we were crowned Best Newcomer to the UK market twice in a row in just three months. clicks and bricks Our e-commerce operations continued to grow successfully last year. HEMA is uniquely positioned, as it combines a well-stocked online store with a large number of stores in prime high street locations, in highquality shopping centres across the country, and also at high traffic locations, such as trainstations. This combination once again enabled us to create enormous synergies between our e-commerce and our store operations last year. We are therefore convinced that our renewed strategy will help us to continue to meet consumer expectations and make sure that we are distinctively positioned in the market. Delivering on our vision and mission of making daily life easier and more enjoyable for all our customers will remain our top priority. 11

thank you We would like to thank all our people for their commitment and passion in serving our customers. It is our people who make the difference in our everyday operations. We bid a warm welcome to our new colleagues in the UK, Spain and the newly-opened stores in France. We would like to thank our customers for shopping with us. We are proud that you value our well-designed and high quality products. Finally, we would also like to thank our valued shareholders for their confidence and support. Management Board, Amsterdam, the Netherlands, April 13, 2015 12

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HEMA design rule 03 a design is only as strong as its weakest link

report from the management board mission & vision Our mission has been to make daily life easier and more enjoyable for our customers since 1926. We believe that excellent quality and surprising design should be available to everyone at surprisingly low prices: a combination not found anywhere else. This is why our stores offer only the best products and services for every day needs. Whoever and wherever you are, we are there for you 24 hours a day, seven days a week. the brand For more than 88 years, we have been making simple things exceptional. We believe that pleasure can be found in small things. This is why, since the very beginning, we develop and test our products ourselves and sell them under our own brand. We want to be absolutely certain that every product in our stores is a genuine HEMA product that stands out because of its exceptional simplicity and its outstanding quality. We adhere to a number of key values to safeguard a unique combination of price, quality and design; that is our brand essence. HEMA is always optimistic, idiosyncratic, caring, clever and as famously straightforward as the Dutch. It is these characteristics that enable us to make the ordinary extraordinary. strategy At HEMA, we put our focus to our clients by committing to the four pillars of our strategy: amazing value a unique marriage of price, quality and design convenience comfort and accessibility experience even buying everyday things should be special sustainability fair trade, sustainable production, healthier food We achieve this through continuous change in all of our categories; by offering relevant products and services to everyone; by developing strong products at low prices; by making our stores even more attractive; by providing a mix of service, experience and affordability, both in store and online; by explaining the advantages of our products and by making sustainability and organic products accessible to a much wider audience. our ambition HEMA wants to play a key role in the lives of its customers as the world becomes increasingly hectic and complex. This is why we look for convenient solutions to everyday problems and design our own products and services. The exceptional simplicity of our products transcends borders and our message has universal appeal. These days, almost six million people visit our stores in the Netherlands, Belgium, Luxembourg, Germany, France, the UK and Spain. And we are targeting further international growth, as this will enable us to offer even more customers lower prices, as we are able to buy products at even better terms. This philosophy has enabled us to grow in the Netherlands and to become the country s most indispensable brand. We believe we can also become Europe s most indispensable brand. store formats Our store formats are designed to help our customers at any time of the day, no matter where they are. Over the coming years, we aim to become even more in tune with the pace of our customers lives. We have adjusted our store formats and we will continue to do so, including our online store, as the needs of our 15

customers change and develop. Our aim is to be aligned with our customer needs, whenever and wherever they are, 24 hours a day, seven days a week. low prices Over the coming years, a combination of high quality and low prices will be the key differentiating factor in the retail sector. This also applies to HEMA. We want our prices to correspond even more closely with the prices our customers are willing to pay, for high quality everyday goods. As always, we are there for customers who look for high quality products at good prices, as well as customers who look only for the lowest price. We have been faithful to our roots since 1926: low standard prices. products Since 1926, we have been making everyday products something special. We believe that little things can make life more fun. We design and develop our own products, to ensure they stand out thanks to their unique combination of exceptional simplicity and outstanding quality. We test all our products extensively in our own test laboratory, to guarantee the famous HEMA quality at all times. The best choice is in our stores: from our well-known HEMA heroes to all our surprising new products and services. And if you are still not satisfied, we will refund your money without any questions. design Making the ordinary extraordinary and surprising simplicity are the leading principles of all our designs. Products that are simply functional but are not considered special enough do not belong in HEMA stores. Equally, something is not a HEMA design if it is special but does not serve a specific purpose. It is the combination that makes it a HEMA product. All of our products are recognizable by their distinctive HEMA signature. It is what makes them stand out and truly unique. formulas Our store formats are designed to help our customers at any time of the day, no matter where they are. You can find us in seven countries and in some exciting locations: from the high street to train stations, and of course online. We offer our customers a variety of stores: local stores, medium-sized, flagship and high street stores to suit the needs of our customers, wherever they are at any time of the day. Even at home! omni-channel Because, wherever you are, we are there for you 24 hours a day, seven days a week, online and in our stores. We offer our customers an ever-growing omni-channel experience. Online customers, wherever they are, have access at all times to information on our prices, the full range of products we sell and where they are available. We are also making more and more of this information available to our customers in our stores. They can even purchase their product of choice directly online in store and then choose delivery at home or at one of our stores. This puts us in a unique position in today s retail landscape, as we are able to combine our well-stocked online shop with a large number of stores. We will continue to integrate our stores and our online shop, enabling us to serve our customers needs even more effectively. corporate social responsibility We aim for transparency in our sustainability strategy regarding the origins of our products, the production chain and the use of supplements and additives. This is how we help our customers to make well-informed, balanced choices. Not only do we want to make sustainability more transparent for a larger audience, we also want to make sustainable products affordable and accessible to more people. 16

milestones of 2014 3D printing In March last year, we were the first Dutch retailer to offer our customers the possibility of 3D printing. Our customers can now truly personalize products of their choice. HEMA makes 3D printing available and affordable to everyone. Germany online In March, we also launched our German online webshop - www.hemashop.de - offering our German customers only the best products and services for daily living, wherever they are, 24 hours a day, seven days a week. We are there for you. home shopping award At the end of March, we were proud to receive the Dutch Home shopping award. Dutch consumers chose us as their favourite webshop. bronze ADCN award In the same week, we won the important advertising year prize for the design of our series take away packaging which, according to the jury, truly supports the exceptional simplicity of our products. Better Life To emphasise our sustainable policy, products and initiatives, we introduced our own distinctive hallmark providing our customers with valuable information on the uniqueness of our sustainable products. In September this was followed by the introduction of the HEMA eco-bag a cooperation between our customers and HEMA to lower the use of plastic bags. The bag is made of recycled PET bottles and when purchased offers our customers a discount of 25% on weekly selected articles. HEMA opens in Madrid In April, we were proud to launch a new chapter in the expansion of our brand by entering the Spanish market. On April 2, we opened our first store in Madrid. San AccentAward In May, we won the famous Dutch SAN AccentAward in the category Financial Services for our Hurray for HEMA s health insurance campaign. HEMA opens in London In June, we opened no less than three stores in London: at Victoria station, Clarence Street in Kingston and in the The Glades shopping centre in Bromley. This was followed in September by the launch of our UK webshop. MOAM for HEMA June saw the start of a successful collaboration with designers collective MOAM. We gave four young and promising Dutch designers the opportunity to design a collection for HEMA, providing them with a great start to their career. refinancing In June, we successfully refinanced our business through a high-yield bond. favourites In September, we introduced a brand new category Favourites in all our HEMA stores across Europe. Favourites are low-priced, high-quality everyday gifts for everyone. This new category has been remarkably successful and turned out to be a true favourite of all our customers. distinctive HEMA Also in September, we launched our renewed strategy, putting even more focus even more on our customers by committing ourselves to four pillars: Amazing Value, Convenience, Experience and Sustainability. The noticeable elements of our renewed strategy for our customers were the remodeling of all of our Dutch 17

stores, the launch of a new and successful product category Favourites and the focus on our categories Beauty, Apparel and Food. Our marketing efforts now stress more than ever before our brand essence of price, quality and design. To capture and communicate the essence of our company more effectively, we also changed our slogan to HEMA makes the ordinary extraordinary. webshop awards During the ABN AMRO Best Chain store Event 2014, HEMA was elected as the best in the category baby and children s fashion and as the best department store. Another online award followed soon after, as we were singled out as the best online training institute by the institute for Home study and E-learning. most indispensable brand For the seventh year in a row, we were chosen by both men and women as the most indispensable brand. EURIB (European Institute for Brand Management) asked thousands of Dutch consumers which particular brand in the market they would miss the most. That turned out to be HEMA. HEMA best newcomer in UK More awards followed rapidly, as we were awarded the prize for best newcomer on the UK market twice in just three months by both the Dutch-UK Chamber of Commerce and the UK Trade & Investment agency. Both the Dutch ambassador in the UK as the UK ambassador in the Netherlands visited our stores in London to pay tribute to our successful entry on the UK market. HEMA smart phones and tablets In late 2014, we launched our own HEMA smart phones and tablets, effectively making us the first Dutch retailer with its own branded smart phones and tablets. 18

financial results (all amounts in million euros) result from operations (in million euros) 2014 2013 2012 (53 weeks, restated) 2014 vs 2013 2013 vs 2012 income statement data net sales sales to retail customers 788.7 786.9 820.4 1.8 (33.5) sales to franchisees 272.6 289.3 314.7 (16.7) (25.4) other sales 15.9 15.1 17.8 0.8 (2.7) total net sales 1,077.2 1,091.3 1,152.9 (14.1) (61.6) cost of sales (586.0) (589.6) (631.9) 3.6 42.3 gross profit 491.2 501.7 521.0 (10.5) (19.3) operating expenses labour costs (199.5) (202.9) (204.7) 3.4 1.8 housing and rents (124.9) (118.1) (111.7) (6.8) (6.4) other general expenses (72.8) (67.4) (68.3) (5.4) 0.9 other income and expense 2.2 3.9 2.4 (1.7) 1.5 depreciation and amortisation (57.5) (56.5) (51.8) (1.0) (4.7) impairments (120.0) (1.0) (1.8) (119.0) 0.8 restructuring costs (10.1) - - (10.1) - total operating expenses (582.6) (442.0) (435.9) (140.6) (6.1) operating result (91.4) 59.7 85.1 (151.1) (25.4) finance costs interest income 0.1 0.1 0.5 - (0.4) interest expense - cash (48.9) (39.8) (34.6) (9.1) (5.2) interest expense - non cash (30.5) (32.3) (29.4) 1.8 (2.9) amortised finance costs (17.3) (4.0) (3.8) (13.3) (0.2) other finance costs 0.3 (0.4) (4.3) 0.7 3.9 total finance costs (96.3) (76.4) (71.6) (19.9) (4.8) result before income taxes (187.7) (16.7) 13.5 (171.0) (30.2) income taxes (1.5) 0.3 (7.7) (1.8) 8.0 net result (189.2) (16.4) 5.8 (172.8) (22.2) 19

(in million euros) 2014 2013 2012 (53 weeks, restated) 2014 vs 2013 2013 vs 2012 other financial data EBITDA* 86.1 117.2 138.7 (31.1) (21.5) adjusted EBITDA* 103.1 120.5 141.8 (17.4) (21.3) like-for-like sales* (4.2%) (5.5%) (5.3%) 1.3% (0.2%) financial data by product category and region net sales by product category apparel 364.0 377.4 403.9 (13.4) (26.5) household goods & personal care 368.9 365.8 390.8 3.1 (25.0) food & catering 292.8 294.2 290.3 (1.4) 3.9 services & other 51.5 53.9 67.9 (2.4) (14.0) total net sales 1,077.2 1,091.3 1,152.9 (14.1) (61.6) net sales by region The Netherlands 846.4 882.6 956.1 (36.2) (73.5) Belgium and Luxembourg 142.5 143.5 145.5 (1.0) (2.0) France 55.9 39.0 21.9 16.9 17.1 Germany 12.2 11.1 11.7 1.1 (0.6) other 20.3 15.1 17.7 5.2 (2.6) total net sales 1,077.2 1,091.3 1,152.9 (14.1) (61.6) *) For a definition of (adjusted) EBITDA and like-for-like sales, please refer to the definitions paragraph at the end of the report. result from operations: fiscal year 2014 compared to fiscal year 2013 net sales Net sales decreased by 14.1 million, or 1.3%, from 1,091.3 million in 2013 to 1,077.2 million in 2014, due to lower net sales in The Netherlands, partly offset by the opening of new stores. In 2014, 20 new stores were opened and 3 were closed. Most new stores were opened in France (9) and the new countries, Spain (1) and UK (3). like-for-like sales like-for-like sales were -4.2% in 2014, versus -5.5% in 2013. net sales by region Net sales in the Netherlands were 36.2 million lower versus last year, which was partly offset by an increase in sales in France (+ 16.9 million), Germany (+ 1.1 million) and other, including Spain and UK (+ 5.2 million). 20

net sales by product group The total decrease in net sales was for a significant part caused by lower apparel sales (- 13.4 million). Household goods and personal care showed an increase of 3.1 million. cost of sales Cost of sales decreased by 3.6 million, or 0.6%, from 589.6 million in 2013 to 586.0 million in 2014. Cost of sales as a percentage of net sales increased from 54.0% in 2013 to 54.4% in 2014. gross profit Gross profit decreased by 10.5 million, or 2.1%, from 501.7 million in 2013 to 491.2 million in 2014 as a result of the combined effect of the factors described above. Gross profit as a percentage of net sales decreased from 46.0% in 2013 to 45.6% in 2014. operating expenses Operating expenses increased by 140.6 million, or 31.8% from 442.0 million in 2013 to 582.6 million in 2014, primarily due to a 120.0 million impairment, mainly of goodwill for the Netherlands, 10.1 million of cost incurred in connection with the restructuring of the head office, logistics and bakeries, 2.4 million of additional labour costs, incurred during the remodelling of our stores in the Netherlands, and 1.0 million legal expenses, all of which we consider to be non-recurring items. Excluding non-recurring items, the total increase in operating expenses was 7.1 million, from 2013 to 2014, primarily as a result of higher housing and rent expenses. These costs were higher due to expansion and inflation, as most rental contracts increase with the consumer price index. Labor costs decreased by 3.4 million, or 1.7%, as a result of the restructuring of our head office, logistics and bakeries, and the optimisation of labour hours in the stores, which were partly offset by 2.4 million in additional labour costs incurred during the remodeling and an increase in staff as a result of expansion. Other general expenses increased by 5.4 million, or 8%, largerly due to increased spending on sales promotion in The Netherlands. Depreciation, amortisation and impairments increased by 120.0 million, or 208.7%, from 57.5 in 2013 to 177.5 in 2014, as a result of a 120.0 million impairment in 2014, mainly of goodwill for the Netherlands. EBITDA EBITDA decreased with 31.1 million, from 117.2 million in 2013 to 86.1 million in 2014. 13.5 million of this decrease is attributable to the 10.1 million in costs incurred in connection with the restructuring of our head office, 2.4 million of additional labour costs incurred during the remodeling of our stores in the Netherlands and 1.0 million in legal expenses during 2014. The remainder is primarily the result of lower net sales in The Netherlands. adjusted EBITDA Adjusted EBITDA decreased by 17.4 million, or 14.4%, from 120.5 in 2013 to 103.1 in 2014, mainly as a result of lower sales in The Netherlands. operating result Operating result decreased by 151.1 million, from a profit of 59.7 million in 2013 to a loss of 91.4 million in 2014, as a result of the combined effect of the factors described above, particularly the impairment of goodwill in the Netherlands and cost incurred in connection with the restructuring. 21

finance costs Finance costs increased by 19.9 million, from 76.4 million in 2013 to 96.3 million in 2014. Finance costs were influenced by the refinancing which took place in June 2014, pursuant to which the company s bank loans were refinanced with senior secured notes and senior notes. As a result of the refinancing, 12.9 million of unamortised finance costs related to the previous borrowings were recorded in 2014. Excluding this one-off write down of finance costs, total finance costs would be 7.0 million higher versus 2013. net result Net result decreased by 172.8 million, from a loss of 16.4 million in 2013 to a loss of 189.2 million in 2014, mainly due to non-recurring items, including 120.0 million impairments, 10.1 million restructuring costs, 2.4 million of additional labour costs, incurred during the remodeling of our stores in the Netherlands, 1.0 million legal expenses, and a 12.9 million write down of finance costs. Excluding these non-recurring items, net result would have been a loss of 42.8 million. result from operations: fiscal year 2013 compared to fiscal year 2012 net sales Net sales decreased by 61.6 million, or 5.3%, from 1,152.9 million in 2012 to 1,091.3 million in 2013. This decrease was partially the result of the additional week in 2012. Sales in the Netherlands were negatively influenced by the continued challenging macroeconomics environment and lower consumer demand. In total, 29 new stores were opened in 2013, including 13 new stores opened in France. Like-for-like sales performance in France has been very strong, with a 7.7% growth in 2013. like-for-like sales Like-for-like sales were negative 5.5% as a result of the continued challenging macroeconomic environment and lower consumer demand. net sales by region Net sales in the Netherlands decreased by 73.5 million, or 7.7%, primarily due to the continued challenging macroeconomic environment in the Netherlands caused by the double dip recession which led to a reduction in consumers disposable income and consumer spending. Net sales in Belgium and Luxembourg decreased by 2.0 million, or 1.4%, primarily due to the fact that there were 52 weeks in 2013 as compared to 53 weeks in 2012. Net sales in France increased by 17.1 million, or 78.1%, due to 13 new stores opened in France in 2013, as well as a 7.7% increase in like-for-like sales in the period. Net sales in Germany decreased by 0.6 million, or 5.1%, due, in part, to the remodelling of two of our ten stores in 2013. net sales by product group Net sales from apparel decreased by 26.5 million, or 6.6%, primarily due to the deterioration of market conditions and consumer spending in The Netherlands, the additional week in 2012 as compared to 2013 and the mild winter in 2013, which reduced sales of seasonal merchandise such as coats, gloves, and other coldweather apparel. Net sales from household goods & personal care decreased by 25.0 million, or 6.4%. Net sales from food & catering increased by 3.9 million, or 1.3%. Net sales from services & other decreased by 14.0 million, or 20.6%. 22

cost of sales Cost of sales decreased by 42.3 million, or 6.7%. Cost of sales as a percentage of net sales decreased from 54.8% in 2012 to 54.0% in. gross profit Gross profit decreased by 19.3 million, or 3.7%. Gross profit as a percentage of net sales increased from 45.2% in 2012 to 46.0% in 2013. operating expenses Operating expenses increased by 6.1 million, or 1.4%, from 435.9 million in 2012 to 442.0 million in 2013, due to an increase in housing and rent costs as a result of the opening of new stores, which was partly offset by the effects of the additional week in 2012. Operating expenses as a percentage of net sales increased from 37.8% in 2012 to 40.5% in 2013 resulting from a decline in sales over that period and the largely fixed nature of our cost base. Total labor costs decreased by 1.8 million, or 0.9%, due to the addition of employees in connection with the opening of new stores, which was offset by targeted cuts to labor costs across our existing stores. Housing and rents increased by 6.4 million, or 5.7% due to housing and rents connected with new stores opened and to an increase in rental costs as a result of an increase in the consumer price index, to which most of our rental rates are contractually linked. Depreciation, amortization and impairments increased by 3.9 million, or 7.3%, due to the opening of new stores and the write-down of fixed assets that resulted from the closure of certain of our existing stores for refurbishment in 2013. EBITDA EBITDA decreased by 21.5 million, or 15.5%, as a result of the combined effect of the factors described above. adjusted EBITDA Adjusted EBITDA decreased by 21.3 million, or 15.0%, as a result of the combined effect of the factors described above. operating result Operating result decreased by 25.4 million, or 29.8%, as a result of the combined effect of the factors described above. Operating income as a percentage of net sales decreased from 7.4% in 2012 to 5.5% in 2013. finance costs Finance cost including cash and non-cash interest increased by 4.8 million, or 6.7%, primarily due to an increase in our interest expense, including amortization of fees, attributable to the renegotiation and extension the borrowings on August 1, 2013. net result Net result decreased by 22.2 million, or 382.8%, from 5.8 million profit in 2012 to 16.4 million loss in 2013, as a result of the combined effect of the factors described above. 23