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FNG NORDIC AB (Publ)
This prospectus was approved by the Swedish Financial Supervision Authority on 17 September 2019. FNG NORDIC AB (publ) Prospectus for the admission to trading of SEK 1,500,000,000 SENIOR SECURED CALLABLE FLOATING RATE BONDS ISIN: SE0012827996 Sole Bookrunner and Issuing Agent 2(113) Important information In this prospectus, the “Issuer” means FNG Nordic AB (publ). The “Group” means the Issuer with all its subsidiaries from time to time (each a “Group Company”). The “Sole Bookrunner” means ABG Sundal Collier ASA. Words and expressions defined in the Terms and Conditions beginning on page 55 have the same meanings when used in this prospectus (the “Prospectus”), unless expressly stated otherwise follow from the context. Notice to investors The Issuer issued a total of 1,500 secured bonds in the Total Nominal Amount of SEK 1,500,000,000 on 25 July 2019 (the “Settlement Date”) (the “Bonds”) pursuant to the Terms and Conditions. This Prospectus has been prepared for the admission to trading of the Bonds on the corporate bond list of Nasdaq Stockholm (or another Regulated Market). This Prospectus does not contain and does not constitute an offer or a solicitation to buy or sell Bonds. This Prospectus is governed by Swedish law. The courts of Sweden have exclusive jurisdiction to settle any dispute arising out of or in connection herewith. This Prospectus has been approved by the Swedish Financial Supervisory Authority (Finansinspektionen) (the “SFSA”) as competent authority under the Regulation (EU) 2017/1129 (the “Prospectus Regulation”). The SFSA only approves this Prospectus as meeting the standards of completeness, comprehensibility and consistency imposed by the Regulation (EU) 2017/1129. -
Annual Report 2018
ANNUAL REPORT 2018 WWW.FNG.EU The 2018 annual report of FNG NV has been drawn up in Dutch. This is an informal English translation, provided for the comfort of the reader. In the event of any discrepancy between the Dutch text of the annual report and any translation thereof, the Dutch version shall prevail. Contact For clarifications about the data in this annual report, please contact: Dieter Penninckx | CEO +32 15 293 444 Publisher FNG NV Bautersemstraat 68a 2800 Mechelen Belgium 0697.824.730 www.fng.eu ANNUAL REPORT — 2018 2 ANNUAL REPORT 2018 ANNUAL REPORT — 2018 3 ANNUAL REPORT — 2018 4 MESSAGE FROM THE CEO AND THE FOUNDERS 6 FAST FACTS 11 REPORT OF THE BOARD OF DIRECTORS 12 1. ABOUT FNG 12 2 . KEY FIGURES 14 3. MAJOR EVENTS OF 2018 16 4. SIGNIFICANT EVENTS AFTER THE CLOSE OF THE FINANCIAL YEAR 19 5. BUSINESS STRATEGY 20 6. MARKET POSITION AND MARKET DEVELOPMENT 24 7. REVIEW OF BUSINESS 30 8. MAIN RISKS AND RISK MANAGEMENT 33 9. RESEARCH AND DEVELOPMENT 36 10. EXCEPTIONAL CIRCUMSTANCES 39 11. BRANCHES 39 CORPORATE GOVERNANCE STATEMENT 41 1. BOARD OF DIRECTORS 42 2. EXECUTIVE COMMITTEE AND CEO 45 3. BOARD COMMITTEES 48 4. GENDER DIVERSITY 53 5. MAJOR SHAREHOLDERS 53 6. INTERNAL CONTROL AND RISK MANAGEMENT RELATING TO FINANCIAL REPORTING 54 7. DISCLOSURE STATEMENT IN ACCORDANCE WITH ARTICLE 34 OF THE ROYAL DECREE OF 14 NOVEMBER 2007 54 REMUNERATION REPORT 61 1. REMUNERATION OF DIRECTORS 61 2. REMUNERATION OF THE CEO AND MEMBERS OF THE EXECUTIVE COMMITTEE 62 NON-FINANCIAL INFORMATION STATEMENT 65 1. -
Annual Report 2016
4 MESSAGE FROM THE CEO & FNG FOUNDERS 6 FAST FACTS 8 REPORT OF EXECUTIVE BOARD 9 KEY FIGURES 10 MAJOR EVENTS 2016 13 GENERAL STRATEGY 17 MARKET DEVELOPMENTS 20 REVIEW OF BUSINESS ANNUAL 23 EMPLOYEES AND ORGANIZATION 24 CORPORATE SOCIAL RESPONSIBILITY 26 FUTURE OUTLOOK AND SUBSEQUENT EVENTS 29 RISKS AND RISK MANAGEMENT 32 GOVERNANCE AND REPORT RESPONSIBILITY STATEMENT 34 SUPERVISORY BOARD REPORT 2016 36 FINANCIAL STATEMENTS 2016 Contact For clarifications about the data in this annual report, please contact: Dieter Penninckx | CEO +32 15 293 444 Publisher FNG N.V. Oostweg 2 2723 RH Zoetermeer The Netherlands KvK: 16014685 www.fng.eu ANNUAL REPORT FNG — 2016 2 ANNUAL REPORT 2016 ANNUAL REPORT FNG — 2016 3 MESSAGE FROM THE CEO & FNG FOUNDERS 2016 was a year with major achievements for FNG N.V. (“FNG”) in the Benelux fashion, apparel and shoe market. FNG acquired a strong brands portfolio with Miss Etam, FNG Group’s brands and Brantano. FNG’s buy-and-build strategy focuses on realizing synergies and economies of scale through the integration and optimization of business processes and the innovation of brands and store concepts, clicks & bricks. A strategy that pays off. EMOTIONAL PRODUCTS, RATIONALLY MANAGED FNG wants to offer shrewd answers to the challenges that the fashion retail market brings each day. Key for every premium fashion retailer is to offer consumers the right product, at the right moment, in the right location. A sleek organization that realizes this, produces best-in-class results: higher sales volumes, better margins and stronger operating cash flows. MANAGING THE FULL VALUE CHAIN SUCCESSFULLY One dress passes through more than 200 pairs of hands before it reaches the wardrobe of the end consumer. -
Competitive Analysis of the Retail Sector in the Uk
View metadata, citation and similar papers at core.ac.uk brought to you by CORE provided by Stirling Online Research Repository COMPETITIVE ANALYSIS OF THE RETAIL SECTOR IN THE UK DEPARTMENT OF TRADE AND INDUSTRY: COMPETITIVE ANALYSIS OF THE RETAIL SECTOR IN THE UK Report submitted to The Department of Trade and Industry (Tender CGS/1239) Professors Steve Burt and Leigh Sparks Institute for Retail Studies University of Stirling Stirling FK9 4LA Scotland, UK Phone: 44 (0)1786 467386 Fax: 44 (0)1786 465290 E-Mail: [email protected] ; [email protected] Revised for Seminar - January 2003 DEPARTMENT OF TRADE AND INDUSTRY: COMPETITIVE ANALYSIS OF THE RETAIL SECTOR IN THE UK Contents 0 Executive Summary I Background and Framework for Analysis II Competitive Analysis – the UK Retail Sector III Summary and Policy Recommendations IV Appendix – Analysis of Retail Sub-Sectors EXECUTIVE SUMMARY 0.1 Background and Framework for Analysis In early 2002 the Institute for Retail Studies at the University of Stirling was commissioned to carry out a ‘Competitive Analysis of the Retail Sector in the UK’ (tender CGS/1239) based on secondary sources and restricted to the UK rather than international comparisons. The project had three objectives: S to define and map the sector in terms of size and composition of the businesses which operate within it; S to analyse the competitiveness of the sector now through SWOT, PEST and Porter's 5 forces and any other appropriate means and summarise the key issues facing the sector as a whole, and also sub-sector specific issues; S to provide recommendations for industry and government. -
Jones Bootmaker Limited (In Administration) Administrators’ Statement of Proposals
Jones Bootmaker Limited (in Administration) Administrators’ Statement of Proposals Pursuant to paragraph 49 of schedule B1 to the Insolvency Act 1986 and Rule 3.35 of the Insolvency (England and Wales) Rules 2016 Date of delivery of proposals to creditors 5 March 2018 Abbreviations The following abbreviations are used in this report: the Company or Jones Jones Bootmaker Limited (in Administration) Endless or the Secured Creditor Endless LLP Alteri Alteri Partners LLP Beghins Beghins Shoes Limited the Group Jones Bootmaker Limited and Beghins Shoes Limited Brantano Brantano Footwear EY Ernst & Young LLP Pavers Pavers Limited Naturegold Naturegold Limited NDA Non-Disclosure Agreement the Proposals The Joint Administrators’ Statement of Proposals AG Addleshaw Goddard LLP EPOS Electronic point of sale ERP Enterprise resource planning TSA Transitional Services Agreement Ernst & Young ÷ i Contents 1. Introduction, background and circumstances giving rise to the appointment ........ 2 2. Purpose, conduct and end of administration ............................................................ 5 3. Statement of Affairs .................................................................................................... 9 4. Prescribed part ......................................................................................................... 10 5. Administrators' Remuneration and Disbursements and payments to other professionals ............................................................................................................ 11 6. Pre-Administration -
Purchasing Card Spend 2012-13 V1 DEPARTMENT TRANSACTION
Shropshire Council - Purchasing Card Spend 2012-13 v1 DEPARTMENT TRANSACTION: DATE TRANSACTION: APPROVAL DATE AMOUNT VAT VENDOR ITEMS: DESCRIPTION TRANSACTIONS: LEVEL VISITOR ECONOMY 02/04/2012 26/04/2012 -667.20 -111.20 ADOBE SYSTEMS REFUND FOR ADOBE CREATIVE SUITE 5.5 1 PONTESBURY PRIMARY SCHOOL 02/04/2012 15/06/2012 9.95 1.66 AMAZON MKTPLCE EU-UK IPAD PROTECTIVE COVER - ROOM 4 PONTESBURY PRIMARY SCHOOL 02/04/2012 27/04/2012 3.97 0.00 AMAZON MKTPLCE EU-UK SPARE BATTERY FOR CAMERA MEOLE BRACE SCHOOL SCIENCE COLLEGE 02/04/2012 25/04/2012 17.05 0.00 AMAZON EU 5 BOOKS MARY WEBB SCHOOL & SCIENCE COLLEGE 02/04/2012 25/04/2012 40.16 0.00 AMAZON EU COMP BOOKS BRIDGNORTH SCHOOL 02/04/2012 20/04/2012 26.39 0.00 AMAZON EU EDUCATION BOOKS MEADOWS PRIMARY SCHOOL 02/04/2012 26/04/2012 19.15 0.00 AMAZON EU LEVEL 6 MATHS BOOKS MEOLE BRACE SCHOOL SCIENCE COLLEGE 02/04/2012 25/04/2012 6.49 0.00 AMAZON SVCS EU-INDIGO AN INSPECTOR CALLS DVD MEOLE BRACE SCHOOL SCIENCE COLLEGE 02/04/2012 25/04/2012 4.47 0.00 AMAZON SVCS EU-INDIGO MACBETH DVD SHARED SERVICES - CONTACT TEAM 02/04/2012 27/04/2012 6.99 0.00 APPLE ITUNES STORE GBP PAGES X 1 1 POSITIVE ACTIVITIES 02/04/2012 25/04/2012 255.94 42.64 ARGOS RETAIL GROUP MINSTERLEY LJC - TV FOR YTH CLUB 1 COMMUNICATIONS & ENGAGEMENT TEAM 02/04/2012 25/04/2012 85.73 0.00 PAYPAL UMBRACO ACCESS TO UMBRACO FORMS FACILITY HR WORKFORCE RESKILLING 02/04/2012 24/04/2012 99.60 0.00 PIXMANIA ARREN ROBERTS CAMERA MYDDLE PRIMARY SCHOOL 02/04/2012 26/04/2012 3.53 0.00 POST OFFICE LTD POSTAAGE 1 POSITIVE ACTIVITIES 02/04/2012 16/04/2012 15.89 2.65 STANS SUPERSTORE FOOD EX RAMPED 1 PRIORY SECONDARY SCHOOL 02/04/2012 17/04/2012 118.80 19.80 TOTALJOBS.COM ADVERT FOR IT NETWORK MANAGER 1 POSITIVE ACTIVITIES 02/04/2012 16/04/2012 16.08 1.85 WM MORRISON PLC FOOD EX RAMPED 1 ST GILES' CE PRIMARY SCHOOL 02/04/2012 18/04/2012 344.23 0.00 WWW.MINDSTRETCHERS.CO. -
FINANCIAL STATEMENTS 2016 Contact for Clarifications About the Data in This Annual Report, Please Contact: Dieter Penninckx | CEO +32 15 293 444
4 MESSAGE FROM THE CEO & FNG FOUNDERS 6 FAST FACTS 8 REPORT OF EXECUTIVE BOARD 9 KEY FIGURES 10 MAJOR EVENTS 2016 13 GENERAL STRATEGY 17 MARKET DEVELOPMENTS 20 REVIEW OF BUSINESS ANNUAL 23 EMPLOYEES AND ORGANIZATION 24 CORPORATE SOCIAL RESPONSIBILITY 26 FUTURE OUTLOOK AND SUBSEQUENT EVENTS 29 RISKS AND RISK MANAGEMENT 32 GOVERNANCE AND REPORT RESPONSIBILITY STATEMENT 34 SUPERVISORY BOARD REPORT 2016 36 FINANCIAL STATEMENTS 2016 Contact For clarifications about the data in this annual report, please contact: Dieter Penninckx | CEO +32 15 293 444 Publisher FNG N.V. Oostweg 2 2723 RH Zoetermeer The Netherlands KvK: 16014685 www.fng.eu ANNUAL REPORT FNG — 2016 2 ANNUAL REPORT 2016 ANNUAL REPORT FNG — 2016 3 MESSAGE FROM THE CEO & FNG FOUNDERS 2016 was a year with major achievements for FNG N.V. (“FNG”) in the Benelux fashion, apparel and shoe market. FNG acquired a strong brands portfolio with Miss Etam, FNG Group’s brands and Brantano. FNG’s buy-and-build strategy focuses on realizing synergies and economies of scale through the integration and optimization of business processes and the innovation of brands and store concepts, clicks & bricks. A strategy that pays off. EMOTIONAL PRODUCTS, RATIONALLY MANAGED FNG wants to offer shrewd answers to the challenges that the fashion retail market brings each day. Key for every premium fashion retailer is to offer consumers the right product, at the right moment, in the right location. A sleek organization that realizes this, produces best-in-class results: higher sales volumes, better margins and stronger operating cash flows. MANAGING THE FULL VALUE CHAIN SUCCESSFULLY One dress passes through more than 200 pairs of hands before it reaches the wardrobe of the end consumer. -
Annual Report 2017
4 MESSAGE FROM THE CEO & FNG FOUNDERS 8 FAST FACTS 10 REPORT OF EXECUTIVE BOARD 11 KEY FIGURES 12 MAJOR EVENTS 2017 15 GENERAL STRATEGY 19 MARKET DEVELOPMENTS 22 REVIEW OF BUSINESS ANNUAL 26 EMPLOYEES AND ORGANIZATION 28 CORPORATE SOCIAL RESPONSIBILITY 31 SUBSEQUENT EVENTS 32 RISKS AND RISK MANAGEMENT 36 GOVERNANCE AND REPORT RESPONSIBILITY STATEMENT 40 SUPERVISORY BOARD REPORT 2017 44 FINANCIAL STATEMENTS 2017 ANNUAL REPORT 2017 Contact For clarifications about the data in this annual report, please contact: Dieter Penninckx | CEO +32 15 293 444 Publisher FNG N.V. Oostweg 2 2723 RH Zoetermeer The Netherlands KvK: 16014685 www.fng.eu ANNUAL REPORT FNG — 2017 2 ANNUAL REPORT FNG — 2017 3 MESSAGE FROM THE CEO & FNG In the meantime, the Brantano organisation has been streamlined and the headquarters moved to Mechelen, with significant synergies as a result. With respect to the FNG Brands (Fred & Ginger, CKS, Claudia Sträter, Expresso, Steps, FOUNDERS etc.) as well, important steps have been taken to achieve greater synergies. The Miss Etam automated logistics warehouse in Zoetermeer has proven its added value. As a result, Steps, Promiss and the Belgian brands Fred & Ginger and CKS are now also distributed from Zoetermeer. The integration of this logistics operation is now up and In 2017, FNG faced the challenge of running, and synergies (by means of cost savings) can be expected as from this year. integrating into the group the assets Miss Etam continued to excel in online sales (24.7%) in 2017. Moreover, Miss Etam has benefited from FNG’s central buying platform, which has own offices in Turkey, India and acquired in 2016 — Miss Etam, FNG Hong Kong.