JENSEN-GROUP
ANNUAL REPORT 2021
2 ANNUAL REPORT 2020
The Dutch language text of the Annual Report is the official version. The English language version is provided as a
courtesy to our shareholders. JENSEN-GROUP has verified, and assumes full responsibility for matching, both
language versions.
In this report, the terms “JENSEN-GROUP” and “Group” refer to JENSEN-GROUP NV and its consolidated
companies in general, whereas the terms “JENSEN-GROUP NV” and “the Company” refer to the holding company,
registered in Belgium. Business activities are conducted by operating subsidiaries throughout the world. The terms
“we”, “our”, and “us” are used to describe the Group.
ANNUAL REPORT 2021 3
Table of contents
Consolidated key figures .............................................................................................................................................. 5
Message to our Shareholders ....................................................................................................................................... 8
Profile of the JENSEN-GROUP ..................................................................................................................................... 10
Information for shareholders and investors .............................................................................................................. 14
Report of the Board of Directors ............................................................................................................................... 18
State of the business in 2021.......................................................................................................................18
Outlook 2022............................................................................................................................................... 20
Risk factors...................................................................................................................................................21
Statement of non-financial information.......................................................................................................27
Conflict of interest........................................................................................................................................43
Human resources.........................................................................................................................................47
Investments and capital expenditures.........................................................................................................47
Research and development.........................................................................................................................47
Use of financial instruments........................................................................................................................47
Litigations.....................................................................................................................................................48
Corporate Governance Statement...............................................................................................................49
Policy with respect to appropriation of the result.......................................................................................69
Shareholding structure................................................................................................................................69
Acquisition of own shares............................................................................................................................69
Relationship among shareholders...............................................................................................................70
Statutory auditor.........................................................................................................................................70
Issued capital...............................................................................................................................................70
Dividend proposal........................................................................................................................................70
Appropriation of the result..........................................................................................................................71
Significant post-balance sheet events.........................................................................................................71
Statement of responsible persons ............................................................................................................................. 72
Statutory Auditor's Report to the General Shareholders’ Meeting of the Company JENSEN-GROUP NV on the
consolidated financial statements for the year ended 31 December 2021 .............................................................. 73
Consolidated statement of financial position – Assets ............................................................................................. 79
Consolidated statement of financial position – Liabilities.......................................................................................... 80
4 ANNUAL REPORT 2021
Consolidated statement of comprehensive income .................................................................................................. 81
Consolidated statement of comprehensive income – Other comprehensive income ............................................... 82
Consolidated statement of changes in equity ............................................................................................................ 83
Consolidated cash flow statement ............................................................................................................................. 85
Notes to the Consolidated Financial Statements ...................................................................................................... 86
Summary balance sheet of JENSEN-GROUP NV ....................................................................................................... 142
Summary income statement of JENSEN-GROUP NV ................................................................................................ 143
Appropriation result JENSEN-GROUP NV ................................................................................................................. 144
General Information ................................................................................................................................................. 148
ANNUAL REPORT 2021 5
Consolidated key figures
Financial year ended December 31 December 31
(in thousands of euro) 2021 2020
Revenue 259,716 245,238
Operating profit (EBIT) 21,327 12,795
Operating cash flow (EBITDA) 30,827 19,793
Net interest charges 1,274 1,201
Share in result of associates and companies consolidated under
equity method
543 1,251
Profit before taxes 19,793 11,181
Profit for the period from continuing operations 14,278 7,178
Result from assets held for sale -65 -54
Result attributable to Non Controlling Interest -362 -479
Consolidated result attributable to equity holders 14,575 7,602
Added value 112,870 102,963
Net cash flow 24,075 14,600
Equity 155,417 136,044
Net financia l debt (+)/Ne t ca sh (-) -40,960 -28,340
Working capital 90,686 101,934
Non-Current Assets (NCA) 62,384 41,190
Capital Employed (CE) 153,070 143,124
Market capitalization (high) 246,298 271,319
Market capitalization (low ) 178,273 150,125
Market capitalization (average) 215,022 189,220
Market capitalization (December 31) 210,331 189,220
Entreprise value (December 31) (EV) 169,371 160,880
RATIO S
EBIT/Revenue 8.21% 5.22%
EBITDA/Revenue 11.87% 8.07%
ROCE (EBIT/CE) 14.40% 8.10%
ROE (Net profit/Equity) 10.00% 5.66%
Gearing (Net de bt (+) Ne t ca sh (-)/Equity)
EBITDA Interest coverage 24.20 16.48
Net financia l debt (+) or ne t ca sh (-)/EBITDA -1.12 -0.61
Working capital/Revenue 37.08% 46.62%
EV/EBITDA (December 31) 5.49 8.13
6 ANNUAL REPORT 2021
Key figures per share
Financial year ended Decem
ber 31 December 31
(in euro) 2021 2020
Operating cash flow (EBITDA) 3.94 2.53
Consolidated result attributable to equity holde rs (= earnings per
share)
1.86 0.97
Ne
t cash flow 3.08 1.87
Equity (= book value) 19.88 17.40
Gross dividend 0.25
Number of shares outstanding (average) 7,818,999 7,818,999
Number of shares outstanding (year-end) 7,818,999 7,818,999
Share price (high) 31.50 34.70
Share price (low ) 22.80 19.20
Share price (average) 27.50 24.20
Share price (December 31) 26.90 24.20
Price/earnings (high) 16.90 35.80
Price /earnings (low ) 12.30 19.80
Price/earnings (average) 14.80 24.90
Price/earnings (December 31) 14.50 24.90
ANNUAL REPORT 2021 7
Definitions
EBITDA (Earnings before Interest, Taxes, Depreciation and Amortization) = operating profit (EBIT) +
depreciation, amortization, write-downs on trade receivables and contract assets, write-downs on
inventory, changes in provisions (refer to Note 14)
Net interest charges = interest charges – interest income
Added value = EBIT + remuneration, social security costs and pensions + depreciation, amortization, write-
downs on trade receivables and contract assets, write-downs on inventory, changes in provisions (refer to
Note 14)
Net cash flow = consolidated result attributable to the equity holders + depreciation, amortization, write-
downs on trade receivables and contract assets, write-downs on inventory, changes in provisions (refer to
Note 14)
Net financial debt (+)/net cash (-) = borrowings (non-current and current) + government grant – financial
fixed assets at amortized cost - financial fixed assets at fair value through OCI - cash and cash equivalents
Working capital = inventory + advance payments + current trade receivables + contract assets – trade
payables – contract liabilities
Non-current assets = intangible assets + goodwill + property plant and equipment
Capital employed = working capital + non-current assets (see definitions above)
Market capitalization = share price x number of shares outstanding
Enterprise value = market capitalization (December 31) + net financial debt (+)/net cash (-) (see definitions
above)
EBITDA interest coverage = EBITDA/net interest charges (see definitions above)
For ratios comparing figures from the consolidated statement of comprehensive income with figures from the
consolidated statement of financial position, the average figure from the consolidated statement of financial
position is used. The average is the opening balance + closing balance divided by two:
ROCE (return on capital employed) = EBIT/ average capital employed
ROE (return on equity) = consolidated result attributable to equity holders / average equity
Average net financial debt (+) or net cash (-)/EBITDA.
8 ANNUAL REPORT 2021
Message to our Shareholders
Honoring our mission to prioritize customers, the JENSEN-GROUP not only endured but flourished in 2021. This
success in the new normal reaffirmed our strategy of having local representation in all major markets, and of
maintaining all in-person points of sale and service with our worldwide customer base. We are grateful to the
JENSEN-GROUP employees for skillfully navigating travel restrictions and supply chain disruptions to service our
customers. Despite ongoing set-backs in the hospitality sector, our best-in-class management and sales force
made the most of the nascent recovery in the healthcare and industrial laundry industries, most notably in
European and North American markets. In a year that began with a low order backlog, the JENSEN-GROUP ended
2021 with the second-highest order-intake in our history. The fact that we were able to double our net income is
of even greater significance.
Determined to prepare for the future, the JENSEN-GROUP recommitted to recent capital investments by
purchasing a production plant in China in 2021. As the proud owners of a previously-leased 20,000 m
2
plant,
constructed to our specifications in 2011 and 2017, we built on our success in the fast-growing Chinese market
and cemented our unique position as owners of production units on three continents – Europe, North America,
and Asia. In spring of 2021, we completed a year-long expansion of our Swedish plant, doubling its capacity in
Material Handling products and services. The expansion enables JENSEN Sweden to meet the booming demands
for hygienic, labor-reducing solutions, and uniform garment processing in the healthcare and garment processing
laundry industry.
Building on a tradition of leadership in innovation that has characterized the JENSEN-GROUP for more than sixty
years, the Group’s continuous investment in product development strengthened our portfolio of CleanTech
products and services. This product line increases the through-put, up-time, and water efficiency and reuse of our
products, while our latest software innovations allow customers to monitor the critical metrics of typical heavy-
duty laundries in real time to reach ever lower water and energy consumption numbers and costs. Our
partnership with Inwatec ApS continued to revolutionize the industry and expand our market reach. In 2019,
Inwatec ApS introduced a textile sorting system that is unique in the industry in automating the labor-intensive,
soil-side sector by means of artificial intelligence ("AI") and applied robotics solutions.
Over the course of 2021, the Board of Directors and management developed a new strategic plan centered
around the key drivers of sustainable value creation - ranging from product innovation and service excellence to
commercial and industrial efficiency and effectiveness - and powered by the Group's ongoing digitalization.
The plan, which will be gradually implemented, includes initiatives and programs to transform both internal and
external business practices and processes. Externally, the application of digitally enhanced, real-time laundry
process and performance data as well as far-reaching laundry automation will enable customers to further
increase their productivity. Internally, the digital alignment of core processes and use of cloud-based systems will
continue to create opportunities to simplify ways of working, break down functional silos and make more room
for entrepreneurship across the entire organization.
ANNUAL REPORT 2021 9
Thanks to our staff and employees’ ingenuity and openness to working in new and more aligned ways, 2021
became the year when JENSEN-GROUP merged tradition with reinvention. As we aim for ever higher performance
standards, we will continue to invest in our factories and support employees in reaching new levels of job
satisfaction, excellence and growth. With key financial performance indicators for 2021 showing remarkable
improvement over the prior year, a record level of net cash, and a decrease in working capital, we are more agile
in facing challenges and seizing opportunities to pursue new technologies and markets than ever before.
We thank our customers for their continued trust and loyalty. We strive to meet their expectations in terms of
productivity and innovation, cost, reliability and service, and reduced environmental impact by means of our
sustainable products and solutions.
We thank our employees throughout the world for their dedication in bringing their skills and creativity, kindness,
and open-minded spirit to upholding the JENSEN-GROUP mission to prioritize our customers’ needs.
Last but not least, we thank our shareholders for their support of the Board of Directors and management in our
journey to be the leader in this industry.
Jesper Munch Jensen Rudy Provoost
Chief Executive Officer Chairman of the Board of Directors
10 ANNUAL REPORT 2021
Profile of the JENSEN-GROUP
Mission statement
It is the aim of the JENSEN-GROUP to offer the best solutions to customers worldwide in the heavy-duty laundry
JENSEN-GROUP aim to reach the highest level of labor and energy efficiency in the industry.
We will continuously develop our people and invest in new talents.
By combining our global capabilities and offering local presence to customers, we are able to create profitable
growth and responsible industry leadership.
Making a difference
Through technical excellence, significant investment in product development and specialized industry knowledge,
the JENSEN-GROUP is able to plan, develop, manufacture, install and service everything from single machines and
processing lines to complete turnkey solutions. Our partners include textile rental suppliers, industrial laundries,
central laundries as well as on-premises laundries in hospitals, hotels and cruise ships. We believe that our
customers know their laundry business better than anybody else and that with the help of the JENSEN-GROUP’s
comprehensive laundry competence and experience we are able to find the right solution for their specific
requirements.
ANNUAL REPORT 2021 11
Organization
The JENSEN-GROUP is organized into six Business Regions, which are in charge of distribution as well as
production and responsible for all equipment designed and manufactured by the Group. Factories in the Business
Regions develop, produce and deliver a full and competitive range of JENSEN-GROUP products to customers
through a worldwide network of Sales and Service Centers (SSCs) and authorized local distributors. This worldwide
distribution network together with our laundry design capabilities, project management expertise and after-sales
service capability make the JENSEN-GROUP uniquely positioned to act locally while meeting customer
expectations fast and reliably whether the requirement is a single machine or a complete turnkey solution
anywhere in the world.
Manufacturing
The JENSEN-GROUP has a manufacturing platform of seven factories in five countries on three continents:
Denmark: JENSEN Denmark in Rønne and Inwatec ApS in Odense
Sweden: JENSEN Sweden in Borås
Germany: JENSEN GmbH in Harsum and JENSEN Components in Pattensen
USA: JENSEN USA in Panama City, FL
China: JENSEN China in Xuzhou
12 ANNUAL REPORT 2021
Distribution
The JENSEN-GROUP sells its products and services under the JENSEN, ALPHA by JENSEN, and Inwatec names
through wholly owned sales and service centers and through independent authorized distributors worldwide. The
relative share of sales through our own SSCs has increased in recent years. These SSCs operate in the most
important heavy-duty markets: Australia, Austria, the Benelux, Brazil, China, Denmark, France, Germany, Italy,
Japan, the Middle East, New Zealand, North America, Norway, Singapore, Spain, Sweden, Switzerland and the
United Kingdom. Sales and service centers play a critical coordination role for the increasing number of complex
installation projects involving several of our production companies simultaneously. Local presence enables us to
deliver after-sales services on demand to our customers. On top of that, we have an experienced distributor
network base in more than 50 countries.
Product development
The JENSEN-GROUP’s key technologies encompass the entire laundry process, including the washroom itself, the
logistics of moving linen and textiles inside the laundry, finishing with feeders, ironers and folders, as well as
software technology to control the overall process. In short, a large number of different technologies are used in
the process of turning soiled linen and textiles into clean linen with a perfect finish.
Given the wide range of technologies needed to cater for the needs of our customer base, we do not focus on
fundamental research and development. Our task is to make use of existing technologies and incorporate them
into our industry’s processes.
In recent years, we have particularly invested in further upgrading and expanding our product range in laundry
robotics, AI, automation, new software applications for our industry and environmentally-friendly products. Many
developments that target natural resource and energy savings for our customers are grouped under our
CleanTech brand. Together with ABS Laundry Business Solutions, the JENSEN-GROUP has created Gotli Labs AG,
offering state-of-the-art software solutions for the heavy-duty laundry industry. The integration of technology and
software allows customers to monitor and track production in real time and use the acquired information to
improve productivity based on relevant data. The new product from Gotli Labs under the GLOBE label and the
investments in Inwatec ApS for automation and AI bring our industry up to a new level and prepare us for Industry
4.0 and the Internet of Things. Process control and production monitoring software have become crucial in
offering the customer a total laundry-operation solution.
The Group has numerous patents and patent applications on particular features of our machinery, and product
development teams in the various JENSEN-GROUP competence centers are continuously examining the possibility
of protecting our innovative developments. Our ambition is to automate heavy-duty laundries as much as
possible.
Patents and notarial depositions are used primarily to prove prior art. We protect our patents on a case-by-case
basis and primarily in the larger markets.
ANNUAL REPORT 2021 13
In general, the JENSEN-GROUP annually invests in the range of 2% to 3% of its turnover in Product Development.
JENSEN-GROUP in the world
Plus, a worldwide network of distributors.
14 ANNUAL REPORT 2021
Information for shareholders and investors
The JENSEN-GROUP NV shares are quoted on the Euronext Stock Exchange under the ticker JEN (Reuters: JEN.BR
Bloomberg JEN.BB) since June 1997. The ISIN code is BE0003858751. The quote of the JENSEN-GROUP NV shares
can be found online on the following websites:
JENSEN-GROUP: https://www.jensen-group.com/investor-relations/share-price.html
Euronext: https://live.euronext.com/en/product/equities/BE0003858751-XBRU
Share price evolution
The JENSEN-GROUP NV share price increased from 24.2 euro at the end of 2020 to 26.9 euro at the end of 2021,
with an average daily trading volume of 2,305 shares compared with 2,966 in 2020.
ANNUAL REPORT 2021 15
Investor relations
JENSEN-GROUP NV organizes its communication with shareholders and investors in the following way:
Organizing two analysts’ conference calls per year, following publication of the half-year and the full-year
results;
Communicating any major changes in the financial position and earnings of the Company;
Distributing press releases to professional and private investors and posting them on the corporate
website;
Posting the votes and minutes of the Shareholders’ meetings on the corporate website;
Providing all communication, including the corporate website, in English and Dutch;
Making information on shareholdings and the financial calendar available on the corporate website;
Attending small cap investor events upon request;
Telephone conferences with analysts and existing or potential shareholders upon request.
16 ANNUAL REPORT 2021
Change in ownership structure
During 2021, JENSEN-GROUP NV did not receive any notification.
The ownership structure as per December 31, 2021 is set out below:
Shareholders’ calendar
May 17, 2022: 10 a.m. Annual Shareholders’ Meeting;
August 2022: half-year results 2022 (analysts’ meeting);
March 2023: full-year results 2022 (analysts’ meeting).
The Investor Relations Manager is also available to meet individual shareholders, analysts, specialized journalists
and institutional investors to enable them to see the JENSEN-GROUP’s short and long-term potential, with respect
to both the business as a whole and/or specific activities. Presentations, meetings and site visits are organized
upon request.
The JENSEN-GROUP Annual Report, press releases and other information are available on the corporate website
(http://www.jensen-group.com).
Shareholders wishing to convert registered shares into dematerialized shares can contact the Investor Relations
Manager.
Shareholders and investors who want to receive the JENSEN-GROUP Annual Report, the financial statements of
JENSEN-GROUP NV, press releases or other information with respect to the JENSEN-GROUP can also contact the
Investor Relations Manager:
JENSEN-GROUP NV
Mrs. Veronique De Ridder
Neerhonderd 33
BE 9230 Wetteren, Belgium
Tel. +32.9.333.83.30
E-mail: investor@jensen-group.com
ANNUAL REPORT 2021 17
Financial report 2021
18 ANNUAL REPORT 2021
Report of the Board of Directors
State of the business in 2021
JENSEN-GROUP’s revenues for the year amount to 259.7 million euro compared to 245.2 million euro in 2020.
The 5.9% increase demonstrates the JENSEN-GROUP's ability to take orders and see them through to completion
in a challenging environment. Despite this progress, the overall level of activity remains lower than before the
Covid-19 pandemic.
The ongoing limitations on travel and tourism resulting from Covid-19-related constraints still affect the Group’s
hospitality business, in particular with several customers having to temporarily close down or reduce their
operations. These challenging market conditions could continue in view of potentially longer-lasting travel
restrictions by large countries (China, Japan, India and others) and further pressure on the demand in the
hospitality sector due to recurring lockdowns and changing government directives. Furthermore, scarcity in
available electronic components and supply chain issues also play a role and might have a longer-term effect.
Occasionally, the JENSEN-GROUP grants buy-back guarantees to individual customers. To accommodate these
customers, a few extensions of buy-back guarantees of up to 15 months were granted in the light of the closing of
several laundries. In one particular case, where a laundry was forced to close down, an additional provision of 0.4
million euro was recorded.
Despite challenging market conditions, the EBIT of the JENSEN-GROUP grew by 66.7% in 2021 over 2020,
amounting to 21.3 million euro in 2021 compared to 12.8 million euro in 2020. The large increase in the EBIT was
the result of swift measures taken by the Group in decreasing the cost base and adjusting the capacity in several
plants. The EBIT includes 3.6 million euro of costs (2.9 million euro in 2020) related to restructuring, reducing the
workforce, and closing of activities. The EBIT also includes a margin of 2.5 million euro related to projects
cancelled in 2020, which was recognized in November 2021.
JENSEN USA received Government support by means of a loan, in the form of a Promissory Note from the state of
Florida amounting to 1.9 million US dollar in May 2020. On March 17, 2021, forgiveness was granted, and the
amount is recorded as other income.
Other income also includes support from the authorities by means of compensation schemes, mostly related to
payroll compensation and coverage of fixed costs in several countries (2.1 million euro in 2021 compared to 1.7
million euro in 2020).
ANNUAL REPORT 2021 19
In July 2020, JENSEN GmbH was granted an amortizing KfW (Kreditanstalt für Wiederaufbau) loan amounting to 10
million euro for a period of six years. The conditions of the loan give JENSEN GmbH the right to repay before final
maturity date. JENSEN GmbH drew the full 10 million euro. At year-end 2021, the first quarterly pay-back of 0.5
million euro was made, and quarterly reimbursements of 0.5 million euro will follow until full repayment.
On the balance sheet, working capital at closing date was 90.7 million euro compared to 101.9 million euro at the
end of last year, despite a higher activity level. The Group reports a net financial cash position of 41.0 million euro,
including 4.5 million euro of leasing debt, compared to 28.3 million euro at end-2020. The Group’s borrowing
agreements include financial covenants with one of the financial institutions on solvency as well as a positive
EBITDA on an annual basis and a maximum debt/EBITDA ratio. As per December 31, 2021, the JENSEN-GROUP was
in full compliance with its bank covenants.
An impairment of the financial participations was not required as Tolon GLOBAL MAKINA Sanyi Ve Tikaret Sirketi
A.S., Turkey, in which we have a 49% holding, performed according to expectations.
Based on the above, an analysis of our markets, order backlog, sales funnel, future revenues, various scenarios
and cash projections, the Group is of the opinion that the consequences of Covid-19 and of the disruptions of the
supply chains are manageable for the coming period with the knowledge as of today. Therefore, the EMT
(Executive Management Team) has concluded, and the Board of Directors concurs, that the JENSEN-GROUP NV is
able to continue as a going concern.
Net financial charges decreased from 2.9 million euro to 2.1 million euro, reflecting lower currency losses.
Higher activity and a more favorable cost base led to a 38% increase of taxes.
On March 26, 2021, the JENSEN-GROUP increased its shareholding in Inwatec ApS from 30% to 70%. Inwatec ApS
is a Danish company, part of Europe’s robotic hub Odense Robotics, which manufactures modern high-end
solutions for industrial laundries. Inwatec's core competence lies in the field of software and mechanical
development for laundry automation and robotics. Inwatec ApS announced a net income of 2.7 million euro in
2020. The Group does not expect a significant impact on the consolidated revenues as most of the sales are
already included in the JENSEN Sales and Services Centers. The purchase price (14.9 million euro) allocation is
disclosed in the notes of these financial statements.
The result from companies accounted for by the equity method decreased from 1.3 million euro (participations
TOLON and Inwatec ApS) to 0.5 million euro (participation TOLON). As the Group increased its shareholding in
Inwatec ApS to 70%, the participation in Inwatec ApS is fully consolidated and no longer accounted for by the
equity method.
The above-mentioned factors together resulted in an increase in net profit from 7.6 million euro to 14.6 million
euro (+91.7%).
20 ANNUAL REPORT 2021
Outlook 2022
The JENSEN-GROUP received 345 million euro of orders in 2021, a 54% increase over last year’s order intake and
the second highest order intake in its history thanks to a very strong fourth quarter.
Considering the Covid-19-related risks of potentially recurring lockdowns and travel restrictions across the world,
as well as the risks triggered by the potentially destabilizing impact of geo-political and military threats, the
JENSEN-GROUP expects the investment climate in its markets to remain unpredictable and volatile in 2022.
The Group expects production costs and delivery schedules to be impacted in 2022 due to the increase in raw
material and component prices, remunerations, as well as the effect of supply chain disruption and scarcity in
available electronic components. Other risk factors include the duration and effect of the Covid-19 pandemic, the
decline in demand, the access to financing for our customers, the fluctuating raw material, energy, and
transportation prices, the exchange rate volatility, the uncertain political climate, and the competitive pressures.
Despite a challenging business environment, the Group remains confident in its ability to stay the course thanks to
the restructuring measures we implemented last year, which allowed us to create a significant financial
headroom. Our aim for 2022 is to maintain the Group's profitability level despite the volatility in demand and the
uncertain impact of supply chain constraints, and the effect of price increases for raw materials and components
on our order backlog and future business. While we will continue to focus on customer centricity and sustainable
innovation through new product development in our factories and through our cooperation with and participation
in Inwatec ApS, we will further step up the optimization and digitalization of our internal processes.
ANNUAL REPORT 2021 21
Risk factors
Risks related to the JENSEN-GROUP's financial situation
Net profit depends on reaching a certain level of sales to absorb overhead costs.
Any major drop of activity has an immediate effect on operating profits.
The JENSEN-GROUP fully owns seven production sites, in the following countries:
Each production and engineering center (“PEC”) is specialized in a specific part of the laundry operation
(Washroom, Finishing Technology, Material Handling) or in a specific type of linen (flatwork, garment or special
applications such as mats, continuous roller towels or wipers).
The JENSEN-GROUP has its own distribution channels (“SSC” Sales and Service Centers or Sales Support) in the
most important markets:
Australia
Austria
Benelux
Brazil
China
Denmark
France
Germany
Italy
Japan (Sales Support)
Sweden
Middle East (Sales Support)
New Zealand
Norway
Singapore
Spain
Switzerland
UK
USA
Alongside to the SSCs, the JENSEN-GROUP has sales representatives in:
Czech Republic
Poland
22 ANNUAL REPORT 2021
On top of that, the JENSEN-GROUP has an experienced distributor network in more than 50 countries.
Each SSC is staffed to handle turnkey projects and systems, single machine sales and after-sales services.
In each PEC and SSC we have the supporting functions needed to administer the legal entity. In order to absorb
these overheads, sufficient volume is needed. The activity level determines production volume and can be
influenced by factors beyond our control. Since our products are investment goods, the international investment
climate in healthcare, hospitality (hotels and restaurants) and industrial clothing in particular can have a
significant influence on the overall market demand and sales opportunities. The impact of a sudden decrease in
turnover cannot be fully offset by a decrease in overheads and infrastructure costs and as such can have a
negative impact on our activity level, financial condition and operating results.
Currency risks and the economic and political risks of selling products in foreign countries.
Sales of equipment and projects to international customers represent a major part of the net revenues. Demand
for our products is and may be affected by economic and political conditions in each of the countries in which we
sell our products and by certain other risks of doing business abroad, including fluctuations in the value of
currencies. We do hedge exchange rate fluctuations between the major currencies used in our operations, these
being the AUD, CHF, CNY, DKK, EUR, GBP, JPY, NOK, NZD, SEK, SGD and USD.
Interest rate fluctuations could have an adverse effect on our revenues and financial results.
The JENSEN-GROUP is exposed to market risk associated with adverse movements in interest rates. The Group
maintains long-term interest rate hedges and loans with fixed interest rates in order to limit this risk, but a general
increase in interest rates might have an unfavorable effect on the overall investment climate and as such on our
business, financial condition and results of operations.
Negative interests have a negative impact on the cash position of the JENSEN-GROUP. The Group spread its cash
position into different investments in order to reduce the impact of the negative interest and mitigate the
bankruptcy risk of any bank with cash deposits.
The use of debt could adversely affect our financial health if covenants are not met.
The JENSEN-GROUP’s major financial institution partners are Nordea, KBC and Nykredit. The Group’s borrowing
agreements include financial covenants with one of the financial institutions covering solvency, a positive EBITDA
on an annual basis and a maximum debt/EBITDA ratio. These covenants could have a restricting effect on our
financial capacity.
To service its debt, the JENSEN-GROUP will require a certain amount of cash flow. The ability to generate cash
depends on many factors beyond our control.
The ability to make scheduled payments of principal and interest with respect to our debt, to fund our planned
capital expenditures and our research and development efforts, and to finance our expansion in capacity, will
depend on our ability to generate cash, on future financial results and on the development of the major financial
ANNUAL REPORT 2021 23
institutions we work with. These institutions, to a certain extent, are subject to the risk factors mentioned above.
Risks related to the JENSEN-GROUP's business activities and industry
JENSEN-GROUP's main
customers are getting larger as they consolidate and become increasingly international.
An important part of the business is to deliver solutions and machines to the textile rental industry. The ongoing
consolidation and internationalization in this industry is making a significantly greater part of the business
dependent on relations with these larger groups.
Price fluctuations or shortages of raw materials, supply chain disruption and the possible loss of suppliers could
adversely affect the operations.
The JENSEN-GROUP purchases a large number of different components as well as raw materials such as black iron,
stainless steel, aluminum and electronic components. The price and availability of these raw materials and
components are subject to changes in duties, market conditions affecting supply and demand, fluctuations and
shortages. In a competitive market, there is no assurance that increases or decreases in raw material and other
costs will be translated quickly into higher sales or lower purchase prices. Nor can there be any assurance that the
loss of suppliers or components would not have a material adverse effect on our business, financial condition and
results of operations. We currently do not undertake commodity hedging.
The JENSEN-GROUP operates in a competitive market.
Within the worldwide heavy-duty laundry market, the JENSEN-GROUP encounters several competitors, both small
and large. There can be no assurance that significant new competitors or increased competition from existing
competitors will not have an adverse effect on our business, financial condition and results of operations.
In addition, the Group may face competition from companies outside of the United States or Europe who have
lower costs of production (including labor or raw materials). Such companies may pass on these lower production
costs as price decreases to customers and as a result, our revenues and profits could be adversely affected.
Vendor financing.
Since the 2008 financial crisis, many customers have experienced difficulties in obtaining financing to invest in
expansion or equipment renewal. Under certain specific conditions the JENSEN-GROUP is offering financing
solutions to customers. This creates exposure for the Group in terms of having to take back machinery over the
lifetime of the financing contract. We manage our exposure by aligning the take-back price to the second-hand
market values as much as possible.
24 ANNUAL REPORT 2021
Legal and regulatory risk
Policy choices can affect the healthcare sector.
The JENSEN-GROUP sells to industrial laundries which handle, amongst others, linen for the healthcare sector.
Policy choices at country level can affect the standards of hygiene or the financial capability of hospitals. This may
influence sales at specific points in time as well as product development in order to find solutions for the most
stringent hygiene requirements.
The JENSEN-GROUP may incur product liability expenses.
The Group is exposed to potential product liability risks that arise from the sale of our products. In addition to
direct expenditures for damages, settlements and defense costs, there is a possibility of adverse publicity as a
result of product liability claims. We cannot be sure that our existing insurance or any additional insurance will
provide adequate coverage against potential liabilities and any such liabilities could adversely affect our business,
financial condition and results of operations.
The JENSEN-GROUP is subject to risks of future legal proceedings.
At any given time, the JENSEN-GROUP is a defendant in various legal proceedings and litigations arising in the
ordinary course of business. Although we maintain insurance coverage, there is no guarantee that this insurance
coverage will be adequate to protect us from all material expenses related to potential future claims for personal
and property damage or that these levels of insurance coverage will be available in the future at economical prices
or for that matter, available at all. A significant judgment against us, the loss of a significant permit or other
approval, or the imposition of a significant fine or penalty could have an adverse effect on our business, financial
condition and future prospects.
Environmental, social and governance risks
The JENSEN-GROUP is dependent on key personnel.
The Group is dependent on the continued services and performance of the senior management team and certain
other key employees. The employment agreements with senior management and key employees are for an
indefinite period of time. The loss of or difficulties to find qualified personnel or to replace any key employee
could have a material adverse effect on the business, financial condition and results of operations because of their
experience and knowledge of our business and customer relationships.
ANNUAL REPORT 2021 25
The nature of the business exposes the JENSEN-GROUP to potential liability for environmental claims and adverse
effects of new and more stringent environmental, health and safety requirements.
The Group is subject to comprehensive and frequently changing federal, state and local, environmental, health
and safety laws and regulations, including laws and regulations governing emissions of air pollutants, discharges of
waste and storm water and the disposal of hazardous wastes. We cannot predict the environmental liabilities that
may result from legislation or regulations adopted in the future, the effect of which could be retroactive. The
enactment of more stringent laws or stricter interpretation of existing laws could require additional expenditures
by us, some of which could have an adverse effect on our business, financial condition and results of operations.
The Group is also subject to liability for environmental contamination (including historical contamination caused
by other parties) at the sites that it owns or operates. As a result, the Group is involved, from time to time, in
administrative and judicial proceedings and inquiries related to environmental matters. There can be no assurance
that we will not be involved in such proceedings in the future, and we cannot be sure that our existing insurance
or additional insurance will provide adequate coverage against potential liability resulting from any such
administrative and judicial proceedings and inquiries. The aggregate amount of future clean-up costs and other
environmental liabilities could have a material adverse effect on our business, financial condition and results of
operations.
For the past several years, the JENSEN-GROUP has strictly followed an environmental remediation plan relating to
our former Cissell manufacturing facility in the United States. A third-party indemnity for the remediation plan
exists, with Cissell as the legal beneficiary. The most recent sampling tests, performed by a third party
environmental-engineering company each year, together with an exhaustive review every five years, are in line
with expectations. Considering the data collected since the 2018 exhaustive review, the original endpoint of 2025
appears optimistic and several more years are likely. The next exhaustive review is scheduled for 2023. The latest
projected end date for this remediation plan is 2025. However, there is no guarantee that significant additional
civil liability or other costs will not be incurred by us in the future with respect to the Cissell facility or other
facilities.
The operations are also subject to various hazards incidental to the manufacturing, transportation and functioning
of heavy-duty laundry equipment. These hazards can cause personal injury and damage to and destruction of
property and equipment. There is no guarantee that as a result of past or future operations, there will not be
injury claims by employees or third parties. Furthermore, we also have exposure to present and future claims with
respect to worker safety, workers’ compensation and other matters. There is no guarantee as to the actual
amount of these liabilities or the timing of them. Regulatory developments requiring changes in operating
practices or influencing demand for, and the cost of providing, our products and services or the occurrence of
material operational problems, including but not limited to the above events, may also have an adverse effect on
our business, financial condition and results of operations.
26 ANNUAL REPORT 2021
The JENSEN-GROUP operates in several locations and is subject to natural hazards.
The Group operates in 23 countries and is therefore exposed to natural hazards such as earthquakes, windstorms
or floods. Insurance coverage is taken when possible and affordable and compliance with specific building codes is
reviewed carefully. We noticed a decrease of insurance coverage in certain areas in the past years. The entities
are required to have disaster recovery plans. Any severe natural disaster could affect our business, financial
conditions and operational results.
Pandemic.
A pandemic has a direct impact on our customers serving the hospitality sector (travel and tourism) and
healthcare sector as authorities can make decisions affecting both sectors that result in lower business and that
influence investment possibilities and outlook. Any severe pandemic could affect our business, financial
conditions, and operational results.
Internal control risk
The JENSEN-GROUP operates with several information and communication technologies (ICT).
The Group uses for its worldwide operations several tools, devices and software in its ICT and machine operating
environment. Digital technologies, devices and media bear manifest risks and opportunities. Machinery is more
interconnected and prepared for IoT (Internet of Things). As a result, the Group faces cyber risks. Any ICT failure in
the area of security and systems access or in machine operating environments might cause operational disruption,
damage to reputation, and financial losses. The Group manages these risks by closely following the latest
technological developments. Next to this, the Group selects the best suited suppliers for software and ICT.
Cybersecurity is a major criterion when selecting these suppliers.
ANNUAL REPORT 2021 27
Statement on non-financial information
In accordance with Directive 2014/95/EU (the "Directive") of the European Parliament and of the Council of 22
October 2014 and as required by the Belgian Companies and Associations Code (the “Companies and Associations
Code”) art. 3:6 § 4 and art. 3:34, we have added this separate section containing non-financial information which
is considered to be relevant for the JENSEN-GROUP stakeholders. We are on track with the implementation of the
new CSRD (Corporate Sustainability Reporting Directive). The JENSEN-GROUP is not eligible for Taxonomy.
Therefore, the KPI's are reported as zero.
In providing this information, we have considered the requirements defined by the Directive and the Companies
and Associations Code, while also drawing inspiration from the GRI Sustainability Reporting Standards: Core
option.
Alongside the financial information on the JENSEN-GROUP (which can be found in the ‘Financial Report 2021’
section of this Annual Report), this section describes non-financial activities which are relevant to our stakeholders
and by which we make a difference. We are on track with the implementation of the new CSRD.
Materiality analysis
We updated the materiality analysis to identify and confirm sustainability topics that are most important to our
business and stakeholders, and to further strengthen our sustainability and corporate responsibility policy and
reporting, by prioritizing topics that matter the most.
We identified topics that are considered important for reflecting the Group's economic, environmental and social
impact or that influence the decisions of JENSEN-GROUP stakeholders, such as our customers, suppliers,
employees, governments and shareholders. During this analysis, both external and internal factors were taken
into consideration, including the JENSEN-GROUP vision, mission, brand and long-term strategy. The result is
illustrated in the materiality matrix below.
28 ANNUAL REPORT 2021
The upper right quadrant represents priority topics that are relevant for society, our stakeholders and our
business. The JENSEN-GROUP sustainability approach focuses mainly on these areas. The upper left quadrant
represents strategically significant topics, which are considered relevant from our stakeholders and our business
point of view. The areas defined below are topics to be monitored closely and to be managed internally.
As from 2020 onwards, detailed monitoring of certain specific KPIs has been installed. We refer to the different
dimensions of our sustainability approach mentioned below for the results of this monitoring process in 2021. This
monitoring process will be maintained over the next years, which will allow us to have a full understanding of the
different KPIs and hence reliable, fair and reachable objectives per KPI will be defined at that time. We expect to
formally decide on KPI objective after a period of monitoring of 3 years (i.e., 2023).
ANNUAL REPORT 2021 29
Covid-19 assessment
The global Covid-19 pandemic and its social and economic consequences have strongly impacted the everyday life
of all people. Thanks to the dedication and cooperative spirit of everyone at the JENSEN-GROUP, we have
successfully navigated these difficult times right from the start. Our digital alignment processes, initiated some
years ago, already enabled a smooth transition from office work to home office in 2020, when the pandemic
started. To some extent, 2021 was a year of stabilization: our customers and our staff managers got used to digital
presentations and, lacking trade shows, to promoting our new products in alternative, innovative ways. We are
continuously adapting our approaches to ensure best customer service, be it in severe lockdown conditions, be it
in countries that are slowly returning to a new normal.
At the onset of the epidemic, we reacted swiftly, anticipating a prolonged period of economic setback and
upheaval. We took the decision to secure our company while maintaining our long-term strategy of putting our
customers first. Our local structures managed to implement structural changes while continuing to service our
installed base with our sales and service companies throughout the world.
The challenges continue in these unprecedented times, and we continue to rely on the resilience demonstrated by
all the JENSEN-GROUP staff so far.
Sustainable business framework
The JENSEN-GROUP is known for always going above and beyond to meet the expectations of our customers. Also,
the goal of creating sustainable innovation for a better world is deeply embedded in our DNA. The textile care
service is the oldest circular economy in the world, with its roots going back to the late 19
th
century. Extending the
life of textiles is key, and equally important is the lifetime of laundry equipment.
Our aim is to honor that legacy by developing our sustainability approach around the three ESG aspects:
Environmental Social Governance
In order to provide you with the broader sustainability context, we briefly elaborate on the JENSEN-GROUP
business model. For more information, we also refer to other sections of the Annual Report.
30 ANNUAL REPORT 2021
Business model
The aim of the JENSEN-GROUP is to lead by providing the best solutions to its worldwide customers in the heavy-
duty laundry industry. Technical excellence, significant investment in product development and specialized
industry knowledge enable the JENSEN-GROUP to plan, develop, manufacture, install and service everything from
single machines to complete systems, turnkey solutions, and process automation.
We deem product development to be a key part of our business model, as scarcity of resources and a greater
focus on ecology increase the need for sustainable laundry solutions. Sustainability goes beyond purely
environmental aspects. The new bottom-line looks at the eco-social costs and benefits of having clean linen
available. The well-being of the people using and processing the linen is key. As part of our total sustainability
approach CleanTech, the JENSEN-GROUP develops machines and solutions that positively impact the financial
success of the laundry as well as the working stations for its employees.
All products designed and manufactured by the JENSEN-GROUP fall under the responsibility of our factories, called
Production and Engineering Centers ("PECs"). The PECs develop, manufacture, and deliver a full range of
innovative and competitive JENSEN, ALPHA by JENSEN and Inwatec products to our customers through our
worldwide network of Sales and Service Centers ("SSCs") and authorized local distributors, organized into six
Business Regions. This worldwide distribution network together with our laundry manufacturing capability,
project management expertise and after-sales service make the JENSEN-GROUP a credible one-stop supplier
uniquely positioned to act locally, meeting our customer’s requirements and expectations fast and reliably,
whether for a single machine or a complete turnkey solution, anywhere in the world.
The relative share of sales through our own SSCs has increased in recent years. These SSCs operate in the most
important heavy-duty markets: Australia, Austria, the Benelux, Brazil, China, Denmark, France, Germany, Italy,
Japan, the Middle East, New Zealand, North America, Norway, Singapore, Spain, Sweden, Switzerland, and the
United Kingdom.
The JENSEN-GROUP mission is “Creating the future in laundry automation”, a one-liner that we also use in our
marketing communication. The JENSEN-GROUP is committed to offering the best solutions to heavy-duty
laundries worldwide. For this we are in a constant dialogue with our customers, through local presence, to identify
the best solutions for them. Based on our global experience, these solutions consider the total cost of ownership
and are aimed at continuously raising productivity and reducing the ecological impact of our equipment and our
own processes. In recent years, we have particularly invested in further upgrading and expanding our product
range in laundry robotics, AI, automation, new software applications for our industry and environmentally
friendlier products. We are committed, engaged, dedicated and responsible every time we interact with our
customers.
ANNUAL REPORT 2021 31
Our customers provide a broad range of textile care services in a variety of application areas:
Healthcare laundries: A typical healthcare institution delivers a wide range of items to its laundry, including:
surgical gowns and textiles, patient drapes, patient clothing, gowns for doctors and nurses, bed linen, towels,
and more. Healthcare linen demands exceptionally high standards and flexibility in the choice of washing
programs to ensure textiles are clean and not contaminated.
Hospitality laundries: clean and perfectly folded linen is part of the overall experience of any visit to a
restaurant or a hotel. Hospitality laundries process a wide variety of textiles: bedsheets, fitted sheets, duvet
and pillow covers, mattress covers, tablecloths, napkins, placemats, aprons and fluffy items such as bathrobes
and towels.
Industrial laundries: both large corporations and small enterprises rely on textile care services for their
workwear. Professional workwear has people covered for all situations at work and includes: shirts, uniform
jackets and pants of every kind, overalls, military uniforms, reflective striping jackets and pants, safety vests,
police and firefighter uniforms, and even flame-resistant jackets or pants. Professional garments ensure that
their wearers are recognized, respected, and ultimately also protected.
Mat laundries: dirt control mats are a calling card for every business and guarantee an excellent first
impression. Shop owners and managers rely on them in all weather conditions – without mats in the entrance
area, their buildings would require constant cleaning.
Large on premises laundries: e.g., on cruise ships, where thousands of passengers and crew members live in a
limited space for days or weeks. Both for consumption and emissions, the standards for hygiene and energy
efficiency are unique in the cruise ship industry. Cruise companies are very concerned about the health and
well-being of all people aboard the ship.
Our solutions cover all stages of sorting, washing, drying and finishing of linen, garments and mats.
The JENSEN equipment combines automation and high quality – while ensuring low energy, water, and chemicals
consumption, saving both money and the planet.
Finally, our business model is highly scalable and serves as a platform to expand geographically. Expansion plans
have been kept on hold in 2021. We aim to expand throughout the world in order to keep communication lines
with our end-customers as short as possible. Local presence was already a key competitive advantage before the
Covid-19 pandemic hit the world and continues to be a critical success factor.
32 ANNUAL REPORT 2021
ENVIRONMENTAL PERSPECTIVE
All our stakeholders and, above all, customers, face a rapidly changing environment. The JENSEN-GROUP takes
sustainability seriously and is pursuing a continuous energy reduction and environmental protection strategy. In
particular, the increasing scarcity of water and energy calls for an increased focus on ecology.
We have implemented appropriate internal policies to help us identify both internal (arising during the
manufacturing process) and external (created by the use of our equipment) environmental risks to our business.
Such risks are identified and evaluated as part of the yearly risk mapping exercise. Three main environmental risks
are included in the risk map, based on the probability of the risk occurring and based on its impact:
Risk of damage due to a natural disaster;
Risk of non-compliance with new local laws and regulations regarding environmental protection;
Risk of being held responsible for environmental contamination without knowledge of having caused the
contamination.
Risk mitigating measures are defined, implemented, and evaluated on a yearly basis by the Executive
Management Team. A dedicated project has been introduced to ensure that the JENSEN-GROUP is fully compliant
with local laws and regulations. For further information on environmental risks, we refer the reader to the ‘Risk
Factors’ and ‘Risk Management and Internal Control’ sections in the 2021 Annual Report.
Continuous investment in product development, alignment of our core processes and in-depth market presence
enable us to better meet our customers’ needs. Many of these developments are targeted at reducing energy and
water consumption as well as increasing the up-time of our equipment. In general, the JENSEN-GROUP invests in
the range of 2% to 3% of its turnover in product development every year.
A major share of our product development work is directed at natural resource and energy savings and at
reducing the environmental impact of our equipment. This includes continuously monitoring the performance of
our equipment during the development phase. Many product developments that target natural resource and
energy savings for our customers are grouped under our CleanTech concept.
ANNUAL REPORT 2021 33
CleanTech solutions
The JENSEN-GROUP takes sustainability and environmental protection seriously and is pursuing a continuous
energy saving strategy to meet the challenges of the future, such as climate change and the finiteness of fossil
fuels.
CleanTech solutions consist of knowledge-based products and services that improve operational performance,
productivity and efficiency while reducing CO
2 emission, energy and water consumption, waste, or pollution. The
objective of the JENSEN-GROUP CleanTech concept is to increase the efficient use of primary energy and to ensure
that such energy is consumed more economically in gas-heated laundry equipment.
In developing laundry machines, the JENSEN-GROUP focuses on high performance with as little energy and
freshwater usage as possible. As well as the use of directly gas-heated equipment, this involves integrating water
and energy recovery systems into machines.
Moreover, the JENSEN-GROUP does not just confine itself to reducing CO
2 emissions and energy and water
consumption of its machines but also handles valuable resources and energy sources carefully at the production
stage. Our factories apply concentrated production planning with annual closings to keep the output at a constant
high level. All transportation paths within the factory and from our suppliers are kept as short as possible. As part
of our lean management principles, these movements are constantly measured, monitored, and adjusted.
Electrically powered vehicles (forklifts, vans) are being introduced. Technology also adds to our sustainability
balance: a new computer program for the laser cutting system at one of our factories, enabled us to optimize the
use of metal sheets, reducing the annual volume of scrap steel by 600 tons, equal to 15 large fully loaded trucks.
All factories have implemented energy-saving measures and introduced air pollution-reducing equipment that we
will be starting to align with KPIs as of 2022.
Our CleanTech technology has produced some remarkable resource and energy savings for our customers in
recent years. Average water consumption of under 3 liters per kg linen processed, and energy consumption of
under 1 KW/h per kg linen processed can be reached today with our products and solutions. Our advanced
solutions offer energy savings of up to 60% per year, combined with lower investment and installation costs.
Productivity is up to 25% higher thanks to shorter drying and finishing cycle times.
Recorded figures under ideal circumstances in CleanTech laundries:
Senking Universal tunnel washer with a new heat exchanger that extracts heat energy from the wastewater
that can be used for heating the process water. The heat exchanger reduces the wastewater temperature by
35°C (from 55°C to 20°C), resulting in an energy reduction of 27%. The open helix allows a transfer of the
batch to the next compartment by switching from a 285° washing angle to a 360° washing angle in only four
seconds, as against at least eight for other brands, increasing the average annual production by 4.5%.
34 ANNUAL REPORT 2021
The gas-heated WR (water removal) dryer consumes only 0.95 kWh/l. Launched in 2014, this dryer is still the
world’s most energy-efficient dryer. A gas-heated WR dryer helps a laundry reduce its carbon footprint by 31
tons per year. A heat exchanger cools the extract air by 40°C (from 100-110°C to 60-65°C), with the energy
reused for heating the fresh air, and cutting energy consumption by up to 15%.
The design of the Kalor ironer increases evaporation capacity and enables fast temperature changes without
heat loss. Our measurements confirm a 19% reduction in CO
2
footprint.
We are working to take the energy reduction program a step further through investments in software to ensure
that the machines are operated efficiently without idling, and automatically stopped if not operated. A further
step is taken by the on-site measurement of KPIs in heavy-duty laundries: Globe by Gotli Labs, a real-time
production management tool, provides information for monitoring equipment, staff, utilities, and energy in a
laundry.
Manufacturing process
The JENSEN-GROUP has a manufacturing platform of seven factories in five countries on three continents. Each
manufacturing site focuses on specific technologies for the heavy-duty industry. We develop environmentally
friendly equipment, manufactured in the most ecologically responsible way. Furthermore, we are continuously
monitoring our factories to reduce their impact on the environment. Savings on electrical energy costs is the goal
of each of our factories. In 2021, the production and assembly of all heavy-duty laundry equipment consumed a
total of 6’464'703 kWh, or 0.02% kWh per euro revenue. The two factories with their own paint booths, namely
Xuzhou/China and Rønne/Denmark, both meet high standards for emissions. These are constantly monitored,
with each site employing a dedicated person in charge of environmental issues and hazardous waste.
The pollutant discharge from the paint booth consists of hazardous solid waste, liquid waste and waste acid from
the pickling station. The hazardous solid waste is stored in a separate warehouse for collection by the supplier. Its
correct disposal is supervised by the Chinese and the Danish governments. The wastewater is sent to official
sewage plants. The waste acid is stored in separate warehouses, supervised by government installed cameras (in
China) or locked (in Denmark), and collected by a government-appointed company. This ensures that the waste
acid doesn't pollute the environment. None of the plants have had any spills into the environment. Both paint
booths are thoroughly cleaned on a regular basis, depending on the activity.
The heating of both paint booths consumes approximately 261.8 tons of gas per year (49.2 tons in Denmark, 212.6
tons in China), i.e., 0.003 tons per euro revenue.
An environmentally-friendly manufacturing process starts with selecting the most appropriate suppliers. The
JENSEN-GROUP is therefore constantly looking for partnerships with suppliers who can contribute resource- and
energy-saving opportunities of any kind.
ANNUAL REPORT 2021 35
Climate-related risks, dependencies, and opportunities
As mentioned in the Risks factor section of this Annual Report the JENSEN-GROUP operates in 23 countries and is
therefore exposed to natural hazards such as earthquakes, windstorms, or flood. It is reasonably accepted that in
the long-term climate change could result in an average increase of the worldwide temperature, which could
cause more frequent natural hazards. Because of this increased risk insurance coverage is taken when possible
and compliance with specific building codes is reviewed carefully, this to reduce the impact on the Group's
performance and financial results.
As indicated in our Mission Statement, the aim of the JENSEN-GROUP is to supply our customers with sustainable
single machines, systems, turnkey solutions and laundry process automation. Sustainable solutions also imply that
we want to limit the negative impact of our activities on the climate as much as possible. Apart from our strict
monitoring of internal energy usage KPIs as mentioned above and the reduction of our internal travelling, we
consider the reduced water usage of our solutions to be a key differentiator and opportunity, with public opinion
attaching ever greater importance to climate change. Further, limiting the water usage of our solutions is a high
priority. We also stress the importance of sustainability throughout our value chain, starting from selecting our
suppliers right through to positioning our strategy towards our customers.
Like many companies, the JENSEN-GROUP is dependent on natural, human, and social capital for its operations.
Water is becoming more and more scarce, leading us to prioritize the further reduction of water usage in
developing new machines and solutions. Our employees and by extension all our stakeholders appreciate these
initiatives, resulting in more highly motivated employees and a better brand image throughout the value chain.
36 ANNUAL REPORT 2021
SOCIAL PERSPECTIVE
The social dimension of our ESG agenda is determined by the way that we deal with our people and embrace the
interest of society.
PEOPLE
At JENSEN-GROUP, the wellbeing of our employees is mission-critical. Our employees are the basis of our success
and make the difference in serving our customers.
Health & Safety
At the JENSEN-GROUP, the wellbeing of our employees and customers is crucial.
We want our employees around the globe to work in safe and ergonomically sound environments. We encourage
all employees to help build safe work environments by applying safety measures in their day-to-day activities.
Health and safety are a priority at each JENSEN-GROUP location. At all our production sites, plant managers’
performance evaluations include the prevention of work accidents and remedial initiatives taken.
Every JENSEN-GROUP factory employs a Health & Safety Manager, who is responsible for implementing health &
safety measures in their respective factory, starting from local regulations and requirements. At JENSEN China, an
equipment operation safety management system analyses the key safety points in the production process.
Quarterly work environment committees, consisting of local management and employee representatives, are
organized at different factories to discuss health & safety procedures and to review work accidents. Compliance
with local health and safety laws and regulations is also part of the annual risk mapping exercise by the Executive
Management Team. In total, 34 occupational accidents occurred, all factories combined.
Again in 2021, management and employees were tremendously challenged by Covid-19. Home-working solutions
and sanitary guidelines are enforced wherever possible and needed, following the instructions of the national
government of each individual country.
ANNUAL REPORT 2021 37
Our responsibility for safety continues after our equipment is manufactured and has left our premises. We
consider the safety of our customers’ operators and anyone using our equipment to be as important as that of our
own employees. Our equipment complies with all European safety regulations (European Standards, ENs) and
other local requirements. At the same time, we believe that machine safety has to go beyond regulations. Already
during the product development phase, we focus on the ergonomics and overall safety of our equipment.
Ergonomic solutions have been integrated in all sorting, handling and finishing processes, e.g. optimized sorting
belt height to reduce stress and strain caused by bending, engineered sorting stations which bring the bin chutes
closer to the operators and individually adjustable height loading stations. The JENSEN-GROUP development
teams also pay attention to the noise emissions of our equipment, given the stress that noise pollution causes to
the general health and well-being. Next to that, the JENSEN-GROUP is the only supplier of cornerless remote
stations and systems.
We aim at automating all manual or semi-automated processes. With a handsfree operation, laundries also
ensure top hygiene conditions. Our product offering includes robotics from our partner Inwatec ApS, which
expand on this approach. When soiled linen is sorted automatically by a robot, operators do not risk getting hurt
or even infected by potentially forgotten objects in the textiles (tweezers, scalpels, scissors, pens and even larger
objects). The lifetime of textiles and equipment is also extended by not being damaged by these forgotten objects.
Removing this "dirty work" of sorting the linen is a process that was not automated until a very short while ago.
Inwatec's automated soil sorting system, consisting of an X-ray machine and a learning system, minimizes the
need for human interaction in quality control and surveillance. Robots pick up the laundry pieces from conveyor
belts and transport them to the X-ray scanner, which detects unwanted objects. At the same time, an RFID chip
reader registers the garment and determines further sorting in the system. All these tasks can now be performed
by a few operators who have only to empty the pockets of the discarded garments. The challenge has been to
make robots intelligent enough to replace human functions.
With this mindset we have been able to reduce work accidents to an absolute minimum; even so, we consider
each occupational accident as one too many. Health and safety is and will therefore remain a cornerstone of our
strategy.
Workforce composition
The JENSEN-GROUP is fully aware of its responsibility to its employees. Driven by what we call the JENSEN Spirit,
our culture is open and international. We offer opportunities for achievement, recognize people’s contributions,
give each team member as much responsibility as possible, and offer training and development opportunities.
This open culture results in job satisfaction for each employee and in long-term employment at the JENSEN-
GROUP, as shown by the high average career lengths of 11 years and 11 months.
Especially for engineering companies that aim at building long-term relationships with its customers (often over
generations), seniority is an important success factor. The longer someone has been with the organization, the
better the contribution will be. Senior staff are valuable employees who become knowledge leaders in the
organization. They are passing their experience and knowledge on to junior staff members, both in structured way
38 ANNUAL REPORT 2021
as in our corporate JENSEN Academy trainings and on-the-job.
Opportunities for promotion are not preferentially offered to senior employees: The leadership team of the
JENSEN-GROUP promotes colleagues based on their achievements, talents and ambitions, regardless of seniority.
The JENSEN-GROUP makes no distinction in terms of age, gender, culture, religion, origin or other diversity
feature. We are committed to providing equal opportunity in employment and to respecting the rights and dignity
of each employee. We also prohibit all forms of discrimination in recruitment and promotion. We have decided to
drive the JENSEN-GROUP by culture. When we all live the JENSEN Spirit, we naturally do the right things.
We count 54 nationalities in the JENSEN-GROUP.
Female/male (total workforce 2021) Female/male (management 2021)
12% 88% 13% 87%
As a direct consequence of our type of business, the percentage of women is rather low, though with a higher
percentage in management. Furthermore, the Belgian Law of 28 July 2011 on gender diversification requires that
at least one third of the Board of Directors be female. JENSEN-GROUP NV is in full compliance with this law.
People development
To fulfill our mission and to sustain our JENSEN Spirit, we need to attract and retain talented people and develop
the skills of our current and future leaders. In recent years, the JENSEN-GROUP has invested heavily in the
development of its employees, through corporate training, local training and individual initiatives. Training is given
through the JENSEN Academy to all organizational levels, webinars and onboarding training for new employees,
new managers and new project managers. Our factories also offer apprenticeships in a range of professions.
Training programs include technical and function-specific training, as well as leadership modules that help our
employees develop and cooperate in a global business environment. We believe that developing teamwork and
collaboration is critical to our success.
In 2021, no training involving physical presence was conducted. The JENSEN-GROUP set up virtual systems to
organize digital trainings also for service engineers. Office employees (sales, marketing, management, and back-
office) have been participating in online training sessions since 2010 already. Based on these experiences, the
Company could quickly develop similar approaches for staff that was originally trained on-site at our factories.
Digital meetings cannot fully replace live training sessions either at a customer’s site or at one of our factories.
Once the travel restrictions have been loosened, we aim to introduce a hybrid solution, with a mix of live and
online trainings.
ANNUAL REPORT 2021 39
Social dialogue
We want to further strengthen our open culture and to embed it throughout the JENSEN-GROUP. For this, we use
a variety of communication channels and platforms to inform our employees about corporate targets, strategies
and current developments. Jennet, the intranet of the JENSEN-GROUP, offers information on a wide range of
subjects, including product information, HR information, and our Ethics Code, Principles and Guidelines. While
Jennet is a valuable tool for disseminating information within the Group, we also encourage the use of internal
social media, including an app on employees’ smartphones, as a modern way of sharing news and interacting. The
various departments then determine their own priorities using these general communication tools and implement
action plans to achieve them. These collaborative tools support the exchange of new ideas and insights, and
ultimately, personnel and organizational development.
In addition to this representative survey, the JENSEN-GROUP also measures how the JENSEN Spirit is experienced
by our employees. A survey among 177 employees showed an average 6.6 points out of 10. The decline in
satisfaction (2020: 7 out of 10) is attributed to job cutting in our factories when the workforce had to be reduced
due to the effects of the pandemic.
With our ‘we think globally, and act locally’ approach, a lot of authority is shifted towards local management. This
requires us to make sure that several rules are respected. At the JENSEN-GROUP, these are summarized in our
‘Principles and Guidelines’ which can be found on the JENSEN intranet. In addition, the JENSEN-GROUP has
developed a whistleblowing procedure and set up a Whistleblowing Hotline. We further refer also to the
paragraph below on social responsibility and also encourage managers to enter into a dialogue with their teams,
putting transparency into practice.
Customer centricity
The JENSEN-GROUP culture does make the difference: by incorporating our past, our presence with the preferred
values that we live by, and our future. We want to be able to deepen our corporate culture throughout the
organization and we believe that this is a dynamic process that directly incorporates the needs of our customers.
As our customers know the laundry business better than anybody else, we want to create partnerships with them.
Constant dialogue with our customers, through local presence, results in long-term relationships. In this way we
know their needs and can focus on efficiencies to provide sustainable laundry solutions and systems. Our
CleanTech solutions are helping us gain new customers that require ecological processes to meet Corporate Social
Responsibility guidelines or to obtain quality certificates.
With the JENSEN-GROUP, our customers have a strong partner that they can rely on as of the moment of the
initial consultation, on to the planning stage, correct installation and start-up of the equipment and through to
after-sales service. This includes regular technical inspections of the JENSEN equipment and customer training,
both of which increase productivity and profitability by reducing maintenance costs for our customers and helping
to avoid equipment downtime. We believe this strong business partnership between the JENSEN-GROUP and its
customers places us in a win-win position.
40 ANNUAL REPORT 2021
SOCIETY
At JENSEN-GROUP, we are truly committed to serving customers to the best of our abilities, to joining forces with
business partners to develop mutually rewarding relationships and to supporting the communities where we
provide employment and society at large.
Strategy and brand
Our strategy is to fully leverage our global capabilities while reinforcing our local presence in every significant
market. The JENSEN-GROUP brand portfolio represents tailor-made and high-quality solutions for our customers
wherever they are. In that respect, our aim is to truly make a difference by entering into local level partnerships
and respecting local habits and needs, as well as respecting the needs and requirements of the wider local by
living up to the highest professional standards and complying with all legal requirements. Furthermore, the
JENSEN-GROUP does not only stand for productivity and efficiency but also for energy-efficient and
environmentally friendly value propositions.
See the Environment section of this report for further information on this topic. The JENSEN-GROUP brand
portfolio includes the "JENSEN" brand, the “ALPHA by JENSEN” brand introduced in 2017, and the "INWATEC"
brand through our participation in Inwatec ApS. In combination with our partner for stand-alone machines,
TOLON, we also cater to the needs of smaller commercial laundries and large on-premise laundries through the
OEM JENSEN machines, produced by TOLON.
Changing markets
The Covid-19 pandemic and its adverse effects, both existing and unpredictable, call for immense agility and
resilience. Management and staff have and will be forced to be flexible, as are our customers.
Regardless of the current pandemic, the world is becoming a global village, where people will continue to travel,
both for business and for leisure, to traditional and new destinations (emerging markets). This offers opportunities
for growth, with an increased need to process hotel and catering linen, and for increasing the JENSEN-GROUP’s
positive social contribution by providing environmentally friendly equipment.
Social responsibility initiatives
We strive to maintain an open culture throughout the organization. Our Code of Conduct outlines the
responsibilities for proper practices of both individuals and the organization. These contribute to the welfare of
and respect for all stakeholders. Next to this, we have created an environment in which personal initiatives are
highly appreciated as we are strongly convinced that our employees are best placed to identify local needs in
which the JENSEN-GROUP can make a difference. We believe that our people live our value statement ‘we think
globally and act locally’ and this has resulted in many different initiatives and activities on company-wide and local
levels.
ANNUAL REPORT 2021 41
Education and training are highly valued at JENSEN-GROUP. As a result, relationships with local schools and local
student initiatives are strongly encouraged. Before Covid-19 hit the world, several activities were being organized
by local JENSEN organizations, but this was unfortunately not possible in 2021.
The JENSEN-GROUP supported MSF/Doctors without Borders with a donation of a several thousand euro.
In addition, JENSEN Germany enables voluntary engagement of its employees in disaster control and firefighting
and the company releases its employees for volunteer activities, such as for instance, emergency assistance during
the flood disaster in the summer. A number of local activities and clubs, such as for instance a soccer club in
Gothenburg, are supported by our offices as well.
GOVERNANCE
Corporate governance
As the JENSEN-GROUP NV share is quoted on the Euronext Stock Exchange, the Company has adopted the 2020
Belgian Corporate Governance Code (the "2020 Code") as well as a risk management and internal control process.
For more information on these, we refer to the separate Corporate Governance chapter in the Annual Report and
to the Corporate Governance Charter on our website.
We acknowledge that adopting the 2020 Code positively contributes to a better society by inspiring greater trust
among our investors and other stakeholders. As we consider trust in our brand and organization to be a crucial
part of our strategy, we have also implemented a strict Policy to Prevent Insider Trading as well as a whistle-
blowing procedure, both of which significantly reduce the risk of improper conduct or appearance thereof. We
hereby also refer to page 61 of the Annual Report for more information on our insider trading policy and to the
heading below on "Social responsibility initiatives" for more Information on our whistleblowing procedure.
The JENSEN-GROUP holds integrity, honest business practices and lawful conduct amongst its topmost priorities.
No business requirement can justify an illegal, unethical or unprofessional act. Our success in business depends
upon maintaining the trust of our employees, company directors, shareholders, customers, suppliers and other
business partners, as well as government authorities and the public at large.
Against that background, the JENSEN-GROUP has developed an Ethical Business Policy Statement that reflects our
values and the moral, legal and business expectations that we have towards our employees and stakeholders (the
"Ethical Business Policy"). Any violation of the Ethical Business Policy might cause operational disruption, damage
42 ANNUAL REPORT 2021
to reputation, and financial losses and appropriate disciplinary actions will be imposed against any officer,
employee, supplier, customer or business partners, that fails to respect the Ethical Business Policy. In 2021, no
violations of the Ethical Business Policy and Code of Conduct were recorded and, there was therefore no need for
any disciplinary action in relation to a company officer or employee or for any remedial action in relation to a
supplier, customer or business partner.
It is our aim to be compliant with all local tax rules. The JENSEN-GROUP maintains a transparent, honest and co-
operative approach with all tax authorities. The Group does not engage in aggressive tax planning practices.
To secure effective compliance with the Ethical Business Policy, the JENSEN-GROUP has developed a
whistleblowing procedure and set up a Whistleblowing Hotline. The Whistleblowing Hotline is tested on a yearly
basis and is available on our website:
https://www.jensen-group.com/investor-relations/corporate-
governance/whistleblowing-procedure.html. In the course of 2021, one issue was reported. After careful
consideration including the advice of legal counsel, it was decided not to take immediate action as the subject
raised was entirely related to a private matter beyond the scope of the whistleblowing procedure.
Finally, the JENSEN-GROUP developed an Internal Control Process. We refer to the Corporate Governance
Chapter, Risk Management and Internal Control, for more Information about our Internal Control Process.
ANNUAL REPORT 2021 43
Conflict of interest
Under the Companies and Associations Code, the members of the Board of Directors are required to give the
Chairman prior notice of any agenda items in respect of which they have a conflict of interest with the Company,
either direct or indirect, whether of a financial or other nature, and to refrain from participating in the discussions
of and voting on those items. Conflict of interest is therefore also a standard item on the agenda of each Board of
Directors meeting. In the course of 2021, two potential conflicts arose at the meetings of the Board of Directors
that was held on March 4, 2021, during which the dividend proposal and the re-appointment of two Board
members were discussed. In addition, a third potential conflict of interest arose at the meeting of the Board of
Directors that was held on December 9, 2021, during which a possible share buy-back program was discussed.
The relevant excerpts from the minutes of the meetings are included below:
" On March 4, 2021 at 11.30 a.m., the Board of Directors of Jensen-Group NV holds a meeting via videoconference
by means of which all participants could see and hear one another.
The following directors are present:
- YquitY bv, represented by Mr. Rudy Provoost
- SWID AG, represented by Mr. Jesper Munch Jensen
- TTP bv, represented by Mr. Erik Vanderhaegen
- Inge Buyse bv, represented by Mrs. Inge Buyse
- Mr. Jobst Wagner
- Cross Culture Research LLc, represented by Mrs. Anne Munch Jensen
The following invitees are attending:
- Werner Vanderhaeghe bv, represented by Werner Vanderhaeghe, Esq.
- Mr. Markus Schalch
- Mrs. Scarlet Janssens (in part)
Mr. Provoost presides. Mr. Vanderhaeghe acts as Secretary. The Chairman points out that notice of the meeting
had been given by email of March 2, 2021, that all of the directors are present and that the meeting is thus validly
constituted. The Chairman then suggests that the meeting consider the following items of business.
Conflict of interest
The Chairman informs the members of the Board that by letters dated March 2, 2021 and addressed to him and to
the Corporation’s statutory auditor, SWID AG, Cross Culture Research LLc, TTP bv and Mr. Jobst Wagner had given
notice of a conflict of interest in relation to the items proposal for dividend respectively proposal for re-election of
directors. The letters are handed over to the Secretary for filing with the Board’s records. Mrs. Anne Jensen and
Messrs. Jesper Jensen and Jobst Wagner confirm that they would abstain from discussion and the vote relative to
the proposal for dividend. Messrs. Jesper Jensen and Erik Vanderhaegen confirm that they would abstain from
discussion and the vote relative to the proposal for re-election of directors. The other members of the Board then
confirm that none of the items on the present agenda raise a conflict of interest.
44 ANNUAL REPORT 2021
Following a brief review of the items on the agenda by the Chairman and of the various documents relative to
these items that were sent to the members of the Board, the Chairman then moved for a decision on the items that
required approval of the Board and after discussion, the Board resolved as follows:
…
Report Board Committees – Review and approval proposal Nomination and Remuneration Committee of
Remuneration Policy and Remuneration Report – Proposal delegation of powers – Proposal re-election directors
…
The Chairman then recalls for the members of the Board that the terms of office of SWID AG and of TTP bv as
directors expire at this year’s Annual meeting of Shareholders and that the Nomination and Remuneration
Committee has made a proposal for their re-election as referred to earlier in the meeting. The Chairman confirmed
that both SWID AG, represented by Mr. Jensen and TTP bv, represented by Mr. Vanderhaegen had expressed an
intention to seek reelection and that under current law both directors would maintain the qualification as non-
independent directors. Following a brief discussion of the Committee’s assessment of the incumbent directors’
credentials and track record on the Board and its Committees, the Chairman moves for a decision and the
Committee adopts the following resolution:
“Upon a motion duly made, the Board of Directors resolves unanimously, with Messrs. Jensen and Vanderhaegen
abstaining from the discussion and vote, to propose SWID AG and TTP bv for re-election by the shareholders to the
Board of Directors for a term of 4 years and with the qualification as executive respectively non-executive, non-
independent director; resolves further to submit such proposal for approval by the shareholders at its Annual
Meeting to be held on May 18, 2021.”
…
Presentation and approval Financial Statements 2020 JENSEN-GROUP NV and Consolidated Accounts 2020
JENSEN-GROUP – Preparation and approval of Report to Shareholders – Preparation and approval of Corporate
Governance Statement - Proposal for dividend
The Chairman reviewed with the Board the draft financial statements and consolidated accounts of the
Corporation for the year ended as at December 31, 2020, the proposal for the Report to the Shareholders on the
Corporation’s activities in the course of 2020 and the proposal for the payment of a dividend. The Chairman further
reviewed with the Board the draft Corporate Governance Statement thereby noting, with the Board’s concurrence,
that the members are in receipt of the report by the Company Secretary on compliance as required by the 2020
Code Corporate Governance. Copies of the draft financial statements, the consolidated accounts, the Report to the
Shareholders and the draft Corporate Governance Statement and the Company Secretary report dated February
23, 2021
are annexed to these minutes as Appendix 1. The Chairman then recalled for the Board the discussion
ANNUAL REPORT 2021 45
within the Audit and Risk Committee, as reported earlier in the meeting, on the proposed dividend payout in view
of t
inter alia, the continuous impact of the ongoing COVID-19 crisis and the cash position as suggested by
management. At the suggestion of the Chairman, the Board resolved to adopt the following resolution:
“Upon a motion duly made, the Board of Directors resolved unanimously to approve the financial statements of
the Corporation for the year ended as at December 31, 2020 and the proposal for the Report to the Shareholders
on the Corporation’s activities and the Corporate Governance Statement, as presented at this meeting and as
annexed to the minutes of this meeting; resolved further that the Chairman and the Managing Director are
authorized to amend such financial statements, Report and Statement if and when such amendments are
necessary and provided such amendments are not material; resolved further that the Chairman and the Managing
Director are authorized and directed to finalize and formally file the Corporation’s financial statements.”
“Upon a motion duly made, the Board of Directors resolved unanimously to approve the consolidated accounts for
the year ended as at December 31, 2020 including the explanatory notes, as presented at this meeting and as
annexed to the minutes of this meeting; resolved further that the Chairman and the Managing Director are
authorized and directed to finalize such consolidated accounts and to amend such notes if and when such
amendments are necessary and provided such amendments are not material.”
“Upon a motion duly made, the Board of Directors resolved unanimously, but with Mrs. Anne Jensen and Messrs.
Jesper Jensen and Jobst Wagner abstaining from the deliberation and vote, to approve the proposal for the
payment of a dividend to the Corporation’s shareholders in the amount of 0.25 Euro per share, payable as of May
31, 2021.”
¨¨¨
There being no further business to discuss, the meeting was adjourned at 3. 00 p.m.”
"On December 9, 2021, at 2 p.m. the Board of Directors of JENSEN-GROUP NV holds a meeting via video
conference by means of which all persons participating can see and hear one another.
The following directors are present:
- YQUITY bvba, represented by Mr. Rudy Provoost, Chairman
- SWID AG, represented by Mr. Jesper Munch Jensen
- TTP bvba, represented by Mr. Erik Vanderhaegen
- Inge Buyse bvba, represented by Mrs. Inge Buyse
- Mr. Jobst Wagner
- Cross Culture Research LLc, represented by Mrs. Anne Munch Jensen
46 ANNUAL REPORT 2021
The following invitees are attending:
- Mr. Markus Schalch
- Werner Vanderhaeghe bv, represented by Werner Vanderhaeghe, Esq., Company Secretary
Mr. Provoost presides. Mr. Vanderhaeghe acts as Secretary. The Chairman points out that notice of the meeting
has been given by email of December 3, 2021, that all the directors are present and that the meeting is validly
constituted. He then proposes that the meeting consider the following items of business.
Conflict of interest
The Chairman informs the members of the Board that by letters dated December 7, 2021, and addressed to him,
SWID AG, Cross Culture Research LLc, and Mr. Jobst Wagner have given notice of a conflict of interest in relation to
the item on the agenda referred to as share buy-back. The letters are handed over to the Secretary for filing with
the Board’s records. Mrs. Anne Jensen and Messrs. Jesper Jensen and Jobst Wagner confirm that they will abstain
from the discussion and the vote, if any, relative to this item on the agenda. The other members of the Board then
confirm that none of the items on the present agenda raise a conflict of interest.
…
Share buy-back
The Chair recalls for the Board that at the Annual Meeting in May 2021, the Company’s shareholders approved a
renewal of the Board’s various mandates in connection with the use of authorized capital, including the Board’s
mandate to proceed with a share buy-back. The Chair further indicates that the Company’s share currently trades,
and has been trading for some time, at a level that points to an undervaluation of the Company by the market. The
Chair then suggests that it may be in the best interest of both the Company and its shareholders to consider a
share buy-back as one of the options to enhance total shareholder return going forward. At the invitation of the
Chair, Mr. Vanderhaeghe briefly outlines for the Board the applicable rules and regulations for such operation,
including the conflict-of-interest provisions referred to at the outset of the current meeting. After discussion with
Mrs. Jensen and Messrs. Jensen and Wagner abstaining therefrom, the Board agrees with the suggestion by the
Chair and requests management to make the necessary arrangements for the preparation and submission of a
proposal for decision by the Board at its meeting scheduled in March 2022.
¨¨¨
The Chairman concludes that there is no further business to discuss and adjourns the meeting at 5.15 p.m.”
ANNUAL REPORT 2021 47
Human resources
The number of employees at year-end has developed as follows:
Investments and capital expenditures
Investments and capital expenditures in 2021 amounted to 22 million euro (2.8 million euro in 2020), consisting
primarily of the purchase of land rights and buildings in China and the 40% increase in the shareholding in Inwatec
ApS, Denmark.
Capital expenditures in 2020 consisted primarily of building repairs at JENSEN USA in the wake of hurricane
Michael, the extension of the building in Sweden, and equipment and vehicles.
The JENSEN-GROUP expects capital expenditure in 2022 to be significantly lower than in 2021.
In 2021 the Group invested in China with the purchase of land rights and buildings. It also increased by 40% its
participation in Inwatec ApS. In 2022, the main investments will be in the office building in Panama City destroyed
by Hurricane Michael, and in machinery.
Research and Development
The JENSEN-GROUP does not perform fundamental research but undertakes continuous product development.
These expenses in respect of the continued operations amounted to 5.2 million euro in 2021 (5.5 million euro in
2020). Until the end of 2020, the Group did not capitalize development expenses but expensed them as incurred.
The Group started to capitalize specific projects (like Inwatec) in 2021. For further information, we refer to Note 4
on Non-Current Assets (p.102). The depreciation period is evaluated continually, and the asset is reviewed
annually for impairment.
Use of financial instruments
The JENSEN-GROUP uses derivative financial instruments to reduce its exposure to adverse fluctuations in interest
rates and foreign exchange rates. It is the Group’s policy not to hold derivative instruments for speculative and
trading purposes.
At December 31, 2021, currency bought forward hedges existed in an amount of 5.5 million euro and currency
sold forward hedges existed in an amount of 12.2 million euro. The Group also had an Interest Rate Swap (IRS)
outstanding in amounts of 15.9 million DKK with maturity 2039 and a fixed rate of 0.4350%.
2021 2020
Number of employees 1,384 1,239
48 ANNUAL REPORT 2021
Litigations
Provisions have been set up in respect of all claims that, based on prudent judgment, are reasonably accounted
for. We keep track of all potential litigations and pending legal cases at JENSEN-GROUP level. In this chapter, we
only cover cases against the Company or one of its subsidiaries. Pending issues per major category are:
Product liability claims:
6 claims in the USA
1 claim in Australia
6 claims in the EU
Claims from employees:
1 claim in the USA
1 claim in the EU
Commercial claims:
2 claims in the EU
Environmental risk:
One ongoing case in the USA
Most of these claims are covered by insurance. Based on legal advice taken, management does not expect these
claims to significantly impact the Group's financial position or profitability. Where management considers it
probable that a liability will arise, the potential effect of the claim has been estimated and a provision has been
made.
ANNUAL REPORT 2021 49
Corporate Governance Statement
Statement of Corporate Governance
JENSEN-GROUP NV has adopted the 2020 Corporate Governance Code, which is available on
www.corporategovernancecommittee.be, as its reference code. The Company has implemented the Code since
2004, has consistently reviewed the major requirements and evolution thereof, and regularly evaluates the
degree of compliance within the Group. To the best of our knowledge and belief and subject to the comments on
exceptions as explained hereinafter, the Company has been and remains compliant with the 2020 Code.
The Company has adapted its Corporate Governance Charter in accordance with the 2020 Code, and the Board of
Directors has thereby adopted and published the following revised documents:
Charter of the Board of Directors, including standards of independence and requirements for Directors;
Charter of the Nomination and Remuneration Committee;
Charter of the Audit and Risk Committee;
Communication Policy;
Role and Responsibilities of the Chairperson of the Board of Directors; and
Role and Responsibilities of the Executive Management.
The Corporate Governance Charter can be found on our website www.jensen-group.com under the heading
“Investor Relations/Corporate Governance,” and is regularly reviewed and evaluated by the Board of Directors.
The Corporate Governance Charter is part of the day-to-day proceedings of the Company’s Board of Directors and
Board Committees and has been and remains to the best of our knowledge and belief compliant with the 2020
Code.
According to the “comply or explain” principle, the Company may deviate from the 2020 Code provided that it
duly explains the reasons for such deviation, which could be linked to the Company’s nature, organization and/or
size. At present, the Company departs from Recommendation 4.14 of the 2020 Code by not having an internal
audit staff and instead outsourcing the internal audit function to external parties. In particular, the Company’s
Audit and Risk Committee has concluded that an in-house internal audit function would not be an effective
function because:
The JENSEN-GROUP consists of multiple smaller entities with limited turnover that are closely monitored
by local management teams;
The management teams are further monitored by the JENSEN-GROUP headquarters through quarterly
operational and financial reviews and through regular management visits to the headquarter site;
All JENSEN-GROUP subsidiaries are aware of the JENSEN-GROUP policies and procedures, and the Group's
relative size continues to allow for regular communication and face-to-face meetings with all local
management teams; and
All JENSEN-GROUP companies are audited by the same accounting firm and significant risk factors are
consistently reviewed in the external audit scopes of the different subsidiaries.
50 ANNUAL REPORT 2021
For these reasons, the Board's Audit and Risk Committee develops internal audit priorities both through
consultation with the external auditor and on the basis of a risk analysis, while also retaining an independent
outside audit firm for specific internal audit projects. This approach is considered more effective than an in-
house internal audit function as the Audit and Risk Committee can outsource the internal audit activity to a
locally competent internal audit service provider.
The professional qualifications and duties of the Directors to be (re-)appointed were not stipulated in the
invitation and notices for the next Annual Shareholders’ Meeting. This is a departure from Recommendation
5.6 of the 2020 Code, which is explained by the fact that these qualifications and duties have already been
specified in several press releases and annual reports as including both broad international experience and
operational and financial knowledge that is adequate to function in an audit and risk committee or nomination
and remuneration committee.
The Company further deviates from Recommendation 9.1 of the 2020 Code in that it has no formal arrangement
for, and therefore does not regularly assess, the interaction between the non-executive Directors and the
Executive Management. In practice, the CEO and CFO always attend the Board and Board Committee meetings,
while the non-executive Directors can meet the executive managers at wish by visiting locations or requesting a
separate meeting to discuss specific topics. In addition, the non-executive Directors have the opportunity to meet
at least once a year in the absence of the CEO and the other executives.
The main terms and conditions of the contracts of the CEO and the other executives are approved by the Board of
Directors further to the advice of the Nomination and Remuneration Committee. The Board of Directors may
include provisions that would enable the Company, and that would specify where it would be appropriate, to
recover or withhold the payment of variable remuneration, insofar as enforceable by law. Based on a comparison
of market data that the JENSEN-GROUP believes reflect the current thinking about balanced compensation, the
Nomination and Remuneration Committee hereby applies between 30% - 60% variable remuneration depending
on the level of function. The contracts of the CEO and other executives also contain specific provisions relating to
early termination.
Within the JENSEN-GROUP, neither the non-executive board members nor the executives receive any
remuneration in the form of JENSEN-GROUP NV shares. This is a departure from Recommendations 7.6 and 7.9 of
the 2020 Code, which is explained by the fact that the Company has had a long-standing practice of setting its
remuneration policy on the basis of an alignment of annual objectives and actions with the long-term value
creation and sustainability objectives of its shareholders and other stakeholders. The Board of Directors and the
Nomination and Remuneration Committee have applied that policy consistently over the past ten years and with
good result, as underscored by the performance record of the Company during that period. The Board of Directors
has hereby concluded, further to the advice of the Nomination and Remuneration Committee, that the grant of
JENSEN-GROUP shares would run counter to this policy and therefore decided against remuneration in such form.
For the same reason, the Board of Directors does not apply the requirement, as set out in article 14 of the Law of
April 6, 2010 on corporate governance (the “Law of April 6, 2010”) and article 7:91 of the Companies and
ANNUAL REPORT 2021 51
Associations Code, to spread targets and payment of variable compensation over multiple years. To that effect,
the shareholders approved an exemption from this requirement for the first time in May 2014 and most recently
renewed this exemption at the Annual Shareholders' Meeting of May 2020.
Last, there are no specific agreements or systems that give the Company the right to claw back paid variable
compensation. This means that JENSEN-GROUP currently departs from Recommendation 7.12 of the 2020
Corporate Governance Code. This departure is explained by the fact that the Company applies a Remuneration
Policy of setting performance targets and paying out variable compensation in line with achievement levels on an
annual basis. If the Company were to opt for a long-term incentive scheme based on multi-year strategic
objectives, the departure from Recommendation 7.12 will be revisited.
The information found in the Corporate Governance Charter is provided “as is” and is solely intended for
clarification purposes. The recommendations and policies found in the Corporate Governance Charter are in
addition to, and not intended to change or interpret, any law, regulation, or the Certificate of Incorporation or
Bylaws of the Company. By adopting the revised documents included in the Corporate Governance Charter, the
JENSEN-GROUP does not enter into any obligation or contractual or unilateral commitments whatsoever and
these documents are instead intended as guidelines in the day-to-day operations. Competences and tasks
attributed to the Board of Directors are to be seen as enabling clauses, not as mandatory rules or compelling lines
of conduct.
Risk management and internal control
In accordance with the relevant provisions of the Law of December 17, 2008 on the establishment of an Audit
Committee and of the Law of April 6, 2010, the JENSEN-GROUP has adopted and implemented a risk management
and internal control process.
The following description of this process is based on the Integrated Internal Control Framework and the Enterprise
Risk Management Framework as published by the Committee of Sponsoring Organizations of the Treadway
Commission (COSO).
The Board of Directors supervises the proper functioning of the risk management and internal control process
through the Audit and Risk Committee. The Board of Directors has delegated to the Executive Management Team
the tasks of implementing a risk management process and internal control system and of reporting back to the
Board of Directors on both topics at regular intervals.
Risk management
Based on a framework model prepared by an external consultant, JENSEN-GROUP's Executive Management Team
has developed a risk map describing the financial, operational, strategic and legal risks. Prepared for the first time
in 2008 and reviewed on a regular basis, this map outlines and evaluates the probability of the different risks
occurring, the impact of such occurrence on the results, and the measures to mitigate the risk exposure. The
Executive Management Team presents the conclusions of this risk management exercise to the Audit and Risk
52 ANNUAL REPORT 2021
Committee and subsequently to the Board of Directors, which discusses the significant risks and changes in risks
with management on an as needed basis but at least once a year.
The Executive Management Team discloses, on a quarterly basis, a certain number of risk areas as reported during
the quarterly review process by the reporting entities. The Executive Management Team then re-examines those
risks, formulates mitigation approaches, and looks at various ways to transfer, for areas of continuing material risk
exposure to the Company, the risks to third parties.
Internal control
Definition
Internal control is a process that is defined and has to be followed by the Board of Directors, management, and
other personnel, and that is designed to provide reasonable assurance regarding the achievement of objectives in
the following categories: a) strategic – high-level goals, aligned with and supporting its mission; b) effectiveness
and efficiency of operations; c) reliability of financial reporting; and d) compliance with laws and regulations.
Control environment
The Board of Directors and the Executive Management Team have approved and adopted the JENSEN-GROUP
Ethical Business Policy, which sets forth the JENSEN-GROUP’s mission and ethical values, describes the JENSEN-
GROUP’s rules of conduct, and lists the transactions that are permissible between the JENSEN-GROUP and third
parties to the extent that these transactions are not covered by the legal provisions on conflict of interest.
Implementation and application of the Ethical Business Policy is mandatory for all companies of the JENSEN-
GROUP and a review of its provisions is integrated into every training session that is organized. The Statement is
updated on a regular basis. The Statement can be found on the corporate website www.jensen-group.com under
the heading “Investor Relations/ Corporate Governance."
In addition, the JENSEN-GROUP has developed a whistleblowing procedure that is available to all stakeholders on
the corporate website under the heading "JENSEN-GROUP Whistleblowing Procedure."
Control activities and monitoring
The JENSEN-GROUP consists of several entities that are closely monitored by local management teams. The
JENSEN-GROUP headquarters further monitors the local management teams through quarterly operational and
financial reviews. In addition, the Company’s Group Controlling and Reporting function reviews the different
entities on a quarterly basis.
The JENSEN-GROUP monitors its business with a view towards achieving a certain level of Return on Capital
Employed (ROCE).
The local management teams are responsible for implementing the JENSEN-GROUP Procedures and Guidelines.
ANNUAL REPORT 2021 53
Conformity with reporting requirements
All applicable IFRS accounting principles, guidelines and interpretations are incorporated in the accounting
manual, which is updated on a regular basis and which is part of the JENSEN-GROUP Procedures and Guidelines.
The JENSEN-GROUP Procedures and Guidelines are available on JENSEN-GROUP's intranet and accessible to all
local management and staff. Additional reporting is undertaken as requested by management and/or the Audit
and Risk Committee and is, where appropriate, included in the accounting manual.
The Financial Managers of the JENSEN-GROUP meet at regular intervals and are on each of those occasions
informed about the relevant changes in IFRS. Training is provided on an as-needed basis to ensure a correct
implementation of such changes.
All JENSEN-GROUP companies are converting to the same ERP system over a set timeframe. All companies use the
same software to report the financial data for consolidation purposes.
JENSEN-GROUP's management has introduced, after discussion with the Audit and Risk Committee, a set of key
controls to provide reasonable assurance about the reliability of financial reporting and of the financial
statements made available to external parties starting in 2009. Local management has implemented these key
controls, which are reassessed from time to time and amended if necessary. Compliance with key controls at local
level is also checked periodically.
Financial Reviews
To ensure the accuracy of the reported data, the JENSEN-GROUP Controlling and Reporting function reviews on a
quarterly basis the financial accuracy of all data submitted for consolidation, their consistency with the budget or
forecast, the deviations from the budget, forecast or previous year, and the explanations of such deviations.
JENSEN-GROUP's management then ensures proper follow-up on, and actions in response to, any deviations.
Operational Reviews
Monitoring is performed during the quarterly Business Board Reviews, which include a financial review that
specifically focuses on major changes in P&L and balance sheet items, deviations from budgets or forecasts, and
consistency in applying IFRS rules. The internal control system is monitored on a quarterly basis.
Management’s monitoring of internal controls is performed on a continuous basis. The performance of the
individual companies of JENSEN-GROUP is measured and compared to budgets or forecasts and to figures of
previous years, which may identify anomalies indicative of a control failure. Failures are promptly remedied.
For consolidation purposes, all JENSEN-GROUP companies are audited or reviewed by the same accounting firm,
and significant risk factors are reviewed consistently in the external audits of the different subsidiaries. The
external auditor reports twice a year to the Audit and Risk Committee on the findings of such audits or reviews
and on any significant issues.
54 ANNUAL REPORT 2021
Relevant findings by the Internal Audit (which is outsourced as described above) and/or the Statutory Auditor are
reported to both the Audit and Risk Committee and to the management concerned. Periodic follow-up is
performed to ensure that corrective action has been taken.
All relevant financial information is presented to the Audit and Risk Committee and to the Board of Directors so as
to enable both to analyze the financial statements. Prior to any external reporting, all press releases and other
financial information are subject to:
Appropriate review and controls by the JENSEN-GROUP headquarters;
Review by the Audit and Risk Committee; and
Approval by the Board of Directors.
As reported above, the Audit and Risk Committee believes that an in-house internal audit function is not the most
effective and efficient way to perform audit work within the JENSEN-GROUP. The Audit and Risk Committee has
therefore developed, in consultation with the external auditor and on the basis of a risk analysis, an internal audit
plan and retains an independent outside audit firm for specific internal audit projects. The Audit and Risk
Committee outsources the internal audit activity to a locally competent audit service provider.
In 2021, an internal control was performed on (i) the Internal Control Framework with respect to the Shared
Service Centers in Germany and in Denmark and on (ii) the Internal Control Framework with respect to Exflow (i.e.
the digital processing of incoming invoices). In addition, a critical review on (iii) the Internal Control Framework
with respect to increased electronic invoicing and an ICT security audit was performed on (iv) cloud services.
Significant results from prior internal audit reports are regularly reviewed with respect to progress until the
related issues are fully resolved.
Information and communication
The JENSEN-GROUP Controlling provides management with transparent and reliable management information in
a form and timeframe that enables management to effectively carry out its responsibilities.
Every year, the JENSEN-GROUP Controlling prepares a financial reporting calendar in consultation with the Board
of Directors and the Executive Management Team. This calendar is designed to allow accurate and timely
reporting to external stakeholders.
Condensed consolidated half-year information is reported in August and the full Annual Report is published in
March of the following year. Prior to any external reporting, all press releases and other financial information are
subject to appropriate controls by the JENSEN-GROUP headquarters, to a review by the Audit and Risk Committee,
and to approval by the Board of Directors.
ANNUAL REPORT 2021 55
Composition of the Board of Directors
The members of the Board of Directors are appointed by a simple majority vote of the shareholders during the
Annual Shareholders’ Meeting.
The Bylaws of the Company allow for appointment by cooptation, which is considered a transitional arrangement
whereby the Director-elect completes the mandate of the outgoing Director as opposed to taking on a new
mandate. For this reason, the transition period is not considered a mandate for the purpose of the independence
rule review, where the Company looks at total years of service on the Board of Directors.
The Bylaws further require the Board of Directors to have at least three, but not more than eleven, members.
Board members are elected for terms of office of no more than four years.
The Bylaws are supplemented by the Charter of the Board of Directors, which outlines and details the Board’s role
and responsibilities. This Charter is revised from time to time and includes the following major chapters:
“Functioning of the Board,” which addresses: Directors’ responsibilities; number of Board and Board
Committee meetings; Company Secretary responsibilities; setting the agenda of Board meetings; Director
compensation, orientation and training; CEO evaluation; management succession; Director access to officers
and employees; and use of independent advisors.
“Board Structure,” which addresses: size of the Board; selection of Directors; required qualifications including
the criteria of independence; resignation from the Board; and term limits.
“Committees of the Board,” which addresses the establishment of the Audit and Risk Committee and of the
Nomination and Remuneration Committee.
“Other Board practice,” which addresses: Directors’ roles and responsibilities; the terms of reference of the
Board Chairman and of the Executive Management Team; interaction with institutional investors, analysts,
media, customers and members of the public at large; limitation of liability; policy to prevent insider trading
and market abuse; conflict of interest policy and code of conduct; and evaluation of Board performance.
For more details, please consult the corporate website www.jensen-group.com under the heading "Investor
Relations/Corporate Governance."
As it has consistently done in the past, the Company selects its Board members in a manner that allows for a
balance in the profiles of the different Directors. The Company hereby seeks to ensure a balance between, in
particular, executive and non-executive Directors, Directors representing shareholders and independent Directors,
and in respect of Directors’ professional backgrounds, experience and gender. A majority of the members of the
Board of Directors is not related to the Company’s controlling shareholders.
56 ANNUAL REPORT 2021
The composition of the Board and the attendance records and remuneration packages of the individual Directors
are as follows:
YquitY bv, represented by Mr. Rudy Provoost. Mr. Provoost holds a master in psychology from the university of
Ghent and a master in management from Vlerick Business School. He has held senior leadership positions with
Rexel in France, where he served as CEO and Chairman of the Board of Directors, and with Royal Philips in The
Netherlands, where he was a member of the Executive Board and successively, CEO of Philips Consumer
Electronics and CEO of Philips Lighting. He is currently a member of the Supervisory Board of Randstad, as well as
a member of the Board of Directors of Elia Group, Pollet Water Group and Vlerick Business School. Mr. Provoost
has been Chairman of the Board of JENSEN-GROUP since May 19, 2020.
SWID AG, represented by Mr. Jesper Munch Jensen. Mr. Jensen is the CEO of the JENSEN-GROUP.
TTP bv, represented by Mr. Erik Vanderhaegen. Mr. Vanderhaegen is the former CFO of the JENSEN-GROUP. He is
currently CFO of Biobest Group. Before that, he was a certified auditor, M&A manager at Greenyard and
corporate tax, audit and M&A manager at Bekaert NV.
Mr. Jobst Wagner. Mr. Wagner is Chairman and co-owner of the globally active Rehau Industrial Group. He holds
several other positions such as Chairman and co-owner of Four W Holding and is the Founder and Chairman of
LARIX Foundation. Mr. Wagner resides in Bern, Switzerland.
Inge Buyse bv, represented by Mrs. Inge Buyse. Mrs. Buyse is CEO of AZ Groeninge. Prior to assuming her current
role, she held CEO positions in Sapa, Koramic Roof Tiles and Telindus. Mrs. Buyse is also a Board member of
RealDolmen and of the Flemish Symphony Orchestra.
Cross Culture Research LLC, represented by Mrs. Anne Munch Jensen. Mrs. Jensen was raised in Europe and
educated in the United States, where she studied cross-cultural communication. Mrs. Jensen began her career as
a business analyst and later started her own wholesale and consulting company selling fine art for children and
specializing in hospitals. Mrs. Jensen then returned to her original field of developing and teaching cross-cultural
Function Indep. Term
Attendance
Committee
Attendance
Remuneration
YquitY bv
1
Chairman V 2024 100% NRC 100% 100,000
represented by Mr. Rudy Provoost
SWID AG
2
Director 2025 100% -
represented by Mr. Jesper Munch Jensen
TTP bv
1
Director 2025 100% ARC 100% 59,000
represented by Mr. Erik Vanderhaegen NRC 100%
Mr. Jobst Wagner
1
Director V 2023 83% NRC 100% 53,000
ARC 50%
Inge Buyse bv
1
Director V 2023 100% ARC 75% 47,000
represented by Mrs. Inge Buyse
Cross Culture Research LLC³ Director 2022 100% 35,000
represented by Anne Munch Jensen
Total remuneration Board of Directors 294,000
1
: Non-executive director
2
: Executive director, CEO, representing the reference shareholder
3
: Non-executive director, representing the reference shareholder
ARC : Audit and Risk committee
NRC: Nomination and Remuneration Committee
Name
ANNUAL REPORT 2021 57
curricula and is currently an independent consultant offering qualitative market research with an emphasis on
identifying culturally-patterned user behavior.
Werner Vanderhaeghe bv, represented by Werner Vanderhaeghe, Esq. Mr. Vanderhaeghe, a Senior Partner at the
law firm Pierstone in Brussels, Belgium, is the Company Secretary and acts as General Counsel of the JENSEN-
GROUP. Before that, Mr. Vanderhaeghe was a Partner at the international law firm White & Case LLP and held
General Counsel positions at the Bekaert Group and the Agfa-Gevaert Group.
From left to right: Inge Buyse, Erik Vanderhaegen, Rudy Provoost, Jesper Munch Jensen, Anne Munch Jensen,
Jobst Wagner and Werner Vanderhaeghe.
The Board of Directors held six meetings in 2021. The topics of discussion at these meetings included:
JENSEN-GROUP's overall strategy, strategic plans, risk assessment, organization and budgets;
Economic and market developments;
JENSEN-GROUP's financial structure, financial performance and external reporting;
Convening of the Annual and Extraordinary Shareholders' Meeting;
Investment and M&A projects;
Shareholder value creation and shareholder return;
Impact Covid-19 on JENSEN-GROUP;
Corporate governance and compliance;
Self-evaluation of the Board;
Insurances;
Re-appointment of Directors; and
Status of internal controls and risk management.
58 ANNUAL REPORT 2021
Depending on the items on the agenda, members of JENSEN-GROUP's Executive Management Team were invited
to the meetings of the Board and of the Board Committees.
Evaluation of the Board of Directors
The Board of Directors and the Board Committees conduct from time to time a self-evaluation exercise to
determine their effective functioning. This exercise includes the completion by all Board and Board Committee
members of a self-evaluation questionnaire, after which the Group General Counsel or an external party
summarizes the results, trends and comments from the individual replies. The summaries focus on the
contribution of the Board of Directors and the Board Committees to the Company and specifically on areas where
the Board or the Executive Management believes that the Board or its Committees could improve. The results,
trends and comments are then discussed within the Board of Directors, after which action points are derived and
implemented.
In addition, informal individual assessments of the Board members are made on an ongoing basis during Board
meetings. In 2021, the Board of Directors conducted a self-evaluation exercise, the results of which will be
discussed during the Board meeting of March 2022.
Committees established by the Board of Directors
Nomination and Remuneration Committee
The Nomination and Remuneration Committee consists of YquitY bv, represented by Mr. Rudy Provoost, acting as
Chairman of the Committee, of Mr. Jobst Wagner and of TTP bv, represented by Mr. Erik Vanderhaegen.
Two of the three members of the Committee qualify as independent Directors.
The Nomination and Remuneration Committee met two times in the course of 2021. The topics of discussion at
these meetings included:
Discussion and approval of the remuneration report and the remuneration policy;
Remuneration and the bonuses of the Executive Management Team of JENSEN-GROUP;
Fees of the Board of Directors;
Self-evaluation of the Committee;
Re-election of members of the Board;
HR in view of the strategic process; and
Corporate governance and compliance.
In 2021, the Nomination and Remuneration Committee conducted a self-evaluation exercise, the results of which
will be discussed during the Nomination and Remuneration Committee meeting of March 2022.
ANNUAL REPORT 2021 59
The Nomination and Remuneration Committee uses its Charter as its terms of reference. The Charter can be
found on the corporate website www.jensen-group.com under the heading “Investor Relations/Corporate
Governance” and covers:
Authority;
Objectives;
Composition;
Role of the Chairperson;
Responsibilities;
Meetings;
Attendance;
Non-consensus;
Objectivity;
Access to members of management;
Reporting and appraisal;
Remuneration report; and
Performance evaluation.
Audit and Risk Committee
The Audit and Risk Committee consists of TTP bv, represented by Mr. Erik Vanderhaegen, acting as Chairman of
the Committee, of Inge Buyse bv, represented by Mrs. Inge Buyse, and of Mr. Jobst Wagner.
Two of the three members of the Committee qualify as independent Directors.
The Audit and Risk Committee met four times in the course of 2021. Two meetings were held in the presence of
the external auditor PwC, represented by Mrs. Lien Winne. The topics of discussion at these meetings included:
Findings of the external auditor on the financial statements as at December 31, 2020;
Findings of the review procedures on the financial statements as at June 30, 2021;
Financial statements including non-financial information and condensed financial statements;
JENSEN-GROUP's financial structure;
Cash management;
Insurances;
Corporate governance and compliance;
Valuation rules;
Investment and M&A projects including Purchase Price Allocation;
Audit mandate;
Tax audit and transfer pricing; and
Risk Management and Internal Control System including Internal Audit.
60 ANNUAL REPORT 2021
In 2020, the Audit and Risk Committee conducted a self-evaluation exercise, the results of which were discussed
during the Audit and Risk Committee meeting of March 4, 2021. The Committee hereby rated its overall
performance at the "no improvement level", indicating firm agreement with the principal components of effective
governance.
The Audit and Risk Committee uses its Charter as its terms of reference. The Charter can be found on the
corporate website www.jensen-group.com under the heading “Investor Relations/Corporate Governance” and
covers:
Roles and responsibilities;
Number of meetings;
Composition of the Audit and Risk Committee;
Role of the Chairperson;
Presence of the external auditor; and
Performance evaluation.
Senior management attends each Audit and Risk Committee meeting in part, with the remainder of the meeting
reserved for an executive session with the external auditor for the Committee members only.
Conflicts of interest within the Board of Directors
As required under the Companies and Associations Code, the members of the Board of Directors are expected to
give the Board Chairman prior notice of agenda items on the agenda in respect of which they have a direct or an
indirect conflict of interest with the Company, either of a financial or other nature, and to refrain from
participating in the discussion and vote on those items. The Board of Directors and the Board Chairman constantly
monitor potential conflicts of interest that do not fall within the definition as set forth by the Companies and
Associations Code. The review of a potential conflict of interest is a standard item on the agenda of each meeting
of the Board of Directors.
Three potential conflicts of interest arose in the course of 2021. Two of those potential conflicts arose at the
meeting of the Board of Directors that was held on March 4, 2021, during which the dividend proposal and the re-
appointment of two Board members were discussed. A third potential conflict of interest arose at the meeting of
the Board of Directors that was held on December 9, 2021, during which a possible share buy-back program was
discussed.
In case of doubt, written confirmation of the reasons for the absence of a conflict of interest as more broadly
defined is sought from the Director or the senior executive involved.
ANNUAL REPORT 2021 61
Policy to Prevent Insider Trading
The Company has had a longstanding policy on insider trading and the prevention of improper conduct or
appearance in that regard. Following the recent introduction of new EU legislation and applicable regulations on
market abuse, the Board of Directors has revised its guidelines on the subject as set forth in a Protocol to Prevent
Market Abuse.
The purpose of this Protocol is, inter alia, to inform:
any person who possesses inside information (either as a shareholder, Director, member of the Executive
Management Team, employee, service provider or any other person by virtue of his function, duties or
employment), of (i) their legal and regulatory duties regarding the prevention of insider dealing, tipping
and the unlawful disclosure of inside information; and of (ii) the applicable sanctions;
any person who has been identified as a Reference Shareholder, Key Manager, Person with Management
Responsibility or Key Employee of the Company, of the fact that they and, by extension, their spouses,
children of age living at home and advisors, may under no circumstances trade the Company’s securities
during a closed period, i.e:
the period of sixty (60) calendar days immediately preceding the announcement of the Company’s
annual results and extending through and including forty-eight (48) hours following such
announcement; and
the period of thirty (30) calendar days immediately preceding the announcement of the
Company’s half-year results and extending through and including forty-eight (48) hours following
such announcement.
any person who has been identified as a Reference Shareholder, Key Manager, Person with Management
Responsibility or Key Employee of the Company, of the fact that they and, by extension, their spouses,
children of age living at home and advisors, must notify the Compliance Officer of the Company and the
Belgian Regulator (i.e. the Financial Services and Market Authority or “FSMA”) of every transaction in the
Company’s securities if and when the total amount of transactions has reached or exceeds the threshold of
5,000 euro within a given calendar year.
The Company requires a signed statement from all those concerned, acknowledging that they have read the
Protocol to Prevent Market Abuse, that they understand its content and that they agree to comply with its
provisions.
Notwithstanding the above, all trading in the Company’s shares requires prior authorization from the
Compliance Officer. In addition, all Directors and members of the Executive Management Team are required to
inform the Compliance Officer on a quarterly basis of any trading respectively to confirm any non-trading in the
Company’s shares. Mrs. Scarlet Janssens is the Compliance Officer of JENSEN-GROUP NV. As of December 31,
2021, the members of the Board of Directors and the Executive Management Team jointly held 18,305 shares.
Next to this, Mrs. Anne Munch Jensen and Mr. Jesper Munch Jensen indirectly own shares in JENSEN-GROUP
NV, see Note 8 – Equity. No warrants are outstanding.
The Policy to Prevent Insider Trading and the relevant provisions of the Protocol to Prevent Market Abuse are
62 ANNUAL REPORT 2021
included in the Charter of the Board of Directors. The Charter can be found on the corporate website
www.jensen-group.com under the heading “Investor Relations/Corporate Governance."
Executive Management
In 2005, the Bylaws of the Company were amended so as to authorize the Board of Directors to delegate its
powers of day-to-day management to an executive committee in conformity with art. 7:104 (previously art. 524
bis) of the Companies and Associations Code. The Board of Directors has not acted on that authorization to date.
In the course of 2009, an Executive Management Team was appointed, which consists of the Chief Executive
Officer (CEO), the Chief Financial Officer (CFO), the Chief Operating Officer (COO) and the Chief Digital Officer
(CDO). The CEO chairs the Executive Management Team meetings.
The Executive Management Team is responsible for:
Development of the overall JENSEN-GROUP strategy;
Introduction and implementation of an internal control framework and risk management processes that
are in line with the nature, organization and size of JENSEN-GROUP;
Implementation and deployment of the Ethical Business Policy;
Preparation of the financial statements and disclosures;
Report of the CEO and CFO to the Board of Directors with respect to the financial situation of JENSEN-
GROUP;
Presentation at regular intervals to the Board of Directors of all information necessary for the Board to
carry out its duties; and
Evaluation of the manufacturing footprint.
The Executive Management Team meets at least every quarter and consists of:
Mr. Jesper Munch Jensen, CEO;
Mr. Fabian Lutz, CDO;
Mr. Martin Rauch, COO; and
Mr. Markus Schalch, CFO.
ANNUAL REPORT 2021 63
From left to right: Fabian Lutz, Martin Rauch, Markus Schalch, Jesper Munch Jensen.
Mr. Jesper Munch Jensen, permanent representative of SWID AG, started his career at Swiss Bank Corporation
and worked as a stockbroker on the Swiss Stock Exchange (1984-1987). After obtaining an MBA degree from
Lausanne Business School, he joined JENSEN-GROUP as an Assistant General Manager of JENSEN Holding (1991).
Mr. Jensen became CEO of the JENSEN-GROUP in 1996.
Mr. Fabian Lutz holds graduate degrees in Project Management and Telematics/Information as well as a certificate
of advanced studies in Business Intelligence from the Bern University of Applied Sciences. Following his practical
training as federally qualified mechanic and automation engineer at Landis & Gyr (now Siemens) in
Zug/Switzerland, Mr. Lutz joined the JENSEN-GROUP in 1999 as IT manager for its operations in Switzerland. Mr.
Lutz was appointed Head of ICT for the JENSEN-GROUP in 2008. He has been acting as CIO of the JENSEN-GROUP
since January 2020 and was nominated Chief Digital Officer in 2021.
Mr. Martin Rauch holds a Bachelor of Science degree in Electrical Engineering. After his studies in 1989, he joined
JENSEN AG Burgdorf and held various positions in the technical and commercial areas. Mr. Rauch became General
Manager of JENSEN AG Burgdorf in 2003 and Managing Director of JENSEN SWEDEN AB following the formation of
64 ANNUAL REPORT 2021
the Garment Technology Business Unit in 2006. Mr. Rauch joined the Executive Management Team in 2009 and
held various functions. He was nominated as Chief Operating Officer in 2021.
Mr. Markus Schalch holds a Master of Arts in Finance and Accounting from the Hochschule St. Gallen. He started
his career in an audit firm, where he worked for two years prior to joining the Alstom Group in various finance
positions. In 2000, Mr. Schalch joined a leading Swiss telecommunication firm where he became CFO of Swisscom
Systems Ltd. (2002-2004) and was then appointed CFO of Swisscom Solutions AG (2005 till August 2007). Mr.
Schalch joined the JENSEN-GROUP in September 2007 as CFO.
Remuneration Policy
The remuneration policy of the Company is intended to attract and retain the qualified and talented employees
that are needed to support the long-term development and growth of the JENSEN-GROUP.
By offering a competitive compensation package, the Company seeks to stimulate individual performance and to
align the individual interests of its employees with those of the shareholders and other stakeholders.
The JENSEN-GROUP applies a remuneration policy of setting performance targets and paying out variable
compensation in line with achievement levels on an annual basis. The definition of the performance measures and
goals is part of the annual budgeting process, whereby the budget for the year is validated in the context of the
Company's long-term strategic plan. To that effect, the Company’s shareholders approved and extended an
exemption from the Law of April 6, 2010, and its requirement to spread objectives and variable compensation
payments over several years. If the JENSEN-GROUP were to opt for a long-term incentive scheme based on multi-
year strategic objectives in the future, the departure from Recommendation 7.12 will be revisited.
The compensation packages of the Board of Directors, the CEO and the Executive Management Team are
reviewed by the Nomination and Remuneration Committee and approved by the Board. The shareholders
approved the remuneration policy by unanimous vote at the Annual Shareholders' Meeting held on May 18, 2021.
The market conformity of the compensation packages of the Board of Directors and the Executive Management
Team is periodically checked with the support of external, independent advisors.
ANNUAL REPORT 2021 65
Remuneration Report
Remuneration of the Board of Directors
The remuneration of the non-executive Directors is based on their responsibilities and their specific tasks within
the Board. With the exception of the Board Chairman, the fees for the non-executive Directors consist of a fixed
remuneration of 17,000 euro and an attendance fee of 3,000 euro per Board meeting or 1,000 euro if the meeting
is by telephone. Members of Board Committees receive a fixed fee of 7,500 euro per year and an attendance fee
of 1,500 euro per meeting. The Board Chairman in turn receives a fixed fee of 100,000 euro per year, which is
deemed to correspond to the actual services to be rendered. Directors do not receive any variable compensation
and the CEO does not receive any compensation as a member of the Board. The Nomination and Remuneration
Committee reviewed the compensation of the Board of Directors at its meeting on December 2, 2021, and found
the compensation package to conform to market practice.
In 2021, the total fees paid to Board members and members of the Board Committees amounted to 294,000 euro,
which is within the amount of 400,000 euro approved by the shareholders.
Mr. Jobst Wagner owns 16,805 shares. Mrs. Anne Munch Jensen and Mr. Jesper Munch Jensen indirectly own
shares in JENSEN-GROUP NV, see Note 8 – Equity.
No warrants are outstanding and there are no stock option plans for the non-executive Board members.
Remuneration of the Executive Management Team
The Nomination and Remuneration Committee prepares all recommendations relating to the appointment and
the remuneration of the Executive Management Team based on proposals by the CEO. The Committee discusses
in detail the remuneration policy, the pay levels and the individual performance evaluations of members of the
Executive Management Team. The Committee thereby takes into account whether the remuneration paid is in
line with market conditions and periodically checks the market conformity of compensation packages with the
assistance of external, independent advisors. The Nomination and Remuneration Committee reviewed the
remuneration of the Executive Management Team at its December 2, 2021 meeting, and found the compensation
Function Indep. Term
Attendance
Committee
Attendance
Remuneration
YquitY bv
1
Chairman V 2024 100% NRC 100% 100,000
represented by Mr. Rudy Provoost
SWID AG
2
Director 2025 100% -
represented by Mr. Jesper Munch Jensen
TTP bv
1
Director 2025 100% ARC 100% 59,000
represented by Mr. Erik Vanderhaegen NRC 100%
Mr. Jobst Wagner
1
Director V 2023 83% NRC 100% 53,000
ARC 50%
Inge Buyse bv
1
Director V 2023 100% ARC 75% 47,000
represented by Mrs. Inge Buyse
Cross Culture Research LLC³ Director 2022 100% 35,000
represented by Anne Munch Jensen
Total remuneration Board of Directors 294,000
1
: Non-executive director
2
: Executive director, CEO, representing the reference shareholder
3
: Non-executive director, representing the reference shareholder
ARC : Audit and Risk committee
NRC: Nomination and Remuneration Committee
Name
66 ANNUAL REPORT 2021
packages to conform to market practice. The Committee refers to the relevant sections in the Annual Report for a
detailed description of the operating results that have affected the different divisions of the JENSEN-GROUP, and
consequently the remuneration of the Executive Management Team.
The external auditor reviews the conformity of the remuneration paid to the Executive Management Team with
the amounts proposed by the Nomination and Remuneration Committee and approved by the Board. The
shareholders approved the remuneration report by unanimous vote at the Annual Shareholders' Meeting held on
May 18, 2021.
The remuneration of the Executive Management Team is composed of a base salary and of variable compensation
that is paid out in cash or used for pension plan contributions depending on the managers’ country of residence,
life insurance, other customary insurances, and benefits. Appointments of certain subsidiaries to the Board of
Directors can also be remunerated. Executive managers are provided with all resources necessary to perform their
duties.
Where pension plans are customary, the Executive Management Team participates in such pension plans.
As set forth in the above section on Remuneration of the Board of Directors, the CEO does not receive any
compensation as a Board member.
Total gross salaries paid to the Executive Management Team, including the CEO, in the course of 2021 amounted
to 1,579,442 euro. As required by the Companies and Associations Code, salaries of the members of the Executive
Management Team are disclosed on an individual basis. The total amount is composed as follows:
The basic remuneration includes the salaries of the members of the Executive Management Team and represents
their total fixed compensation before local taxes and obligatory pension contributions. The basic remuneration
includes the remuneration received for appointments to the Board of certain subsidiaries.
The CEO invoices his services through the separate company SWID AG. The amounts disclosed above consist of
the amounts, totaling 746,185 euro (743,197 euro in 2020), that SWID AG invoiced to the Company. Invoiced
services include basic remuneration, variable remuneration, fixed expenses, fringe benefits and pension plans.
2021 2021 2021 2021 2020 2020 2020 2020
CEO CFO CDO COO CEO CFO CIO CSO
Bas ic re mune ration 304,651 162,012 304,651 301,551 159,029 301,551
Invoiced services 746,185 743,197
One-year variable
remuneration
0 0 0 0 0 29,431 15,883 20,602
Fixed expenses 11,097 4,439 11,097 11,212 4,485 11,212
Fringe benefits 4,494 4,616 4,883 4,541 4,664 4,933
Pe nsio n plan 10,621 0 10,696 10,668 0 10,745
Total 746,185 330,863 171,067 331,327 743,197 357,403 184,061 349,043
Proportion fixed a nd va ria ble:
Fixed
100% 100% 100% 100% 100% 92% 91% 94%
Proportion fixed a nd va ria ble:
Variable
0% 0% 0% 0% 0% 8% 9% 6%
In euro
ANNUAL REPORT 2021 67
The variable compensation part of the remuneration of the Executive Management Team members is targeted at
30% to 50% of the annual base salary, except in the case of the CEO, for whom the variable compensation is
targeted at up to 60% of the annual base salary. No variable compensation is paid below a minimum performance
threshold of 85% while in case of overperformance, variable compensation is capped at 130%.
The variable
remuneration of the CEO and the Executive Management Team is based on performance against the following
objectives:
Individual, qualitative objectives for 20% to 50% of the total target amount. Qualitative objectives focus
on important projects and actions to be realized during the year;
Quantitative objectives for 50% to 80% of the total, divided between:
The financial results against JENSEN-GROUP's targets in terms of profitability, capital
employed, specific elements of capital employed and/or cash flow; and
The financial results against the target of the unit for which the individual manager is
accountable.
The JENSEN-GROUP targets are defined by the Board of Directors following review and discussion in the
Nomination and Remuneration Committee. The targets are defined as part of the annual budget review process,
in which the budget is evaluated in the context of the strategic plan. Depending on the applicable legislation and
on the employee’s preferences, the variable remuneration is paid out in cash, into the employees’ pension plan,
or in the form of other benefits.
As the amount to be paid in 2021 was based on the performances of 2020, the Nomination and Remuneration
Committee decided in 2021 not to pay a bonus under the 2020 variable compensation plan to the Executive
Management Team, the Business Region Directors and the Production and Engineering Companies managers.
As explained above, the Group results on operating profit and working capital were too low to justify bonus
payments.
For 2021, the JENSEN-GROUP targets were set on the basis of the operating profit and working capital as
percentage of turnover.
During the Annual Shareholders' Meeting held on May 19, 2020, the shareholders approved an extension of the
exemption from the Law of April 6, 2010 and in particular from its requirement to spread objectives and variable
compensation payments over several years during a term of five years expiring at the Annual Shareholders'
Meeting of May 2024.
Fixed expenses relate primarily to representation allowances.
The fringe benefits include the value of the employees' company cars and of the related car insurance premiums.
The pension plan is the contribution of the employer to a pension plan above contributions required by law. Three
managers participate in a defined benefit plan.
68 ANNUAL REPORT 2021
No warrants are outstanding and there are currently no stock option plans.
The agreements with respect to termination of senior managers vary from country to country, subject to the
locally applicable legislation. Legal regulations apply in countries where there is a legal framework, while a
severance payment of up to, but not exceeding, two years’ salary is granted for countries where there is no legal
framework. Mr. Jesper Munch Jensen has a severance pay arrangement of 18 months, which is deemed in line
with current market practice based on periodic reviews by the Nomination and Remuneration Committee of the
market conformity of the compensation packages of the Executive Management Team.
There has been no termination of a senior manager in 2021.
There are no change of control clauses included in the management contracts. Two managers have a two-year
non-compete clause exercisable at the request of the Company. No special compensation is given in the event of
voluntary departure.
No loans have been granted to members of the Executive Management Team. No unusual transactions or conflicts
of interest have occurred.
The Executive Management Team holds a total of 1,500 shares in the following manner:
Mr. Jesper Munch Jensen indirectly owns shares in the JENSEN-GROUP NV, see Note 8 – Equity;
Mr. Fabian Lutz: no shares;
Mr. Martin Rauch: 1,500 shares;
Mr. Markus Schalch: no shares
Claw back clause
There are no specific agreements or systems that give the Company the right to claw back paid variable
compensation. This means the Company currently departs from Recommendation 7.12 of the 2020 Code. This
departure is explained by the fact that the Company applies a Remuneration Policy of setting performance targets
and paying out variable compensation in line with achievement levels on an annual basis. If the Company were to
opt for a long-term incentive scheme based on multi-year strategic objectives, the departure from
Recommendation 7.12 will be revisited.
There are no deviations from the Remuneration Policy to report.
ANNUAL REPORT 2021 69
The annual change of remuneration, of the performance of the Company and of the average remuneration on an
average full-time equivalent basis of employees (excluding Board of Directors and Executive Management Team)
over the five last years is as follows:
Figures in the above table have been adjusted, showing now the average number of employees (previously, the
number of employees at year-end).
The ratio between the highest remunerated executive and the least remunerated employee, expressed on a full-
time equivalent basis, within the Company is 1% with the caveat that the basis for calculating this ratio is global
and includes many different countries, functions and roles and that overall, the Company has embedded the
Social Corporate Responsibility principles in its business model.
The shareholders approved the remuneration report at the Annual Shareholders' Meeting held on May 18, 2021.
Policy with respect to appropriation of the result
Based on the result of the past year and on the current financial situation, the Board of Directors will propose an
appropriate dividend.
Shareholding structure
The following are the major shareholders of the Company:
Lazard Frères Gestion SAS: 5.2%
Free float: 40.4%
The voting rights are described in note 8 - Equity.
Acquisition of own shares
The Bylaws of the Company allow the purchase of own shares. At its meeting held on March 10, 2022, the Board
of Directors decided to implement a program to buy back a maximum of 781,900 or 10% of its own shares. The
shares will be bought at the stock exchange by an investment bank mandated by the Board. The buy-back
mandate expires on May 18, 2026.
(in thousands of euro) 2021 2020 2019 2018 2017
Total remuneration excluding BoD and EMT 81,209 82,280 103,344
105,046 106,929
Average number of employees 1,306 1,411 1,712
1,717 1,650
Avg remun. on an average FTE basis of the
employees (excl. BoD, EMT)
62 58 61 61 65
Revenue 259,716 245,238 332,178
343,782 338,088
EBIT
21,329 12,795 23,016 26,936 29,882
Working Capital
90,686 101,934 126,723
132,743 105,526
70 ANNUAL REPORT 2021
As per December 31, 2021, the Company did not hold own treasury shares.
Relationship among shareholders
There is no agreement between the reference shareholders listed above.
Statutory Auditor
The Statutory Auditor is PwC Bedrijfsrevisoren bv, represented by Mrs. Lien Winne.
The Statutory Auditor received worldwide fees of 438,259 euro (excl. VAT) for auditing the statutory accounts of
the various legal entities and the consolidated accounts of the JENSEN-GROUP. Apart from its mandate, the
Statutory Auditor received during 2021 additional fees of 94,232.70 euro (excl. VAT), of which 5,300 euro was
invoiced to JENSEN-GROUP NV. The Company has appointed a single firm for the audit of the consolidated
financial statements.
Issued capital
As at December 31, 2021, the issued share capital of the Company was 30.7 million euro, represented by
7,818,999 ordinary shares without nominal value.
There are no preference shares.
Pursuant to article 74, §6 of the Law of April 1, 2007 on Takeover Bids, JENSEN INVEST A/S disclosed to both the
FSMA and JENSEN-GROUP NV that, as at September 1, 2007, it held in concert more than 30% of the shares with
voting rights in JENSEN-GROUP NV.
Further details of the shareholders’ notification are disclosed in note 8 – equity.
Dividend proposal
The Board of Directors proposes to the Annual Shareholders’ Meeting to approve a dividend of 0.50 euro per
share. The dividend proposal is based on the strong financial position at year-end. The dividend pay-out will
amount to 3,909,499.50 euro, based on the number of shares outstanding as at December 31, 2021.
ANNUAL REPORT 2021 71
Appropriation of the result
JENSEN-GROUP NV reported in its statutory accounts a net profit of 2,6 million euro. The Board of Directors
proposes to appropriate this result as follows:
In euro
Result of the year
2,562,811.69
Dividend
-3,909,499.50
Appropriation to retained earnings
-1,346,687.81
This brings the total amount of retained earnings to 60,4 million euro.
Significant post-balance sheet events
At its meeting held on March 10, 2022, the Board of Directors decided to implement a share repurchase
program to buy back a maximum of 781,900 or 10% of the Company's own shares. The shares will be bought at
the stock exchange by an investment bank mandated by the Board. The buy-back mandate expires on May 18,
2026.
On 24 February 2022, Russian troops started invading Ukraine. As a consequence, economic sanctions have
been taken by the international community against Russia. As the JENSEN-GROUP has very little exposure in
Russia and Ukraine, the Group doesn’t expect significant financial impacts on its 2021 financial statements.
However, as stated in the outlook, the JENSEN-GROUP does expect the investment climate in its markets to
remain unpredictable and volatile in 2022 based on the risks triggered by the potentially destabilizing impact
of geo-political and military threats.
Ghent, March 10, 2022
YquitY bv SWID AG
Represented by Mr. R. Provoost Represented by Mr. J. Jensen
Chairman Director
72 ANNUAL REPORT 2021
Statement of responsible persons
We hereby certify, to the best of our knowledge, that the consolidated financial statements as of December 31,
2021, prepared in accordance with International Financial Reporting Standards, as adopted by the European
Union, and with the legal requirements applicable in Belgium, give a true and fair view of the assets, liabilities,
financial position and profit or loss of the Company and the entities included in the consolidation taken as a
whole, and that the management report includes a fair review of the development and performance of the
business and the position of the Company and the entities included in the consolidation taken as a whole,
together with a description of the principal risks and uncertainties that they face.
Jesper M. Jensen Markus Schalch
Chief Executive Officer Chief Financial Officer
ANNUAL REPORT 2021 73
FREE TRANSLATION
Statutory Auditor's Report to the General Shareholders’ Meeting of the Company
JENSEN-GROUP NV on the consolidated financial statements for the year ended
31 December 2021
We present to you our statutory auditor’s report in the context of our statutory audit of the consolidated accounts
of JENSEN-GROUP NV (the “Company”) and its subsidiaries (jointly “the Group”). This report includes our report
on the consolidated accounts, as well as the other legal and regulatory requirements. This forms part of an
integrated whole and is indivisible.
We have been appointed as statutory auditor by the general meeting d.d. 19 May 2020, following the proposal
formulated by the board of directors and following the recommendation by the audit committee. Our mandate
will expire on the date of the general meeting which will deliberate on the annual accounts for the year ended 31
December 2022. We have performed the statutory audit of the Company’s consolidated accounts for 20
consecutive years.
Report on the consolidated financial statements
Unqualified opinion
We have performed the statutory audit of the Group’s consolidated accounts, which comprise the consolidated
statement of financial position as at 31 December 2021, the consolidated statement of comprehensive income,
the consolidated statement of changes in equity and the consolidated cash flow statement for the year then
ended, and notes to the consolidated accounts, including a summary of significant accounting policies and other
explanatory information, and which is characterised by a consolidated statement of financial position total of
EUR ‘000 329,596 and a consolidated result attributable to equity holders of EUR ’000 14,575.
In our opinion, the consolidated accounts give a true and fair view of the Group’s net equity and consolidated
financial position as at 31 December 2021, and of its consolidated financial performance and its consolidated cash
flows for the year then ended, in accordance with International Financial Reporting Standards as adopted by the
European Union and with the legal and regulatory requirements applicable in Belgium.
Basis for unqualified opinion
We conducted our audit in accordance with International Standards on Auditing (ISAs) as applicable in Belgium.
Furthermore, we have applied the International Standards on Auditing as approved by the IAASB which are
applicable to the year-end and which are not yet approved at the national level. Our responsibilities under those
standards are further described in the “Statutory auditor’s responsibilities for the audit of the consolidated
accounts” section of our report. We have fulfilled our ethical responsibilities in accordance with the ethical
requirements that are relevant to our audit of the consolidated accounts in Belgium, including the requirements
related to independence.
74 ANNUAL REPORT 2021
We have obtained from the board of directors and Company officials the explanations and information necessary
for performing our audit.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of
the consolidated accounts of the current period. These matters were addressed in the context of our audit of the
consolidated accounts as a whole, and in forming our opinion thereon, and we do not provide a separate opinion
on these matters.
Key audit matter 1: revenue recognition of construction contracts
Description of the key audit matter
We focused on revenue recognition on construction contracts because JENSEN-GROUP substantially generates its
revenue from projects which qualifies as construction contracts under IFRS. The recognition of revenue and the
estimation of the outcome of fixed price construction contracts is complex and requires significant management
judgement, in particular with respect to estimation of the cost incurred and the cost to complete the contracts.
For these reasons, we identified revenue from construction contracts as a key audit matter.
Reference is made to Note 1: Summary of significant accounting policies: Revenue Recognition and Note 6
Contract assets and contract liabilities. At December 31, 2021 contract assets included EUR 10,5 million of accrued
profits.
How our audit addressed the key audit matter
Our testing of revenue recognition of construction contracts included both tests of the design and operating
effectiveness of controls, as well as substantive procedures. We tested the controls that the company has put in
place over its process to record contract costs and contract revenues and the determination of the stage of
completion. Our audit procedures included considering the appropriateness of the Group’s revenue recognition
accounting policies. We also included an evaluation of the significant judgements made by management based on
an examination of the associated project documentation and discussion on the status of projects under
construction with finance and technical staff of the company for specific individual transactions/projects. In
addition, in order to evaluate the reliability of management’s estimates, we performed a rundown of subsequent
costs incurred for closed projects. We also performed testing over manual journals posted to revenue to identify
unusual or irregular items. We found no material misstatements from our testing.
ANNUAL REPORT 2021 75
Responsibilities of the board of directors for the preparation of the consolidated financial statements
The board of directors is responsible for the preparation of consolidated accounts that give a true and fair view in
accordance with International Financial Reporting Standards as adopted by the European Union and with the legal
and regulatory requirements applicable in Belgium, and for such internal control as the board of directors
determines is necessary to enable the preparation of consolidated accounts that are free from material
misstatement, whether due to fraud or error.
In preparing the consolidated accounts, the board of directors is responsible for assessing the Group’s ability to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the going
concern basis of accounting unless the board of directors either intends to liquidate the Group or to cease
operations, or has no realistic alternative but to do so.
Statutory auditor’s responsibilities for the audit of the consolidated financial statements
Our objectives are to obtain reasonable assurance about whether the consolidated accounts as a whole are free
from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our
opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in
accordance with ISAs will always detect a material misstatement when it exists. Misstatements can arise from
fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected
to influence the economic decisions of users taken on the basis of these consolidated accounts.
In performing our audit, we comply with the legal, regulatory and normative framework applicable to the audit of
the consolidated accounts in Belgium. A statutory audit does not provide any assurance as to the Group’s future
viability nor as to the efficiency or effectiveness of the board of directors’ current or future business management
at Group level. Our responsibilities in respect of the use of the going concern basis of accounting by the board of
directors are described below.
As part of an audit in accordance with ISAs, we exercise professional judgement and maintain professional
skepticism throughout the audit. We also:
Identify and assess the risks of material misstatement of the consolidated accounts, whether due to fraud
or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is
sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material
misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve
collusion, forgery, intentional omissions, misrepresentations, or the override of internal control;
76 ANNUAL REPORT 2021
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that
are appropriate in the circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Group’s internal control;
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates
and related disclosures made by the board of directors;
Conclude on the appropriateness of the board of directors’ use of the going concern basis of accounting
and, based on the audit evidence obtained, whether a material uncertainty exists related to events or
conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we
conclude that a material uncertainty exists, we are required to draw attention in our statutory auditor’s
report to the related disclosures in the consolidated accounts or, if such disclosures are inadequate, to
modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our
statutory auditor’s report. However, future events or conditions may cause the Group to cease to
continue as a going concern;
Evaluate the overall presentation, structure and content of the consolidated accounts, including the
disclosures, and whether the consolidated accounts represent the underlying transactions and events in
a manner that achieves fair presentation;
Obtain sufficient and appropriate audit evidence regarding the financial information of the entities or
business activities within the Group to express an opinion on the consolidated financial statements. We
are responsible for the direction, supervision and performance of the Group audit. We remain solely
responsible for our audit opinion.
We communicate with the audit committee regarding, among other matters, the planned scope and timing of the
audit and significant audit findings, including any significant deficiencies in internal control that we identify during
our audit.
We also provide the audit committee with a statement that we have complied with relevant ethical requirements
regarding independence, and to communicate with them all relationships and other matters that may reasonably
be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with the audit committee, we determine those matters that were of most
significance in the audit of the consolidated accounts of the current period and are therefore the key audit
matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure
about the matter.
ANNUAL REPORT 2021 77
Other legal and regulatory requirements
Responsibilities of the board of directors
The board of directors is responsible for the preparation and the content of the directors’ report on the
consolidated accounts, the separate report on non-financial information and the other information included in the
annual report on the consolidated accounts.
Statutory auditor’s responsibilities
In the context of our engagement and in accordance with the Belgian standard which is complementary to the
International Standards on Auditing (ISAs) as applicable in Belgium, our responsibility is to verify, in all material
respects, the directors’ report on the consolidated accounts, the separate report on non-financial information and
the other information included in the annual report on the consolidated accounts and to report on these matters.
Aspects related to the directors’ report on the consolidated financial statements and to the other information
included in the annual report on the consolidated financial statements
In our opinion, after having performed specific procedures in relation to the directors’ report on the consolidated
accounts, this directors’ report is consistent with the consolidated accounts for the year under audit and is
prepared in accordance with article 3:32 of the Companies' and Associations' Code.
In the context of our audit of the consolidated accounts, we are also responsible for considering, in particular
based on the knowledge acquired resulting from the audit, whether the directors’ report on the consolidated
accounts is materially misstated or contains information which is inadequately disclosed or otherwise misleading.
In light of the procedures we have performed, there are no material misstatements we have to report to you.
The non-financial information required by virtue of article 3:32, §2 of the Companies' and Associations' Code is
included in the directors’ report on the consolidated accounts. The Company has prepared the non-financial
information, based on the Global Reporting Initiative Standards. However, in accordance with article 3:80, §1, 5°
of the Companies' and Associations' Code, we do not express an opinion as to whether the non-financial
information has been prepared in accordance with the Global Reporting Initiative Standards as disclosed in the
directors’ report on the consolidated accounts.
Statement related to independence
Our registered audit firm and our network did not provide services which are incompatible with the
statutory audit of the consolidated financial statements, and our registered audit firm remained
independent of the Group in the course of our mandate.
The fees for additional services which are compatible with the statutory audit of the consolidated financial
statements referred to in article 3:65 of the Companies' and Associations' Code are correctly disclosed and
78 ANNUAL REPORT 2021
itemized in the notes to the consolidated financial statements.
European Uniform Electronic Format (ESEF)
We have also verified, in accordance with the draft standard on the verification of the compliance of the financial
statements with the European Uniform Electronic Format (hereinafter “ESEF”), the compliance of the ESEF format
with the regulatory technical standards established by the European Delegate Regulation No. 2019/815 of 17
December 2018 (hereinafter: “Delegated Regulation”).
The board of directors is responsible for the preparation, in accordance with ESEF requirements, of the
consolidated financial statements in the form of an electronic file in ESEF format (hereinafter “consolidated
financial statements”) included in the annual financial report.
Our responsibility is to obtain sufficient appropriate evidence to conclude that the format and marking language
of the digital consolidated financial statements comply in all material respects with the ESEF requirements under
the Delegated Regulation.
Based on the work we have performed, we believe that the format of and marking of information in the digital
consolidated financial statements included in the annual financial report of JENSEN-GROUP NV per 31 December
2021 comply in all material respects with the ESEF requirements under the Delegated Regulation.
Other statements
This report is consistent with the additional report to the audit committee referred to in article 11 of the
Regulation (EU) N° 537/2014.
Ghent, 24 March 2022
The statutory auditor
PwC Reviseurs d'Entreprises SRL / PwC Bedrijfsrevisoren BV
Represented by
Lien Winne
Réviseur d’Entreprises / Bedrijfsrevisor
ANNUAL REPORT 2021 79
Consolidated statement of financial position – Assets
(in thousands of euro)
Notes
December 31
December 31
2021
2020
Total Non-Current Assets
Goodwill
4
Intangible assets
4
Land and buildings
Machinery and equipment
Furniture and vehicles
Right of use assets
Other tangible fixed assets
Assets under construction and advance payments
Property, plant and equipment
4
Companies accounted for under equity method
23
Financial Assets at amortized cost
21
Financial Assets at fair value through OCI
21
Trade receivables
Other amounts receivable
Deferred taxes
5
Total Current Assets
Raw materials and consumables
Goods purchased for resale
Inventory
Advance payments
Trade receivables
7
Other amounts receivable
7
Contract assets
6
Derivative Financial Instruments
7, 21
Cash and cash equivalents
19
Assets held for sale
22
TOTAL ASSETS
The notes on pages 86-140 are an integral part of these consolidated financial statements.
80 ANNUAL REPORT 2021
Consolidated statement of financial position – Liabilities
(in thousands of euro)
Notes
December 31
December 31
2021
2020
Equity
8
Share Capital
Share premium
Other reserves
-6,500
-10,222
Retained earnings
Non-Controlling Interest
23
-1,354
Non-Current Liabilities
Government grants
9
Borrowings
10
Deferred income tax liabilities
5
Provisions for employee benefit obligations
11
Derivative financial instruments
21
-12
Current Liabilities
Borrowings
10
Provisions for other liabilities and charges
12
Trade payables
13
Contract liabilities
6/13
Remuneration and social security
13
Accrued expenses and other payables
13
Derivative financial instruments
13/21
Current income tax liabilities
TOTAL EQUITY AND LIABILITIES
The notes on pages 86-140 are an integral part of these consolidated financial statements.
ANNUAL REPORT 2021 81
Consolidated statement of comprehensive income
(in thousands of euro)
Notes
December
31 2021
December
31 2020
Revenue
6
Trade goods
-120,713
-118,007
Services and other goods
-29,050
-26,674
Remuneration, social sec. costs and pensions
-82,043
-83,170
Depreciation, amortisation, write downs of assets,
impairments
14
-7,533
-6,998
Total expenses
-239,339
-234,848
Other Income / ( Expense)
15
Operating profit before tax and finance (cost)/
income (EBIT)
Interest income
Other financial income
Financial income
16
Interest charges
-1,787
-1,939
Other financial charges
-2,053
-3,214
Financial charges
16
-3,840
-5,153
Share in result of associates and companies
accounted for using the equity method
Profit before tax
Income tax expense
17
-5,515
-4,004
Profit for the period from continuing operations
Result from assets held for sale
22
-65
-54
Consolidated profit for the year
Result attributable to Non-Controlling Interest
23
-362
-479
Consolidated result attributable to equity
holders
The notes on pages 86-140 are an integral part of these consolidated financial statements.
82 ANNUAL REPORT 2021
Consolidated statement of comprehensive income – Other comprehensive
income
(in thousands of euro)
Note
s
December
31 2021
December
31 2020
Other comprehensive income (OCI):
Items that may be subsequently reclassified to Profit and
Loss
Financial instruments
-182
-125
Currency translation differences related to associates and
companies accounted for using the equity method
-894
-642
Currency translation differences
-2,297
Items that will not be reclassified to Profit and Loss
Actual gains/(losses) on Defined Benefit Plans
-561
Tax on OCI
-379
Other comprehensive income for the year
-3,454
OCI attributable to Non-Controlling Interest
OCI attributable to the equity holders
-3,454
Total comprehensive income for the year
Profit attributable to:
Non-Controlling Interest
-362
-479
Equity holders of the company
Total comprehensive income attributable to:
Non-Controlling Interest
-359
-479
Equity holders of the company
Basic and diluted earnings per share (in euro)
18
Weighted average number of shares
The notes on pages 86-140 are an integral part of these consolidated financial statements.
ANNUAL REPORT 2021 83
Consolidated statement of changes in equity
Prior year
(In thousands of euro)
Capital
Share
premium
Total Share
Capital
Translation
differences
Hedging
Reserves
Actuarial
gains and
losses on FI
Actuarial
gains and
losses on
Defined
Benefit
Plans
Total other
Reserves
Retained
earnings
Equity
attributable
to equity
holders of
the
Company
Non-
Controlling
Interest
Total
Equity
December 31 2019
-2
-8,136
-6,776
-875
Result of the period
-479
Other comprehensive income
Currency Translation Difference
related to associates and
companies accounted for using
the equity method
-642
-642
-642
-642
Currency Translation Difference
- Other
-2,289
-2,289
-8
-2,297
-2,297
Financial instruments
-125
-125
-125
-125
Defined Benefit Plans
-561
-561
-561
-561
Tax on OCI
Total other comprehensive
income/(loss) for the year,
net of tax
-2,931
-94
-421
-3,446
-8
-3,454
-3,454
Dividend paid out
December 31 2020
-1,569
-96
-8,557
-10,222
-1,354
84 ANNUAL REPORT 2021
Current year
(In thousands of euro)
Capital
Share
premium
Total Share
Capital
Translation
differences
Hedging
Reserves
Actuarial
gains and
losses on FI
Actuarial
gains and
losses on
Defined
Benefit
Plans
Total other
Reserves
Retained
earnings
Equity
attributable
to equity
holders of
the
Company
Non-
Controlling
Interest
Total
Equity
December 31 2020
-1,569
-96
-8,557
-10,222
-1,354
Result of the period
-362
Other comprehensive income
Currency Translation Difference
related to associates and
companies accounted for using
the equity method
-894
-894
-894
-894
Currency Translation Difference
Financial instruments
-219
-182
-182
-182
Defined Benefit Plans
Tax on OCI
-9
-424
-379
-379
-379
Total other comprehensive
income/(loss) for the year,
net of tax
-164
Capital increase
Acquisition of subsidiaries
Dividend paid out
-1,954
-1,954
-472
-2,426
December 31 2021
-68
-164
-7,284
-6,499
The notes on pages 86-140 are an integral part of these consolidated financial statements.
ANNUAL REPORT 2021 85
Consolidated cash flow statement
(in thousands of euro)
Notes
December 31
December 31
2021
2020
Cash flow from operating activities
31,235
20,348
Consolidated result attributable to equity holders
Result attributable to non-controlling interest
23
-362
-479
Adjusted for
- Current and deferred tax
17
- Interest and other financial income and expenses
16
- Depreciation, amortization and impairments
14
- Write down on trade receivables
14
-475
- Write down on inventory
14, 15
- Write down on contract assets
14
- Changes in provisions
11, 12
-2,330
- Gain/loss on the sale of tangible fixed assets
- Income from government grants
9
-1,555
- Companies accounted for using equity method
23
-543
-1,251
Interest received
16
Changes in working capital increase (-), decrease (+)
Changes in advance payments
6
-2,212
Changes in inventory
6
-2,979
Changes in long- and short-term amounts receivable
7
-21,944
Changes in trade and other payables
13
-7,671
Corporate income tax paid
-6,794
-2,380
Corporate income tax paid
-6,794
-2,380
Net cash generated from operating activities -
continuing operations
Net cash generated from operating activities - Result from
assets held for sale
Net cash generated from operating activities - total
Net cash used in investing activities
-21,979
-2,778
Purchases of intangible and tangible fixed assets
4
-9,815
-2,952
Sales of intangible and tangible fixed assets
4
Acquisition of subsidiaries and participations (net of cash acquired)
24
-12,247
Cash flow before financing
Net cash used in financing activities
-18,402
-6,464
Other financial charges and currency losses
16
-883
-983
Other financial income and currency gains
16
Dividend
8
-2,425
Purchase of financial instruments
-19,689
-15,081
Proceeds of government grants
9
Proceeds/repayments of borrowings
10
Interest paid
16
-1,787
-1,939
Net Change in cash and cash equivalents
-7,699
Cash, cash equivalent and bank overdrafts at the beginning of the year
Exchange gains/(losses) on cash and bank overdrafts
-951
Cash, cash equivalent and bank overdrafts at the end of the year
19
The notes on pages 86-140 are an integral part of these consolidated financial statements.
86 ANNUAL REPORT 2021
Notes to the Consolidated Financial Statements
Note 1: Summary of significant accounting policies
Basis of preparation
The JENSEN-GROUP (hereafter “the Group”) is one of the major suppliers to the heavy-duty laundry industry. The
Group markets its products and services under the JENSEN, ‘ALPHA by JENSEN’ and Inwatec brands and is one of
the leading suppliers to the heavy-duty market. The product range varies from transportation and handling
systems, tunnel washers, separators, feeders, ironers and folders to complete project management for fully
equipped and professionally managed industrial laundries. The JENSEN-GROUP has operations in 23 countries and
distributes its products in more than 50 countries. Worldwide, the JENSEN-GROUP employs 1,384 people.
JENSEN-GROUP NV (hereafter “the Company”) is incorporated in Belgium. Its registered office is at Neerhonderd
33, 9230 Wetteren, Belgium.
The JENSEN-GROUP shares are quoted on the Euronext Stock Exchange.
The Board of Directors approved the present consolidated financial statements for issue on March 10, 2022.
These consolidated financial statements are for the 12 months ended December 31, 2021 and are prepared in
accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union. These
annual financial statements have been prepared in accordance with those IFRS standards and IFRIC
interpretations issued and effective as at December 31, 2021 and which have been adopted by the European
Union.
These consolidated financial statements have been prepared under the historical cost convention, with financial
assets and financial liabilities (including derivative instruments), assets held for sale and defined benefit plans
stated at fair value through profit or loss or OCI or at amortized cost.
These consolidated financial statements are prepared on an accrual basis and on the assumption that the Group is
a going concern and will continue in operation for the foreseeable future.
The preparation of the financial statements requires management to make estimates and assumptions that affect
the reported amounts of revenue, expenses, assets and liabilities and disclosure of contingent assets and liabilities
at the date of the financial statements. The areas involving a higher degree of judgment or complexity, or where
assumptions and estimates are significant to the consolidated financial statements, are disclosed in the
accounting policies.
ANNUAL REPORT 2021 87
Based on the information described in the Report of the Board of Directors, p. 18 and 19, the analysis of the
markets, valuation of the order backlog, the analysis of the sales funnel, the future revenues, various scenarios
and cash projections, the Group is of the opinion that the consequences of Covid-19 are manageable for the
coming period with the knowledge as of today. Therefore, the EMT has concluded, and the Board concurs, that
the JENSEN-GROUP is able to continue as a going concern.
The following new standards and amendments to standards are mandatory for the first time for the financial year
beginning 1 January 2021 and have been endorsed by the European Union:
Amendments to IFRS 4 Insurance Contracts – deferral of IFRS 9 (effective 01/01/2021).
Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16 Interest Rate Benchmark Reform – Phase 2
(effective 01/01/2021).
Amendment to IFRS 16 Leases Covid 19-Related Rent Concessions (effective 01/06/2020, with early
application permitted).
The following new amendments have been issued, is not mandatory for the first time for the financial year
beginning 1 January 2021 but have been endorsed by the European Union: IFRS 17 ‘Insurance contracts’ (effective
1 January 2023).
IFRS 17 ‘Insurance contracts’ (effective 1 January 2023). This standard replaces IFRS 4, which currently
permits a wide variety of practices in accounting for insurance contracts. IFRS 17 will fundamentally change
the accounting by all entities that issue insurance contracts and investment contracts with discretionary
participation features.
Amendment to IFRS 16 Leases Covid 19-Related Rent Concessions beyond 30 June 2021 (effective
01/04/2021, with early application permitted).
Amendments to IFRS 3 Business Combinations; IAS 16 Property, Plant and Equipment; IAS 37 Provisions,
Contingent Liabilities and Contingent Assets as well as Annual Improvements (effective 1 January 2022).
Annual Improvements 2018-2020 make minor amendments to IFRS 1 First-time Adoption of International
Financial Reporting Standards, IFRS 9 Financial Instruments, IAS 41 Agriculture and the Illustrative Examples
accompanying IFRS 16 Leases.
The following new standards and amendments have been issued, but are not mandatory for the first time for the
financial year beginning 1 January 2020 and have not been endorsed by the European Union:
Amendments to IAS 1 ‘Presentation of Financial Statements: Classification of Liabilities as current or non-
current’ (effective 01/01/2023).
Amendments to IAS 1 Presentation of Financial Statements and IFRS Practice Statement 2: Disclosure of
Accounting policies (effective 1 January 2023).
Amendments to IAS 8 Accounting policies, Changes in Accounting Estimates and Errors: Definition of
Accounting Estimates (effective 1 January 2023).
Amendments to IAS 12 Income Taxes: Deferred Tax related to Assets and Liabilities arising from a Single
Transaction (effective 1 January 2023).
88 ANNUAL REPORT 2021
Amendments to IFRS 17 Insurance contracts: Initial Application of IFRS 17 and IFRS 9 – Comparative
Information (issued on 9 December 2021, effective 1 January 2023).
The following standard is mandatory since the financial year beginning 1 January 2016 (however not yet
subjected to EU endorsement). The European Commission has decided not to launch the endorsement process
of this interim standard but to wait for the final standard:
IFRS 14, 'Regulatory deferral accounts' (effective 1 January 2016).
The Group is currently assessing the impact of these standards.
The main accounting policies defined by the Group are as follows:
Consolidation Methods
The consolidated financial statements are presented in euro and rounded to the nearest thousand.
Subsidiaries are all entities (including structured entities) over which the group has control. The group controls an
entity when the group is exposed to, or has rights to, variable returns from its involvement with the entity and has
the ability to affect those returns through its power over the entity.
Subsidiaries are fully consolidated from the date on which control is transferred to the group. They are de-
consolidated from the date that control ceases.
The group applies the acquisition method to account for business combinations. The consideration transferred for
the acquisition of a subsidiary is the fair value of the assets transferred, the liabilities incurred to the former
owners of the acquiree and the equity interests issued by the group. The consideration transferred includes the
fair value of any asset or liability resulting from a contingent consideration arrangement. Identifiable assets
acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their
fair values at the acquisition date. The group recognizes any non-controlling interest in any acquired company on
an acquisition-by-acquisition basis, either at fair value or at the non-controlling interest’s proportionate share of
the recognized amounts of the acquiree’s identifiable net assets.
Acquisition-related costs are expensed as incurred.
Intercompany transactions, balances and unrealized gains on transactions between group companies are
eliminated. Unrealized losses are also eliminated. When necessary, amounts reported by subsidiaries have been
adjusted to conform with the group’s accounting policies.
Investments in associates and joint ventures are accounted for under the equity method set out in IAS28, subject
to certain exceptions. Under the equity method, the investment is initially recognized at cost, and the carrying
amount is increased or decreased to recognize the investors’ share in the profit or loss of the investee after the
ANNUAL REPORT 2021 89
date of acquisition. Associates are those investments where the investor has significant influence. A joint venture
is a joint arrangement where the investor has joint control but does not have direct rights to assets or obligation
for liabilities. For entities where the Group holds 20% or more of the voting power of another entity, either
directly or indirectly, the Group is presumed to have significant influence over that entity. The presumption of
significant influence from a 20% or more investment can be rebutted where the Group can demonstrate that it
has or does not have significant influence. Likewise, significant influence could be demonstrated for an investment
of less than 20%. The existence of a substantial or majority ownership by another entity does not necessarily
preclude the Group from having significant influence.
Use of estimates
The preparation of the financial statements involves the use of estimates and assumptions, which may have an
impact on the reported values of assets and liabilities at the end of the period as well as on certain items of
income and expense for the period. Estimates are based on economic data, which are likely to vary over time, and
are subject to a degree of uncertainty. These mainly relate to non-current assets - right to use, contracts in
progress (percentage of completion method), pension liabilities, provisions for other liabilities and charges and
expected credit loss model. We refer to note 4 – Non-current assets, note 6 – Contracts assets and contract
liabilities, note 11 – Provision for employee benefit obligations, note 12 – Provision for other liabilities and charges
and note 21 - Financial instruments - market and other risks.
Translation of Foreign Currency - Transactions
The conversion of assets, liabilities and commitments which are denominated in foreign currencies is based on the
following guidelines:
monetary assets and liabilities are translated at closing rates;
transactions in foreign currencies are converted at the foreign exchange rate prevailing at the date of the
transaction;
foreign exchange gains and losses resulting from the settlement of such transactions and from the
translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies
are recognized in the income statement, except when deferred in other comprehensive income as
qualifying cash flow hedges and qualifying net investment hedges;
non-monetary assets and liabilities are translated at the foreign exchange rate prevailing at the date of the
transaction.
Translation of Foreign currency - Operations
Translation
The results and financial positions of all the Group entities (none of which has the currency of a hyperinflationary
economy) that have a functional currency different from the presentation currency are translated into the
presentation currency as follows:
assets and liabilities for each balance sheet presented are translated at the closing rate at the date of that
balance sheet;
income and expenses for each income statement are translated at average exchange rates (unless this
90 ANNUAL REPORT 2021
average is not a reasonable approximation of the cumulative effect of the rates prevailing on the
transaction dates, in which case income and expenses are translated at the rates of the dates of the
transactions); and
all resulting translation differences are recognized as a separate component of equity.
Initial Recognition
On consolidation, exchange differences arising from the translation of the net investment in foreign operations
and of borrowings are taken to shareholders’ equity. When a foreign operation is sold, exchange differences that
were recorded in equity are recognized in the income statement as part of the gain or loss on sale.
Goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and
liabilities of the foreign entity and translated at the closing rate.
Revenue Recognition
The JENSEN-GROUP has developed a five-step model for recognizing revenue from contracts with customers:
Step 1. Identifying the customer contracts
A contract creates enforceable rights and obligations. The contract may be written, oral or implied by customary
business practice. A contract contains a promise (or promises) to transfer goods or services to a customer.
When identifying the customer contracts, first the customer should be determined and then it should be assessed
whether a contract exists. JENSEN-GROUP defines a “customer” and a “contract” as follows:
Customer: a party that has contracted to obtain goods or services that are an output of ordinary activities
in exchange for consideration;
Contract: an agreement between two or more parties that creates enforceable rights and obligations.
Contracts shall be combined when they are entered into at or near the same time and are negotiated as a
package, payment of one depends on the other, or goods/services promised are a single performance obligation.
A contract modification or change order is accounted for as a separate contract or as a continuation of the original
contract prospectively or with cumulative catch-up, depending on facts and circumstances.
Step 2. Identifying performance obligations
The second step in accounting for a contract with a customer is identifying the performance obligations.
Performance obligations are the unit of account for the purposes of applying the revenue standard and therefore
determine when and how revenue is recognized. A performance obligation is a promise to provide a distinct good
or service or a series of distinct goods or services, including those a customer can resell or provide to its
customers.
ANNUAL REPORT 2021 91
Step 3. Determining the transaction price
The transaction price in a contract reflects the amount of consideration to which the Company expects to be
entitled from a customer in exchange for goods or services transferred to that customer.
The transaction price includes only those amounts to which the Company is entitled under the present contract.
Step 4. Allocating the transaction price
The transaction price is allocated to the performance obligation in the contract based on relative standalone
selling prices of the goods or services being provided to the customer.
Step 5. Recognizing revenue
Revenue is recognized when (or as) the performance obligations are satisfied. Revenue is allocated to the
individual performance obligations when or as the customer obtains control over the products to be delivered or
services to be performed under the customer contract.
The Group has identified one performance obligation within its contracts: the installation of a heavy duty laundry
system. Revenue related to this performance obligation is recognized over time as both the JENSEN-GROUP does
not create an asset with an alternative use (not practically possible to direct or transfer the constructed asset in
its completed state to another customer as the installations are typically designed around the specific needs and
requirements of the customer) and its contracts provides the JENSEN-GROUP an enforceable right to payment for
performance completed to date. This enforceable right to payment represents an amount that at least
compensates JENSEN for performance completed to date if the contract is terminated by the customer or another
party for reasons other than JENSEN's failure to perform as promised.
The JENSEN-GROUP recognizes revenue over time by measuring the progress toward complete satisfaction of the
performance obligation. The JENSEN-GROUP uses the input method (costs incurred up to the balance sheet date
as compared to the total estimated costs to incur to complete the project) recognizing the revenue based on the
Group’s effort to satisfy the performance obligation. Any costs linked to uninstalled materials or costs incurred
that relate to future activities are excluded from measuring progress towards satisfying a performance obligation.
When the outcome of a construction contract cannot be estimated reliably, contract revenue is recognized only to
the extent of contract costs incurred that are likely to be recoverable.
When the outcome of a construction contract can be estimated reliably and it is probable that the contract will be
profitable, contract revenue is recognized over the period of the contract. When it is probable that total contract
costs will exceed total contract revenue, the total expected loss is recognized as an expense immediately.
92 ANNUAL REPORT 2021
The JENSEN-GROUP presents a contract as a contract asset, excluding any amounts already received by means of
progress billings, if the Group has performed by transferring goods or services to a customer before the customer
pays consideration or before payment is due. A contract asset is an entity’s right to consideration in exchange for
goods or services that the entity has transferred to a customer.
The JENSEN-GROUP presents a contract as a contract liability when the payment is made or the payment is due
(whichever is earlier), if the customer has paid a consideration before the Group transfers a good or service to the
customer. A contract liability is an entity’s obligation to transfer goods or services to a customer for which the
entity has received consideration (or an amount of consideration is due) from the customer.
The timing of invoicing and the payment terms are discussed case by case. The billing schedule and the typical
timing of the payment does not materially differentiate from the pattern of revenue recognition.
The process wherein an order is produced, installed, commissioned and handed over, normally lasts a year or less.
Royalties and rentals are recognized as income when it is probable that the economic benefits associated with the
transaction can be sufficiently measured and will flow to the Group. The income is recognized on an accrual basis
in accordance with the substance of the relevant agreement.
Spare parts revenue is recognized at a point in time.
Other income and other expenses
Other income and other expenses relate primarily to income received from the insurance company, support from
authorities, deductible tax charges, restructuring measures or other income or expenses arising from events or
transactions that are clearly distinct from the ordinary business activities of the Group.
Goodwill
On the acquisition of a new subsidiary or participation, the difference between the acquisition price and the
Group share of the identifiable assets, liabilities and contingent liabilities of the consolidated subsidiary or
participation, after adjustments to reflect fair value, is recorded in the consolidated balance sheet under assets as
goodwill. Goodwill is not amortized but tested for impairment annually, or more frequently, if events or changes
in circumstances indicate a possible impairment. Gains and losses on the disposal of an entity include the carrying
amount of goodwill relating to the entity sold. Goodwill is allocated to a cash-generating unit for the purpose of
impairment testing.
ANNUAL REPORT 2021 93
Intangible assets
Research and development expenses
Research costs are charged to the income statement in the year in which they are incurred.
Until the end of 2020, JENSEN-GROUP did not capitalize development expenses but expensed them as incurred.
The expenses then mainly concerned product enhancements.
For specific projects (like Inwatec), development expenses are only capitalized if they are probable to yield future
economic benefits. The capitalized development expenses are depreciated on a straight-line basis over the
estimated useful life, which is normally to be considered no longer than 20 years. The depreciation period is
evaluated continually, and the asset is reviewed annually for impairment.
Concessions, patents, licenses, know-how and other similar rights etc.
Investments in licenses, trademarks, etc. are capitalized from 50,000 euro upwards and amortized over 5 to 10
years. Investments in licenses, trademarks below 50,000 euro are deemed to be not material and are not
capitalized but are expensed as incurred.
Property, plant and equipment
Property, plant and equipment are recorded at their acquisition value or construction cost less accumulated
depreciation and impairment losses and increased, where appropriate, by ancillary costs.
The Group has broken down the cost of property, plant and equipment into major components. These major
components, which are replaced at regular intervals, are depreciated over their useful lives.
Tangible fixed assets are depreciated on a straight-line basis over their estimated useful lives from the month of
acquisition onwards. If necessary, tangible fixed assets are considered as a combination of various units with
separate useful lives.
The annual depreciation rates are as follows:
Annual Depreciation rates:
Buildings
3.33%
30y
Infrastructure
10% - 20%
5y - 10y
Roof
10%
10y
Installations, plant and machinery
10% - 33%
3y - 10y
Office equipment and furnishings
10% - 20%
5y - 10y
Computer
20% - 33%
3y - 5y
Vehicles
20% - 33%
3y - 5y
Leases where the Group is acting as a lessee – Right of use assets
The Group recognizes on the balance sheet nearly all leases reflecting the right to use an asset over the lease term
94 ANNUAL REPORT 2021
as well as the associated lease liability for payments required to be made by the lessee to the lessor over the lease
term.
The Group recognizes right-of-use assets at the commencement date of the lease (i.e., the date the underlying
asset is available for use). Right-of-use assets are measured at cost, less any accumulated depreciation and
impairment losses, and adjusted for any remeasurement of lease liabilities. The cost of right-of-use assets includes
the amount of lease liabilities recognized, initial direct costs incurred, and lease payments made at or before the
commencement date less any lease incentives received.
Unless the Group is reasonably certain to obtain ownership of the leased asset at the end of the lease term, the
recognized right-of-use assets are depreciated on a straight-line basis over the shorter of their estimated useful
life and the lease term. Right-of-use assets are subject to impairment.
Lease liabilities
At the commencement date of the lease, the Group recognizes lease liabilities measured at the present value of
lease payments to be made over the lease term. The lease payments include fixed payments (including in-
substance fixed payments) less any lease incentives receivable, variable lease payments that depend on an index
or a rate, and amounts expected to be paid under residual value guarantees. The lease payments also include the
exercise price of a purchase option reasonably certain to be exercised by the Group and payments of penalties for
terminating a lease, if the lease term reflects the Group exercising the option to terminate. The variable lease
payments that do not depend on an index or a rate are recognized as expense in the period in which the event or
condition that triggers the payment occurs.
The Group presents interest paid on its lease liabilities as financing activities in the cashflow statement. Variable
payments as well as amounts paid for short-term and low-value leases are presented in the ‘operating activities’
line.
In calculating the present value of lease payments, the Group uses the incremental borrowing rate at the lease
commencement date if the interest rate implicit in the lease is not readily determinable. After the
commencement date, the amount of lease liabilities is increased to reflect the accretion of interest and reduced
for the lease payments made. In addition, the carrying amount of lease liabilities is remeasured if there is a
modification, a change in the lease term, a change in the in-substance fixed lease payments or a change in the
intention to purchase the underlying asset.
Short-term leases and leases of low-value assets
The Group applies the short-term lease recognition exemption to its short-term leases of machinery and
equipment (i.e., those leases that have a lease term of 12 months or less from the commencement date and do
not contain a purchase option). It also applies the lease of low-value assets recognition exemption to leases of
office equipment that are considered of low value (i.e., below 5,000 euro). Lease payments on short-term leases
and leases of low-value assets are recognized as expenses on a straight-line basis over the lease term.
ANNUAL REPORT 2021 95
Significant judgement in determining the lease term of contracts with renewal options
The Group determines the lease term as the non-cancellable term of the lease, together with any periods covered
by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to
terminate the lease, if it is reasonably certain not to be exercised.
The Group applies judgement in evaluating whether it is reasonably certain to exercise the option to renew. That
is, it considers all relevant factors that create an economic incentive for it to exercise the renewal. After the
commencement date, the Group reassesses the lease term if there is a significant event or change in
circumstances that is within its control and affects its ability to exercise (or not to exercise) the option to renew
(e.g., a change in business strategy).
Impairment of assets
Assets other than inventories, deferred tax assets, employee benefits and derivative financial instruments and
assets arising from construction contracts are reviewed for impairment whenever events or changes in
circumstances indicate that their carrying amount may not be recoverable.
Whenever the carrying amount of an asset exceeds its recoverable amount (being the higher of its fair value less
cost to sell and its value in use), an impairment loss is recognized in the profit and loss statement. The value in use
is the present value of estimated future cash flows expected to arise from the continuing use of an asset and from
its disposal at the end of its useful life.
Recoverable amounts are estimated for individual assets or, if this is not possible, for the cash-generating unit to
which the assets belong.
Reversals of impairment losses recognized are recorded in income up to the initial amount of the impairment loss.
Goodwill is tested for impairment at least once a year. Impairment on goodwill can never be reversed at a later
date.
Inventories and contracts in progress
Inventories are valued at the lower of cost or net realizable value. Depending on the different ERP systems, cost is
determined by the first-in, first-out (FIFO) method or by the weighted average method. For produced inventories,
cost means the full cost including all direct and indirect production costs required to bring the inventory items to
the stage of completion at the balance sheet date. Net realizable value is the estimated selling price in the
ordinary course of business, less the costs of completion and variable selling expenses.
Provisions for liabilities and charges
A provision is recognized in the balance sheet when the Group has a present obligation (legal or constructive) as a
result of a past event, and when it is probable that an outflow of resources embodying economic benefits will be
required to settle the obligation and a reliable estimate can be made of the amount of the obligation.
96 ANNUAL REPORT 2021
The amount of the provision is the best estimate of the expenditure required to settle the present value of the
obligation at the balance sheet date. The provisions are discounted when the impact of the time value of money is
material.
Provisions for take-back obligations are recorded when JENSEN-GROUP sells equipment to a customer for which
the customer wants to enter into a leasing contract with a leasing company. In case of customer default, the
leasing company can request JENSEN-GROUP to take back the machine in certain situations (see ‘Vendor
financing, p.23). Based on historical data an appropriate percentage of the outstanding receivable is recorded and
reversed a rato of the repayment by the customer.
Employee benefits
Some of the Group’s employees are eligible for retirement benefits under defined contribution and defined
benefit plans.
The provision for employee benefit plans is based on the calculation of an external, independent actuary. The
calculation is based on the projected unit credit method.
Defined contribution plans
Contributions to defined contribution plans are recognized as an expense in the income statement as incurred.
Defined benefit plans
For defined benefit plans, the amount recorded in the balance sheet is determined as the present value of the
benefit obligation less the fair value of any plan assets. All past service costs are recognized in P&L.
The actuarial gains and losses are recognized in the period in which they occur outside profit and loss, in the
consolidated statement of comprehensive income.
Deferred Taxes
Deferred income tax is provided in full, using the liability method, on temporary differences arising between the
value of assets and liabilities for tax purposes and their carrying amounts in the consolidated financial statements.
However, deferred income tax is not accounted for if it arises from initial recognition of an asset or liability in a
transaction other than a business combination that at the time of the transaction affects neither accounting nor
taxable profit or loss.
Deferred income tax is determined using tax rates (and laws) that have been enacted or substantially enacted by
the balance sheet date and are expected to apply when the related deferred income tax asset is realized or the
deferred income tax liability is settled.
Deferred income tax assets are recognized to the extent that it is probable that future taxable profit will be
ANNUAL REPORT 2021 97
available against which the temporary differences can be utilized.
Deferred income tax is provided on temporary differences arising on investments in subsidiaries and associates,
except where the timing of the reversal of the temporary difference is controlled by the Group and it is probable
that the temporary difference will not reverse in the foreseeable future.
Deferred income tax assets and liabilities are offset when there is a legally enforceable right to offset current tax
assets against current tax liabilities and when the deferred income tax assets and liabilities relate to income tax
levied by the same taxation authority on either the same taxable entity or different taxable entities where there is
an intention to settle the balances on a net basis.
Current taxes
The tax expense for the period comprises current and deferred tax. Tax is recognized in the income statement,
except to the extent that it relates to items recognized in other comprehensive income or directly in equity. In this
case, the tax is also recognized in other comprehensive income or directly in equity, respectively.
The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the
balance sheet date in the countries where the company and its subsidiaries operate and generate taxable income.
Management periodically evaluates positions taken in tax returns with respect to situations in which applicable
tax regulation is subject to interpretation. It establishes provisions where appropriate on the basis of amounts
expected to be paid to the tax authorities.
Accrued charges and deferred income
Accrued charges are costs that have been charged against income but not yet disbursed at balance sheet date.
Deferred income is revenue that will be recognized in future periods.
Financial instruments
Financial instruments are recorded at trade date. The fair value of the financial instruments is determined by using
valuation techniques. The Group uses a variety of methods and makes assumptions that are based on market
conditions existing at each balance sheet date.
Accounts and notes receivable
Trade receivables are recognized initially at fair value and subsequently measured at amortized cost using the
effective interest method, less provision for impairment. A provision for impairment of trade receivables is
established when there is objective evidence that the Group will not be able to collect all amounts due according
to the original terms of receivables. The JENSEN-GROUP applies the lifetime expected credit loss model. For
specific cases, significant financial difficulties of the debtor, probability that the debtor will enter bankruptcy or
financial reorganization, default or delinquency in payments as well as forward-looking information such as
economic forecasts, regulatory environment, GDP, employment, politics or other external market indicators are
considered indicators that the trade receivable is impaired. The amount of the provision is the difference between
98 ANNUAL REPORT 2021
the asset’s carrying amount and the present value of estimated future cash flows, discounted at the effective
interest rate. This policy of credit risk management is applied throughout the JENSEN-GROUP by the individual
entities based on the local historical data and forward-looking information.
The simplified approach is applied.
Cash and cash equivalent
Cash and cash equivalent includes cash in hand, deposits held at call with banks and bank overdrafts. Bank
overdrafts are shown within borrowings in current liabilities on the balance sheet.
Payables (after one year and within one year)
Amounts payable are carried at nominal value at the balance sheet date.
Derivative financial instruments
The Company uses derivative financial instruments to reduce the exposure to adverse fluctuations in interest
rates and foreign exchange rates. It is the Company’s policy not to hold derivative financial instruments for
speculative or trading purposes.
Derivative financial instruments are recognized initially at fair value. Subsequent to initial recognition, derivative
financial instruments are stated at fair value. Recognition of any resulting gain or loss depends on the nature of
the item being hedged. Derivative financial instruments that are either hedging instruments that are not
designated or do not qualify as hedges are carried at fair value, with changes in value included in the income
statement.
Cash flow hedges
Where a derivative financial instrument is designated as a hedge of the variability in cash flows of a recognized
asset or liability, a firm commitment or a highly probable forecasted transaction, the effective part of any gain or
loss on the derivative financial instrument is recognized directly in other comprehensive income. When the firm
commitment or forecasted transaction results in the recognition of an asset or liability, the cumulative gain or loss
is removed from other comprehensive income and included in the initial measurement of the acquisition cost or
other carrying amount of the asset or liability.
Otherwise the cumulative gain or loss is removed from other comprehensive income and recognized in the
income statement at the same time as the hedged transaction. The ineffective part of any gain or loss is
recognized in the income statement immediately. Any gain or loss arising from changes in the time value of the
derivative financial instrument is excluded from the measurement of hedge effectiveness and is recognized in the
income statement immediately.
ANNUAL REPORT 2021 99
When a hedging instrument or hedge relationship is terminated but the hedged transaction is still expected to
occur, the cumulative gain or loss at that point remains in other comprehensive income and is recognized in
accordance with the above policy when the transaction occurs. If the hedged transaction is no longer probable,
the cumulative unrealized gain or loss recognized in other comprehensive income is recognized in the income
statement immediately.
Financial assets at amortized cost
All movements in financial assets at amortized cost are accounted for at trade date. Financial assets at amortized
cost are carried at purchase price.
Financial assets at fair value through OCI (Other Comprehensive Income)
All movements in financial assets at fair value through OCI are accounted for at trade date. Financial assets at fair
value through OCI are carried at fair value. Unrealized gains and losses from changes in the fair value of such
assets are recognized in equity as financial assets at fair value through OCI reserves. When the assets are sold or
impaired, the accumulated fair value adjustments are also included in the OCI. Financial assets are derecognized
when the rights to receive cash flows from the investments have expired or have been transferred and the Group
has transferred substantially all risks and rewards of ownership.
Government Grants
The government grants received by the JENSEN-GROUP are recognized in profit or loss as other income on a
systematic basis over the period in which the entities recognize the expenses for the related costs for which the
grants are intended to compensate. The income of the government grants is only recognized if all the conditions
are met and there is 100% certainty that no repayment can be claimed by the government. As long as not all the
conditions are met, the government grant received is presented as a debt.
Borrowings
Borrowings are recognized initially at fair value, net of transaction costs incurred. Borrowings are subsequently
stated at amortized cost; any difference between the proceeds (net of transaction costs) and the redemption
value is recognized in the income statement over the period of the borrowings using the effective interest
method.
Non-current assets (or disposal groups) held for sale
Non-current assets (or disposal groups) are classified as assets held for sale and stated at the lower of carrying
amount and fair value less costs to sell if their carrying amount is recovered principally through a sale transaction
rather than through a continuing use.
Consolidated statement of cash flows
The consolidated cash flow statement reports the cash flow during the period classified by analyzing the cash flow
from operating, investing and financing activities.
100 ANNUAL REPORT 2021
Business combination
On an acquisition-by-acquisition basis, the Group recognizes any non-controlling interest in the acquiree either at
fair value or at the non-controlling interest’s proportionate share of the acquiree’s net assets.
Segment reporting
The Company is operating in a single business segment: Heavy-Duty Laundry.
Closing date and length of accounting period
All accounting periods presented represent 12 months of operations starting on January 1 of each year.
Change in valuation rules
There are no changes in the accounting policies compared with the accounting policies used in the preparation of
the consolidated financial statements as per December 31, 2020.
Note 2: Scope of consolidation
The parent Company, JENSEN-GROUP NV, and all the subsidiaries that it controls are included in the consolidation.
On January 2, 2018 JENSEN-GROUP acquired a participation of 30% in Inwatec, ApS. JENSEN-GROUP has the
option to increase its shareholding between 2020 and 2023. On March 26, 2021, the JENSEN-GROUP increased its
shareholding in Inwatec ApS from 30% to 70%. As the JENSEN-GROUP holds 70%, the participation is consolidated
by the full consolidation method as from March 26, 2021. Before that date, it was consolidated by the equity
method.
ANNUAL REPORT 2021 101
Note 3: Segment reporting
The Board of Directors has examined the Group’s performance and has identified a single business segment. The
total laundry industry can be split up into Consumer, Commercial and Heavy-Duty laundry. The JENSEN-GROUP
entities serve end-customers only in the Heavy-Duty laundry segment. Most of these laundries range from large
on premises laundries to large international textile rental groups. Basically, all JENSEN-GROUP customers follow
the same processes. The JENSEN-GROUP sells its products and services under the ‘JENSEN’, ‘ALPHA by JENSEN’
and Inwatec names through own sales and service companies and independent distributors worldwide. In this way
the JENSEN-GROUP operates only in a single segment.
The following table presents revenue and certain asset information based on the Group’s geographical areas. The
basis for attributing revenues is based on the location of the customer:
The difference between non-current assets in the table above (106.5 million euro) and the non-current assets as
per the consolidated statement of financial position (111.0 million euro) relates to the deferred tax assets (4.5
million euro).
(in thousands of euro) 2021 2020 2021 2020 2021 2020 2021 2020
2021 2020
Revenue from external customers 149,254 148,694 62,907 56,025 47,555 40,519 259,
716 245,238 18,262 12,972
Other segment information
Non-current assets 90,629 57,473 4,118 3,534 11,730 7,445 106,477 68,452 96,938 96,842
Non allocated assets 223,119 209,937
Total assets 329,596 278,389
Capita l expenditure -13,834 -1,744 -634 -115 -7,511 -122 -21,979 -1,981
Europe + CIS
America
Middle East, Far East
and Australia
TOTAL
Attributable to
Belgium
102 ANNUAL REPORT 2021
Note 4: Non-current assets
Goodwill
The goodwill arises mainly from the acquisitions of JENSEN Australia, JENSEN Austria, JENSEN Benelux, JENSEN
France, JENSEN Italia, JENSEN Norway, JENSEN Spain, JENSEN Sverige (Sweden) and JENSEN Switzerland.
On March 26, 2021, the JENSEN-GROUP increased its shareholding in Inwatec from 30% to 70%. This led to a 16.1
million euro increase in goodwill. For more information, we refer to Note 24 - Acquisitions.
The JENSEN-GROUP identifies the cash flow-generating units (CGU) as being the Group. JENSEN-GROUP assists the
heavy-duty laundry industry worldwide by designing and supplying sustainable single machines as well as systems
and integrated solutions. The success of JENSEN-GROUP results from combining the global skills with the local
presence. The non-current assets of the plants are managed together, and the cash flows generated by the usage
of these plants come from one group of local, regional or global customers that are approached with same
deliverable, being the optimization of the heavy-duty laundry activity. Therefore, the non-current assets of the
plants are allocated to one CGU for impairment testing purposes.
Goodwill is subject to a yearly impairment test, close to year-end, that is based on a number of critical judgments,
estimates and assumptions, based on value in use and applying a discounted free cash flow approach. JENSEN-
GROUP believes that its estimates are very reasonable; they are based on the past experience, external sources of
information (such as long-term growth rate and discount rate) and reflect the best estimates by management. The
goodwill is assessed closed to year-end. The recoverable amount of the goodwill is determined based on a
calculation of its value in use to the cash-generating unit to which it is allocated.
The main judgments, assumptions and estimates for the cash-generating unit are:
The first year of the model is based on management’s best estimate of the free cash flow outlook for the
coming year;
For the second, third, fourth and fifth years of the model, cash flows are based on our LT plan;
Cash flows beyond the first five years are extrapolated, usually with a growth rate of 0% of free cash flows;
(in thousands of euro)
Goodwill
Gross carrying amount January 1, 2020
8,842
Translation differences 18
Gross carrying amount December 31, 2020 8,860
Translation differences 17
Gross carrying amount December 31, 2021 24,945
Accumulated impairment January 1, 2020 1,981
Additions 0
Accumulated impairment December 31, 2020 1,981
Additions 4
Accumulated impairments December 31, 2021 1,985
Net carrying amount December 31, 2020
6,879
Net carrying amount December 31, 2021
22,960
ANNUAL REPORT 2021 103
Projections are discounted at the weighted average cost of capital (WACC), which lies between 5% and 9%;
This calculated enterprise value is compared to the book value.
The test includes a sensitivity analysis on key assumptions used, among them the WACC, free cash flow and long-
term growth percentage: the occurrence of any of the following individual less favorable assumptions would not
lead to an impairment of goodwill: WACC of 10%, free cash flow of 95% of the projections of free cash flows used
for the calculation of the impairment test and a long-term growth of 1%. JENSEN-GROUP has completed its annual
impairment test on goodwill and concluded from this that no impairment allowance is necessary.
Although JENSEN-GROUP believes that its judgments, assumptions and estimates are appropriate, actual results
may differ from these estimates under different assumptions or conditions.
Intangible Fixed Assets
Licenses relate to the capitalization of the license costs of the ERP system and for other IT tools.
Know how and Product Development: until the end of 2020, JENSEN-GROUP did not capitalize development
expenses but expensed them as incurred. The expenses then mainly concerned product enhancements.
For specific projects (like Inwatec), development expenses are only capitalized if they are probable to yield future
economic benefits. The capitalized development expenses are depreciated on a straight-line basis over the
estimated useful life, which is normally to be considered no longer than 20 years. The depreciation period is
evaluated continually, and the asset is reviewed annually for impairment.
Acquisition of subsidiaries: On March 26, 2021, the JENSEN-GROUP increased its shareholding in Inwatec ApS from
30% to 70%. As the JENSEN-GROUP holds 70%, the participation is consolidated by the full consolidation method
as from March 26, 2021. Before that date, it was consolidated by the equity method.
(in thousands of euro)
Know how
and Product
Development
Other
intangibles
Licenses TOTAL
Gross carrying amount January 1, 2020
343 432 848 1,623
Additions 0 0 27 27
Gross carrying amount December 31, 2020 343 432 875 1,650
Acquisition of subsidiaries 4,101 0 1,641 5,742
Additions 642 0 0 642
Gross carrying amount December 31, 2021 5,088 432 2,516 8,036
Accumulated depreciation, write down and
impairment January 1, 2020
343 432 810 1,585
Additions 0 0 19 19
Accumulated depreciation, write down and
impairment December 31, 2020
343 432 829 1,604
Acquisition of subsidiaries 972 0 108 1,080
Additions 490 0 485 974
Disposals -2 0 0 -2
Accumulated depreciation, write down and
impairment December 31, 2020
1,803 432 1,421 3,656
Net carrying amount December 31, 2020
0 0 46 46
Net carrying amount December 31, 2021
3,285 0 1,095 4,380
104 ANNUAL REPORT 2021
Development costs of 5.2 million euro (5.5 million euro in 2020) were expensed during the year. These costs are
accounted for in the lines ‘services and other goods’, ‘employee compensations and benefit expense’ and
‘depreciation, amortization, write-down of assets’.
Property plant and equipment
During 2021, the net carrying amount of tangible fixed assets increased by 0.8 million euro. Excluding the
depreciation charges of 6 million euro, tangible fixed assets increased by 6.7 million euro. The investments in 2021
related mainly to the purchase of land rights and buildings in China, building repairs at JENSEN USA in the wake of
hurricane Michael and equipment and vehicles.
Acquisition of subsidiaries: On March 26, 2021, the JENSEN-GROUP increased its shareholding in Inwatec ApS from
30% to 70%. As the JENSEN-GROUP holds 70%, the participation is consolidated by the full consolidation method
as from March 26, 2021. Before that date, it was consolidated by the equity method.
(in thousands of euro)
Land &
Buildings
Machinery
and
equipment
Furniture
and
vehicules
Right to use
assets
Other
tangible
assets
Assets under
construction
TOTAL
Gross carrying amount January 1, 2020 33,640 29,241 12,951 16,328 3 3,698 95,862
Trans latio n diffe re nces -422 -343 -99 -351 -1 -51 -1,266
Additions 52 618 599 1,202 0 1,655 4,127
Disposals -3,430 -210 -1,097 -2,571 -2 -33 -7,343
Transfers 5,071 39 0 0 0 -5,111 0
Gross carrying amount December 31, 2020 34,912 29,346 12,354 14,609 0 158 91,379
Trans latio n diffe re nces 534 979 271 918 -1 35 2,735
Acquisition of subs idiaries 18 206 0 0 0 0 225
Additions 226 462 455 8,702 0 606 10,451
Disposals -45 -802 -950 -6,677 0 0 -8,473
Transfers 123 0 0 0 -123 0
Gross carrying amount December 31, 2021 35,767 30,191 12,130 17,553 -1 677 96,316
Accumulated depreciation, write down and
impairment January 1, 2020
22,020 22,872 8,883 2,802 3 0 56,580
Trans latio n diffe re nces -683 -234 -95 -75 -1 0 -1,088
Depreciation 1,186 1,658 1,509 2,439 0 0 6,792
Disposals -3,432 -217 -944 -576 -2 0 -5,171
Transfers 0 0 0 0 0 0 0
Accumulated depreciation, write down and
impairment December 31, 2020
19,091 24,078 9,353 4,591 0 0 57,114
Trans latio n diffe re nces 389 681 245 226 -1 0 1,540
Acquisition of subs idiaries 10 147 0 0 0 0 157
Depreciation 1,012 1,451 1,263 2,239 0 0 5,965
Disposals -36 -798 -877 -1,793 0 0 -3,504
Transfers 0 0 0 0 0 0 0
Accumulated depreciation, write down and
impairment December 31, 2020
20,466 25,558 9,984 5,264 -1 0 61,271
Net carrying amount December 31, 2020
15,821 5,268 3,001 10,018 0 158 34,265
Net carrying amount December 31, 2021
15,302 4,632 2,145 12,289 0 677 35,045
ANNUAL REPORT 2021 105
The net book value of the property, plant and equipment pledged as security for liabilities amounts to 6.0 million
euro (6.4 million euro at December 2020).
Note 5: Deferred Taxes
Deferred tax assets and liabilities are attributable to the following items:
Acquisition of subsidiaries: On March 26, 2021, the JENSEN-GROUP increased its shareholding in Inwatec ApS from
30% to 70%. As the JENSEN-GROUP holds 70%, the participation is consolidated by the full consolidation method
as from March 26, 2021. Before that date, it was consolidated by the equity method.
The split between long-term and short-term deferred taxes is as follows:
The deferred tax assets originate mainly from JENSEN GmbH (1.5 million euro), JENSEN Italia (0.5 million euro) and
JENSEN AG Burgdorf (0.5 million euro).
Deferred tax assets have been recorded because management and the Board are convinced that, in accordance
with the Company’s valuation rules, the assets can be realized within a reasonable time frame. The Group is
prudent in recognizing deferred tax assets on tax losses carried forward especially with a view to the tax losses
realized during the Covid-19 crisis.
The decrease relates to the change in consolidation scope and to the deferred tax assets recognized on the timing
differences between group books and tax books.
(in thousands of euro)
December
31, 2019
Charged/cre
dited to the
income
statement
Charged/cre
dited to OCI
Exchange
differences
December
31 2020
December
31, 2020
Deferred Tax
Assets
December 31,
2020
Deferred Tax
Liabilities
Inventories
-581 1,023 0 0 442 -241 683
Fixed assets
433 -862 0 0 -429 573 -1,002
Pro visions
4,514 -366 140 0 4,288 3,828 460
Tax losses
123 37 0 0 160 156 4
Deferred taxes on differences between tax and
local books
443 -572 0 -78 -207 138 -345
Currency result in permanent financing
-772 -1 0 0 -773 0 -773
Financial instruments
22 -36 31 0 17 17 0
Total deferred tax assets (net)
4,182 -778 171 -78 3,498 4,471 -973
(in thousands of euro)
December
31 2020
Acquisition
of
su
bsidiaries
Charged/cre
dited to the
in
come
statement
Charged/cre
dited to O CI
Exchange
differences
December
31 2021
December 31,
2021
Deferred
Tax
Assets
December 31,
2021
Deferred
Tax
Liabilities
Inventories
442 -169 -9
4 0 0 179 -435 614
Fixed assets
-429 -1,044 -420 0 -7 -1,900 68 -1,968
Provisions
4,288 35 710 -424 0 4,609 4,196 413
Tax losses
160 0 -54 0 0 106 102 4
Deferred taxes on other differences between tax
and local books
-207 0 -446 55 349 -
250 495 -745
Currency result in permanent financing
-773 0 -37 0 0 -810 0 -810
Financial instruments
17 0 58 -9 0 66 65 1
Total deferred tax assets (net)
3,498 -1,178 -284 -379 343 2,000 4,491 -2,491
(in thousands of euro)
Deferred
taxes
Long-term
-97
Short-term
2,097
Total Deferred Tax Assets (net)
2,000
106 ANNUAL REPORT 2021
Note 6: Contract assets and contract liabilities
The above contract assets represent the Group’s right to consideration in exchange for goods or services that it
has transferred to a customer. Amounts could however not already be invoiced as the right to consideration is not
yet unconditional because additional obligations remain to be delivered to the customer.
Contract assets are higher due to higher activities.
Construction contracts are valued based on the percentage of completion method. On December 31, 2021
contract assets included 10.5 million euro of accrued profit (6.3 million euro at December 31, 2020). This increase
is related to the increase of activity in our factories in the last quarter of 2021.
Contract liabilities are high at year-end because of higher activities and high invoicing at year-end.
The revenue is related to sales contracts. The payment conditions are negotiated per sales contract individually.
The billing schedule and the typical timing of the payment do not materially differ from the pattern of revenue
recognition. The aim is that the payments reflect the timing of the satisfaction of the performance obligation.
End 2021, we have for 18,7 million euro of outstanding performance obligations resulting from current contracts
that will be performed after 2022 (14.8 million euro at December 31, 2020). These performance obligations are
mainly related to shipyards. There are no performance obligations that last longer than 12 months between the
start of the production and the handover. For cruise yards, the installation of the laundry takes less than 12
months. There can, however, be a gap up to 24 months between the installation of the laundry and the final
completion of the vessel. For this period, the JENSEN-GROUP signs performance bonds.
(in thousands of euro)
December
31 2021
December
31 2020
Contract revenue
259,716 245,238
Contract assets 33,805 33,159
Contract liabilities
35,283 10,896
ANNUAL REPORT 2021 107
The reconciliation of contract assets and liabilities is as follows:
The write down recognized during the year relates to the start of the bankruptcy procedure of a German
customer.
Note 7: Trade and other receivables
Taxes increased mainly because of the VAT relating to the purchase of land rights and buildings at JENSEN China.
Non-current portion
The other amounts receivable includes cash guarantees in an amount of 0.9 million euro. The increase in the non-
current receivables relate to the factored trade receivables. As control is not substantially transferred to the third
party, the factoring arrangement does not result in the de-recognition of any amount from the balance sheet.
(in thousands of euro)
Contract
assets
Contract
liabilities
December 31 2020
33,159 10,896
Revenue recognised that was included in the
contract liability balance at the beginning of the
period
0 -10,250
Increase due to cash received, excluding
amounts recognised as revenue during the
period
0 33,783
Write down recognized during the year
948 0
Transfer from contract assets recognised at the
beginning of the period to receivables
-32,201 0
Increases as a result of changes in the measure
of progress
30,327 0
Acquisition of subsidiaries 812 0
Translation Diffe rences 760 854
December 31 2021
33,805 35,283
(in thousands of euro)
December
31 2021
December
31 2020
Trade receivables
67,942 58,922
Pr
ovision for doubtful debtors
-2,965 -3,346
Taxe s
2,332 761
Other amounts receivable
2,386 2,253
Contract assets
33,805 33,159
Deferred charges and accrued income
2,701 2,116
De
rivative financial instruments 12 50
Total trade and other receivables
106,213 93,916
Less non-current portion
Trade receivables 3,751 3,241
Other amount receivable 911 757
Non-current portion 4,663 3,998
Current portion
101,551 89,917
108 ANNUAL REPORT 2021
Current portion
Trade receivables and contract assets increased due to higher activities in 2021 compared to 2020.
Advances received from customers, mainly on project activities, are recognized in “Contract liabilities” in
accordance with the accounting principle whereby receivables and payables may not be netted against each
other.
Note 8: Equity
Issued capital
As at December 31, 2021, the issued share capital was 30.7 million euro, represented by 7,818,999 ordinary
shares without nominal value. There were no preference shares. All shares are fully paid.
As at December 31, 2020, the issued share capital was 30.7 million euro, represented by 7,818,999 ordinary
shares without nominal value. There are no preference shares. All shares are fully paid.
Detailed information on the capital statement as per December 31, 2021 and 2020 is set out below.
Amounts Number
Capital statement (position as at December 31, 2021)
(in
thousands of
euro)
of shares
A. Capital
1. Issued capital
- At the end of the previous year 30,710
- Changes during the year 0
- At the end of this year 30,710
2. Capital representation
2.1 Shares without nominal value 30,710 7,818,999
2.2 Registered or bearer shares
- Registered 4,314,057
- dematerialize d 3,504,942
B. Own shares held by
- the company or one of its subsidiaries 0 0
C. Commitments to issue shares
1. As a result of the exercise of conversion rights 0 0
2. As a result of the exercise of subscription right 0 0
D. Authorized capital not issued 30,710
ANNUAL REPORT 2021 109
The following notifications have been received of holdings in the company's share capital during 2021:
JENSEN Invest A/S, JF Tenura ApS, the heirs of Mr. Jørn M. Jensen, Mr. Jesper M. Jensen, The Jørn M. Jensen and
Lise M. Jensen Family Trust, Mrs. Anne M. Jensen and Mrs. Karine Munk Finser
JENSEN INVEST A/S, Ejnar Jensen Vej 1, 3700 Rønne, Denmark
The chain of control is as follows: 54% of the shares in JENSEN-GROUP NV are held by JENSEN Invest A/S and
0,03% by the heirs of Mr. Jørn M. Jensen. JF Tenura Aps holds 100% of the shares in Jensen Invest A/S. SWID AG,
represented by Mr. Jesper M. Jensen holds and controls 51% of the shares in JF Tenura Aps. The other 49% of the
shares in JF Tenura Aps are held by Mrs Anne Munch Jensen and Mrs Karine Munk Finser as the ultimate
beneficial owners of the Jørn Munch Jensen and Lise Munch Jensen Family Trust.
Lazard Frères Gestion SAS
25, rue de Courcelles 75008 PARIS France
The chain of control is as follows: Compagnie Financière Lazard Frères SAS controls Lazard Frères Gestion SAS,
Lazard Group LLC controls Compagnie Financière Lazard Frères SAS, Lazard Ltd controls Lazard Group LLC. Lazard
Frères Gestion SAS acts independently from Compagnie Financière Lazard Frères, Lazard Group LLC, Lazard Ltd
and from the rest of the Lazard Group, including Lazard Asset Management, a Company under American law.
Number of
shares
Total shares %
- Number of shares 4,253,781 7,818,999 54.40%
- Voting rights 4,253,781 7,818,999 54.40%
Number of
shares
Total shares %
- Number of shares 403,429 7,818,999 5.16%
- Voting rights 403,429 7,818,999 5.16%
Amounts Number
Capital statement (position as at December 31, 2020)
(in
thousands of
euro)
of shares
A. Capital
1. Issued capital
- At the end of the previous year 30,710
- Changes during the year 0
- At the end of this year 30,710
2. Capital represe ntation
2.1 Shares without nominal value 30,710 7,818,999
2.2 Registered or bearer shares
- Registered 4,313,257
- dematerialized 3,505,742
B. Own shares held by
- the company or one of its subsidiaries 0 0
C. Commitments to issue shares
1. As a result of the exercise of conversion rights 0 0
2. As a re sult of the exercise of subscription rights 0 0
D. Authorized capital not issued 30,710
110 ANNUAL REPORT 2021
The following notifications have been received of holdings in the company's share capital during 2020:
JENSEN Invest A/S, JF Tenura ApS, the heirs of Mr. Jørn M. Jensen, Mr. Jesper M. Jensen, The Jørn M. Jensen and
Lise M. Jensen Family Trust, Mrs. Anne M. Jensen and Mrs. Karine Munk Finser
JENSEN INVEST A/S, Ejnar Jensen Vej 1, 3700 Rønne, Denmark
The chain of control is as follows: 54% of the shares in JENSEN-GROUP NV are held by JENSEN Invest A/S and
0,03% by the heirs of Mr. Jørn M. Jensen. JF Tenura Aps holds 100% of the shares in Jensen Invest A/S. SWID AG,
represented by Mr. Jesper M. Jensen holds and controls 51% of the shares in JF Tenura Aps. The other 49% of the
shares in JF Tenura Aps are held by Mrs Anne Munch Jensen and Mrs Karine Munk Finser as the ultimate
beneficial owners of the Jørn Munch Jensen and Lise Munch Jensen Family Trust.
Lazard Frères Gestion SAS
25, rue de Courcelles 75008 PARIS France
The chain of control is as follows: Compagnie Financière Lazard Frères SAS controls Lazard Frères Gestion SAS,
Lazard Group LLC controls Compagnie Financière Lazard Frères SAS, Lazard Ltd controls Lazard Group LLC. Lazard
Frères Gestion SAS acts independently from Compagnie Financière Lazard Frères, Lazard Group LLC, Lazard Ltd
and from the rest of the Lazard Group, including Lazard Asset Management, a Company under American law.
Each share has one vote. The voting rights are in line with the Companies’ and Associations’ Code. The articles of
association do not include other regulations with respect to voting rights.
The regulations with respect to transfer of shares are in line with the Companies’ and Associations’ Code. The
articles of association do not include other regulations with respect to transfer of shares.
Share premium
The share premium results primarily from the merger of LSG, which then took the name of JENSEN-GROUP NV.
Number of
shares
Total shares %
- Number of shares 4,253,781 7,818,999 54.40%
-
Voting rights 4,253,781 7,818,999 54.40%
Number of
shares
Total shares %
- Number of shares 403,429 7,818,999 5.16%
- Voting rights 403,429 7,818,999 5.16%
ANNUAL REPORT 2021 111
The closing balance of the share premium is 5.8 million euro.
Treasury shares
The Bylaws (art. 11) allow the Board of Directors to buy back own shares.
As per December 31, 2021, the JENSEN-GROUP does not own treasury shares, nor is there any repurchase
program.
Translation differences
In this annual report the consolidated financial statements are expressed in thousands of euro. All balance sheet
captions of foreign companies are translated into euro, which is the Company’s functional and presentation
currency, using closing rates at the end of the accounting year, except for capital and reserves, which are
translated at historical rates. The income statement is translated at average rates for the year. The resulting
translation difference, arising from the translation of capital and reserves and the income statement, is shown in a
separate category of other comprehensive income under the caption ‘translation differences’.
The translation differences increased with 2.6 million euro especially thanks to the USD who strengthened from
1.23 by the end of 2020 to 1.13 by the end of 2021.
The exchange differences arising from the translation of the net investment in foreign operations are taken to
other comprehensive income. In total, 0.2 million euro of currency loss are transferred from financial result to
other comprehensive income.
The exchange rates used for the translation were as follows:
Hedging reserves
The Group designates foreign exchange contracts and interest rate swaps as ‘cash flow hedges’ of its foreign
currency and interest exposure. Any change in fair value of the hedging instrument and the hedged item
(attributable to the hedged risk), as of inception of the hedge, is deferred in OCI if the hedge is deemed effective
2021
2020
2021
2020
AED
4.3453 4.1909 4.2481 4.4908
AUD
1.5747 1.6554 1.5615 1.5896
BRL
6.3814 5.8900 6.3101 6.3735
CHF
1.0814 1.0703 1.0331 1.0802
CNY
7.6340 7.8708 7.1947 8.0225
DKK
7.4371 7.4544 7.4364 7.4409
EUR
1.0000 1.0000 1.0000 1.0000
GBP
0.8600 0.8892 0.8403 0.8990
JPY
129.8575 121.7758 130.3800 126.4900
NOK
10.1634 10.7248 9.9888 10.4703
NZD
1.6725 1.7565 1.6579 1.6984
SEK
10.1449 10.4881 10.2503 10.0343
SGD
1.5897 1.5736 1.5279 1.6218
TRY
10.4670 8.0436 15.2335 9.1131
USD
1.1835 1.1413 1.1326 1.2271
Currency
Average rate
Closing rate
112 ANNUAL REPORT 2021
(note 21).
At year-end, an amount of 0.07 million euro was deferred in other comprehensive income.
Gains and losses recognized in the hedging reserve in OCI (Other Comprehensive Income) on forward foreign
exchange contracts as of December 31, 2021 will be released to the income statement at various dates between
one and six months.
Gains and losses recognized in the hedging reserve in other comprehensive income on interest rate swap
contracts as of December 31, 2021 will be continuously released to the income statement until the repayment of
the bank borrowings.
Actuarial gains and losses on Defined Benefit Plans
JENSEN-GROUP has four defined benefit plans. In line with prior years, the Group adopted the amended IAS 19
‘Employee Benefits’ and to recognize all actuarial gains and losses directly in OCI. The accumulated loss of the four
plans amounts to 7.3 million euro.
Dividend
The Board proposes to the Annual Shareholders’ meeting to approve a dividend of 0.50 euro per share. The
dividend proposal is based on the strong financial position at year-end. The dividend pay-out will amount to
3,909,499.50 euro, based on the number of shares outstanding as at December 31, 2021.
In respect of the prior year, the Board proposed, and the Shareholders approved, a dividend payment of 0.25 euro
per share. The dividend proposal was based on the strong financial position at year-end.
Capital risk management
JENSEN-GROUP’s objectives when managing capital are to safeguard the Group’s ability to continue as a going
concern in order to provide returns for shareholders and benefits for other stakeholders and to maintain an
optimal structure to minimize the cost of capital.
Note 9: Government grant
JENSEN USA received a Promissory Note from the state of Florida amounting to 1.9 million USD in May 2020. On
March 17, 2021, forgiveness was granted, and the amount is recorded as other income.
(in thousands of euro)
December
31, 2021
December
31, 2020
Government grants 0 1,539
ANNUAL REPORT 2021 113
Note 10: Financial debt
The non-current and current borrowings can be summarized as follows:
Total borrowings increased from 56.0 million euro at December 31, 2020 to 59.2 million euro at December 31,
2021. To finance investments in China, the Group has taken out a new investment loan of 38 million CNY or 5.3
million euro. In July 2020, JENSEN GmbH was granted an amortizing KfW (Kreditanstalt für Wiederaufbau) loan
amounting to 10 million euro for a period of six years. Of this loan, 5 million euro were drawn as per December
31, 2020 and another 5 million euro were drawn during 2021. 0.5 million euro was repaid in December 2021, with
0.5 million euro repayable quarterly till September 2026.
At the other hand, operating lease liabilities decreased from 10.2 million euro to 4.4 million euro. The decrease is
especially related to JENSEN China where the lease liability is extinguished and replaced by the bank borrowing as
explained above.
The Group factored trade receivables in a total amount of 4.1 million euro (2.8 million euro long-term and 1.3
million euro short-term). As control is not substantially transferred to the third party, the factoring arrangement
does not result in the de-recognition of any amount from the balance sheet.
The slow-down in activities resulted in a further increase of cash. The working capital needs decreased, and the
Group was able to cash its receivables. In order to reduce the risk on cash, the Group invested in financial assets
for a total amount of 34.6 million euro compared to 15 million euro last year. We refer to note 21, Financial
instruments - market and other risks, for more details. Cash and cash equivalents decreased from 70.8 million
euro to 65.6 million euro. All this together resulted in an increase of the net cash position from 28.3 million euro
net cash to 41.0 million euro net cash.
(in thousands of euro)
December
31, 2020
Proceeds Repayments
Reclass from
LT to ST
CTA
December
31, 2021
LT loans w ith credit institutions
34,759 9,978 -850 -
2,418 393 41,862
LT loans other
1,225 0 -196 0 0 1,029
LT fa ctoring
2,779 0 0 -21 0 2,758
Sub-Total
38,763 9,978 -1,046 -2,439 393 45,649
LT loans - Operating lease liabilities
7,919 2,811
Total non-current borrowings
46,682 48,460
(in thousands of euro)
December
31, 2020
Proceeds Repayments
Reclass from
LT to ST or
to another
BS account
CTA
December
31, 2021
Current portion of LT borrow ings
533 0 -191 2,
418 34 2,794
Credit institutions
4,345 170 0 -82 503 4,936
Payments received (factoring)
2,101 0 0 -872 97 1,326
Sub-Total
6,979 170 -191 1,464 635 9,056
Operating lease liabilities - ST
2,316 1,744
Total current borrowings
9,295 10,800
Total borrowings
55,977 59,260
114 ANNUAL REPORT 2021
The following table gives the maturities of the non-current debt:
The exposure of the Group’s borrowings to interest rate changes and the contractual re-pricing dates before and
after the effect of the IRS (interest rate swaps) at balance sheet date are as follows:
Management believes that the carrying value of the loans at fixed rate approximates to the fair value.
For details on the IRS we refer to note 21, Financial Instruments - Market and other risks.
The carrying amounts of the Group’s borrowings are denominated in the following currencies:
With respect to the Group’s borrowings, debt covenants are in place (solvency, positive EBITDA on an annual basis
and a maximum debt/EBITDA ratio). During the year, there were no breaches of these covenants.
(in thousands of euro)
December
31, 2021
December
31, 2020
Between 1 and 2 years
15,588 3,423
Between 2 and 5 years
27,242 32,080
> 5 ye a rs
5,630 11,179
T
otal non-current borrowings
48,460 46,682
(in thousands of euro)
Less than 1
year
Between 1
and 2 years
Between 2
and 5 years
> 5 years TOTAL
Credit institutions
7,731 13,
018 24,243 4,601 49,593
Other
0 0 0 1,029 1,029
Payments received (factoring)
1,326 889 1,869 0 4,084
Operating leas e liabilities
1,744 1,681 1,130 0 4,555
Total
10,801 15,588 27,242 5,630 59,261
IRS covered
0 119 356 1,661 2,136
Total non-covered
10,801 15,469 26,886 3,969 57,125
(in thousands of euro)
December
31, 2021
December
31, 2020
EUR
39,128 36,576
DKK
6,369 6,795
CNY
9,208 2,371
Total
54,705 45,742
Operating lease liabilities
4,555 10,235
Total borrowings
59,260 55,977
ANNUAL REPORT 2021 115
Debt covered by guarantees
The carrying value of the property, plant and equipment pledged as security for liabilities amounts to 6.0 million
euro.
Note 11: Provision for employee benefit obligations
The provision for other employee benefits relates to defined contribution plans in Austria and Germany.
Benefit plan
JENSEN GmbH, JENSEN France, JENSEN Italia and JENSEN AG Burgdorf maintain defined retirement benefit plans.
These plans generally provide benefits that are related to an employee’s remuneration and years of service.
The liabilities for Jensen-Group in respect of the defined benefit schemes are calculated by independent actuaries,
taking into consideration projected final salaries and using assumption such as discount rate, mortality, turnover,
salary evolution, inflation.
The weighted average duration of the defined benefit obligation at year-end 2021 is 16.71 years (2020: 17.96).
At December 31, 2021, the total net liability amounted to 14.1 million euro. The net liability decreased because of
changes in the assumptions and because of experience effects. Overall, the increase of the discount rate resulted
in a gain of 1.1 million euro, while the increase of the inflation rate led to a loss of 0.5 million euro. The change In
Switzerland from BVG2015 tables to BVG2020 tables explains the gain on demographic assumptions of 0.5 million
euro. Experience gains of 0.6 million euro are linked to full valuations performed in Switzerland, Germany and
France and reflect mainly the changes in population and salary increase rate.
For the defined benefit plans, the net cost for 2021 was -0.1 million euro (2020: -0.6 million euro).
(in thousands of euro)
December
31, 2021
December
31, 2020
Mortgages
6,369 6,201
Letter of Intent
13,725 7,831
Total
20,094 14,032
(in thousands of euro)
December
31, 2021
December
31, 2020
Provisions for De fined Benefit Plan 14,090 16,198
Provisions for other employee
benefits
219 456
Total provisions for employee
benefit obligations
14,309 16,654
116 ANNUAL REPORT 2021
The change in net liability recognized during 2021 and 2020 is set out in the table below:
The changes in defined benefit obligations and plan assets can be summarized as follows:
(in thousands of euro)
December
31 2021
December
31 2020
Current service cost -27 460
Interest cost 84 130
Interest income on plan assets -3 -12
Administrative expenses and taxes
20 20
Pension expenses
74 598
(in thousands of euro)
December
31 2021
December
31 2020
Net (liability)/assets at the start of the year
Unfunded status -16,198 -15,760
Pension expenses recognized in the income
statement
-74 -599
Employer contribution or benefits paid by
employer
615 710
Amounts recognised in OCI 1,689 -531
Translation diffe rences
-122 -18
Net (liability) at December 31
-14,090 -16,198
(in thousands of euro)
December
31 2021
December
31 2020
Change in Defined Benefit Obligation (DBO)
DBO at January 1 21,815 21,631
Current service costs -27 460
Interest cost 84 130
Benefits paid -110 -1,262
Participants' contribution 178 214
Effect of changes in demographic assumptions -492 -4
Effect of changes in financial assumptions -618 693
Effect of experience adjustments -563 -96
Exchange rate differences
408 49
DBO at December 31
20,675 21,815
(in thousands of euro)
December
31 2021
December
31 2020
Change in Plan Assets
Fair value of plan assets at January 1 5,617 5,871
Contributions 793 925
Return on plan assets 14 61
Interest income on plan assets 3 12
Benefits paid -110 -1,262
Administrative expenses -20 -20
Translation differences
288 30
Fair value of plan asset at December 31
6,585 5,617
ANNUAL REPORT 2021 117
The major assumptions made in calculating the provisions can be summarized as follows:
Discount rates increased over 2021, as a result of Increasing yields on international bonds. This trend Is observed
for both the Eurozone and Switzerland.
With regard to the inflation rate in the Eurozone, we calculated with a price inflation of 1.75% for Germany and
2.00% for Italy (respectively 1.22% and 1.10% used last year) applying the inflation curve to the cashflows for
these plans. In France, inflation has no Impact on the benefit.
The expected rates of salary increase remained unchanged.
Through its defined benefit plans, the Group is exposed to a number of risks, the most significant of which are
detailed below:
Asset volatility: Investment instruments other than bonds, are expected to outperform (corporate) bonds in
the long term but create volatility and risk in the short term. The allocation of the plan assets is monitored to
ensure this is appropriate in respect of the lifetime of the plan.
Changes in bond yields: The plan liabilities are calculated using a discount rate set with reference to corporate
bond yields. The rate used to discount post-employment benefit obligations is determined by reference to
market yields at the end of the reporting period on high quality corporate bonds, as required by IAS 19.83. A
decrease in corporate bond yields will increase the plans’ liabilities. For funded schemes, this will be partially
offset by an increase in the fair value of the plan’s assets.
The sensitivity of the defined benefit obligation to changes in the assumptions is:
(in thousands of euro)
December
31 2021
December
31 2020
Defined Benefit Obligation at the end of the
pe riod
-20,675 -21,815
Fair value of plan assets at the end of the period
6,585 5,
617
Unfunded status
-14,090 -
16,198
2021 2020 2021 2020 2021 2020
Sw itzerland 0.35% 0.05% 1.00% 1.00% 1.50% 1.50%
Fra nce 0.86% 0.5% N/A N/A 2.00% 2.00%
Ge rma ny 1.01% 0.76% 1.75% 1.22% 3.00% 3.00%
Italy 0.90% 0.5% 2.00% 1.10% N/A N/A
Discount rate
Rate of price inflation
Expected rates of salary
increase
(in thousands of euro)
Change in
assumption
Impact on
DBO
Discount rate -25bp 880
+25bp -823
Weighted avg duration (in years) -25bp 19
+25bp 17
118 ANNUAL REPORT 2021
The above sensitivity analyses are based on a change in assumption while holding all other assumptions constant.
In practice, this is unlikely to occur and changes in some of the assumptions may be correlated.
The percentage of plan assets by asset allocation is as follows:
Equity securities: 4.7%
Debt securities: 56.1%
Real estate: 21.4%
Other: 17.8%
The contributions expected to be paid to the plan and to direct payments during the annual period beginning after
the reporting period is estimated at 0.7 million euro.
There is one pension plan in place in Belgium that is legally structured as a Defined Contributions plan. The cost of
this plan for JENSEN-GROUP NV amounted to 0.06 million euro for accounting year 2021 (2020: 0.06 million euro).
Because of the Belgian legislation applicable to 2nd pillar pension plans (so-called "Vandenbroucke Law"), all
Belgian Defined Contribution plans have to be considered under IFRS as Defined Benefit plans. The
Vandenbroucke Law states that in the context of defined contribution plans, the employer must guarantee a
minimum of 1.75% annual return on contributions as of 2016, and a minimum of 3.75% on contributions made
before 2016.
Because of this minimum guaranteed return for Defined Contributions plans in Belgium, the employer is exposed
to a financial risk (there is a legal obligation to pay further contributions if the fund does not hold sufficient assets
to pay all employee benefits relating to employee service in the current and prior periods). These plans should
therefore be classified and accounted for as Defined Benefit plans under IAS 19.
In the past the Company did not apply the Defined Benefit accounting for these plans because higher discount
rates were applicable and the return on plan assets provided by insurance companies was sufficient to cover the
minimum guaranteed return. As a result of the continuously low interest rates offered by the European financial
markets, employers in Belgium effectively assumed a higher financial risk related to the pension plans with a
minimum fixed guaranteed return than in the past, requiring them to measure the potential impact of Defined
Benefit accounting for these plans.
We asked an external party to estimate the potential additional liabilities and they concluded that no potential
additional liabilities exist as at December 31, 2021.
ANNUAL REPORT 2021 119
Note 12: Provisions for other liabilities and charges
Changes in provisions can be analyzed as follows:
Warranties
A provision is recorded for expected warranty claims on products sold during the year. Assumptions used to
calculate the provision for warranty claims are based on current sales levels and current information on warranty
calls under the standard warranty period (up to 18 months) for the main products. The warranty provision at the
end of 2021 is in line with the provision at the end of 2020.
Acquisition of subsidiaries: On March 26, 2021, the JENSEN-GROUP increased its shareholding in Inwatec ApS from
30% to 70%. As the JENSEN-GROUP holds 70%, the participation is consolidated by the full consolidation method
as from March 26, 2021. Before that date, the participation was consolidated by the equity method.
Take-back obligations
A provision for take-back obligations is recorded when JENSEN-GROUP sells equipment to a customer for which
the customer wants to enter into a leasing contract with a leasing company. In some cases, the leasing company
requires a take-back clause. In case of customer default, the leasing company can request JENSEN-GROUP to take
back the machine. This creates exposure for the Company in terms of having to take back machinery over the
lifetime of the financing contract.
In 2021, one particular case, in an area where the hospitality sector was directed to close down temporarily, led to
additional provisions of 0.4 MEUR.
Other provisions
The other provisions are set up for legal claims that, based on prudent judgment, are reasonably accounted for.
Most of these claims are covered by insurance. Based on legal advice taken, management does not expect these
claims to significantly impact the Group’s financial position or profitability. In 2021, additional provisions were set
up for restructuring and closing of activities.
(in thousands of euro)
December
31, 2021
December
31, 2020
Provisons for warranties 7,423 7,382
Provisions for take-back obligations 893 499
Other provisions
4,490 2,385
Provisions for other liabilities and
charges
12,806 10,267
(in thousands of euro)
December
31, 2020
Additions
Reversals
(Utilizations)
Translation
Differences
Acquisition
of
subsidiaries
December
31, 2021
Provisions for warranties
7,382 4,849 -5,040 166 65 7,
422
Provisions for take-back obligations
499 433 -39 0 0 893
Othe r provis ions
2,385 3,145 -1,049 9 0 4,490
Total provisions
10,267 8,427 -6,128 175 65 12,806
120 ANNUAL REPORT 2021
Note 13: Trade and other payables
Because of higher activities in 2021 compared to the previous year, the trade payables and contract liabilities
increased. Contract liabilities are also high at year-end 2021 because of high invoicing.
Note 14: Depreciation, amortization, write-downs of assets, impairments
During 2021, impairments on trade receivables were reversed as payments from customers were received. We
also refer to note 21, Financial Instruments - Market and other risks, for more information on the credit loss
model of the Group.
A write down on contract assets of 0,9 million euro has been recognized relating to the start of the bankruptcy
proceedings of a German customer.
(in thousands of euro)
December
31, 2021
December
31, 2020
Trade payables
20,080 17,031
Contract liabilities 35,283 10,896
Remuneration and social security 13,115 13,321
Other amounts payable 2,550 883
Accrued expenses and deferred
9,130 8,142
Derivative financial instruments
269 172
Total trade and other payables
80,427 50,445
(in thousands of euro)
December 31,
2021
December 31,
2020
Depreciation, amortiza tion 6,778 6,811
Write down on trade receivables -475 772
Write down on contract assets 948 0
Write down on inventory 621 831
Change in provisions -339 -1,416
Total depreciation, amortization, write downs of assets
7,533 6,998
ANNUAL REPORT 2021 121
Note 15: Other operating result
The other operating result mainly includes:
JENSEN USA received Government support by means of a loan, being a Promissory Note from the state of Florida
amounting to 1.9 million USD in May 2020. On March 17, 2021, forgiveness was granted, and the amount is
recorded as other income.
Other income also includes support from the authorities by means of compensation schemes, mostly related to
payroll compensation and coverage of fixed costs in several countries (2.1 million euro in 2021 compared to 1.7
million euro in 2020). For these compensations, management is virtually certain as to its entitlement and that
there are no unfulfilled conditions.
The worldwide pandemic had a significant impact on the activities of the Group. In order to limit the impact on
the profitability, restructuring was necessary. The operating result includes 3.6 million euro one-off restructuring
costs, especially related to the reduction of workforce and closing of activities.
Note 16: Financial income and financial charges
The interest income especially relates to the income from the cash pool.
The revaluation of balance sheet positions and hedging contracts at closing rate results in a currency gain or loss.
Depending on the nature of the currency result, it is recorded in operating or financial result.
The other financial charges relate especially to bank charges and to financial discounts granted to customers.
Note 17: Income tax expense
(in thousands of euro)
December 31,
2021
December 31,
2020
Other Income / ( Expense) 950 2,406
(in thousands of euro)
December 31,
2021
December 31,
2020
Financial income 1,763 2,287
Interest income 513 738
Other financial income 78 37
Currency gains 1,172 1,512
Financial cost -3,841 -5,153
Interest charges -1,787 -1,939
Other financial charges -884 -983
Currency losses -1,170 -2,231
Total net finance cost
-2,077 -2,866
122 ANNUAL REPORT 2021
Income tax expenses can be analyzed as follows:
Tax expenses increased as the result before taxes are higher.
For the disaggregation of the deferred taxes, we refer to the table in note 5 – Deferred taxes.
Relationship between tax expense and accounting profit as per December 31, 2021 and December 31, 2020:
Reconciliation of effective tax rate:
The effective tax rate is higher than the theoretical tax rate due to the decrease in deferred tax assets. We refer to
the table in note 5 – Deferred taxes.
During 2021, five tax audits took place in five different entities. Two tax audits are still ongoing. The Group has
accounted for the necessary provisions based on the best estimate of the expected outcome of these audits.
The theoretical tax rate is the weighted average of the theoretical tax rates of the different entities.
Note 18: Earnings per share
Basic earnings per share are calculated by dividing the Group share in the profit for the year of 14.6 million euro
(7.6 million euro in 2020) by the weighted average number of ordinary shares outstanding during the years ended
December 31, 2021 and 2020.
(in thousands of euro)
December 31,
2021
December 31,
2020
Current taxes -5,231 -3,226
Deferred taxes -284 -777
Total income tax expense
-5,515 -4,003
(in thousands of euro)
December 31,
2021
December 31,
2020
Accounting profit before taxes
19,793 11,181
Theoretical income tax expense
4,242 2,628
Theoretical tax rate
21.43% 23.50%
Tax effect of disallowed expenses
1,068 848
Tax effect of tax losses
567 822
Income not subject to taxes -362 -294
Actual tax expenses
5,515 4,003
Effective tax rate
27.86% 35.80%
December 31,
2021
December 31,
2020
Basic earnings per share (in euro) 1.86 0.97
Weighted avg shares outstanding 7,818,999 7,818,999
ANNUAL REPORT 2021 123
Note 19: Statement of cash flows
Cash, cash equivalents and bank overdrafts include the following for the purpose of the cash flow statement:
Due to the lower activities, working capital requirements decreased and the Group was able to cash outstanding
receivables. This resulted in higher cash that was partly invested in other financial assets like bonds (see Note 21 -
Financial instruments).
Note 20: Commitments and contingencies
JENSEN-GROUP has given the following commitments:
Management does not expect these contingencies to significantly impact the Group’s financial position or
profitability.
Note 21: Financial instruments – Market and other risks
The table below gives an overview of the Group’s financial instruments. The carrying amounts are assumed to be
close to the fair value.
(in thousands of euro)
December 31,
2021
December 31,
2020
Cash and cash equivalent 65,618 70,775
Overdraft -4,936 -4,345
Net cash and cash equivalents
60,682 66,430
(in thousands of euro)
December 31,
2021
December 31,
2020
Letters of intent 13,725 7,831
Bank guarantees 13,750 10,233
Mortgages 6,369 6,201
Re purcha s e co mmitme nts 8,930 4,990
(in thousands of euro)
Carrying
amount
Fair value
amount
Carrying
amount
Fair value
amount
Financial assets
Financial Assets at amortize d cost 5,745 5,571 6,095 6,126
Financial Assets at fair value through OCI 28,857 28,857 8,986 8,986
Trade receivables 64,977 64,977 55,577 55,577
Derivative Financial Instruments - FX contracts 12 12 50 50
Cash and cash equivalent 65,618 65,618 70,775 70,775
Total 165,209 165,036 141,482 141,513
Financial Liabilities
Government grant 0 0 1,539 1,539
Financial debts 50,621 50,674 40,863 40,875
Financial debts - factoring 4,084 4,084 4,879 4,879
Trade Payables 20,080 20,080 17,031 17,031
Derrivative Financial Instruments - FX contracts 269 269 171 171
Derrivative Financial Instruments -IRS -12 -12 100 100
Total 75,042 75,095 64,583 64,595
December 31 2021
December 31 2020
124 ANNUAL REPORT 2021
The following methods and assumptions were used to estimate the fair values:
Financial assets at amortized cost: in order to reduce the risk on cash, the Group decided to invest part of
its cash into financial assets. Part of the cash is invested in bonds. These are classified as financial assets at
amortized cost as the asset is held within a business model whose objective is to collect the contractual
cash flow and the contractual terms give rise to cash flows that are solely payments of principal and
interest.
Another part of the cash is invested in bonds that are classified as financial assets at fair value through OCI.
These bonds are not held for trading and the Group has irrevocably elected at initial recognition to
recognize in this category. The Group considers this classification to be more relevant.
Trade receivables, cash and cash equivalent and trade payables approximate to their carrying amounts due
to the short-term maturities of these instruments.
Trade receivables are evaluated by the Group based on parameters such as interest rates, specific country
risk factors, individual creditworthiness of the customer and the risk characteristics of the financed project.
Based on this evaluation, allowances are made to account for expected losses on these receivables. As at
December 31, 2021, we believe the carrying amounts of such receivables, net of allowances, are not to be
materially different from their calculated fair value;
Government grants approximate to their carrying amounts due to the short-term maturity of this
instrument.
The fair value of the financial debts is estimated by discounting future cash flows using the effective
interest rates currently available for debt on similar terms, credit risk and remaining maturities. As of
December 31, 2021, the effective interest rate is not materially different from the nominal interest rate of
the financial obligation.
The Group enters into derivative financial transactions with financial institutions. Derivatives valued using
valuation techniques with market observable input are mainly interest rate swaps and foreign exchange
forward contracts. The most frequently applied valuation techniques include forward pricing and swap
models, using present value calculations. The models incorporate various inputs including foreign exchange
spot and forward rates and interest rate curves.
Exposure to foreign currency, interest rate and credit risk arises in the normal course of the JENSEN-GROUP
business. The Company analyzes each of these risks individually and defines strategies to manage the economic
impact on the JENSEN-GROUP’s performance in line with its internal policies.
Derivative financial instruments are valued by an independent financial institution, based on the interest and
currency rates on the liquid markets. The financial instruments are measured at fair value in the level 2
category.
ANNUAL REPORT 2021 125
Reconciliation of assets and liabilities
Foreign currency risk
JENSEN-GROUP incurs currency risks on borrowings, investments, (forecasted) sales, (forecasted) purchases
whenever they are denominated in a currency other than the functional currency of the subsidiary. The currencies
giving rise to risk are primarily the US Dollar, Swiss Franc, Swedish Krona, Danish Krone, British Pound, Chinese
Yuan, Australian Dollar and New Zealand Dollar.
The main derivative financial instruments used to manage foreign currency risk are forward exchange contracts.
It is the
Company’s policy not to hold derivative instruments for speculative or trading purposes.
With respect to currencies, JENSEN-GROUP adopts the policy of:
Having hedges on all firm commitments in foreign currencies on a rolling 12 months basis;
All deviations from the policy need to be approved by the Audit and Risk Committee.
As such these hedges are considered as cash flow hedges. They are contracted as a matter of procedure
regardless of any expectations regarding foreign currency developments. The objective is to lock in the margin at
the time of signing a project contract with a customer.
All foreign exchange contracts are centralized within the JENSEN-GROUP treasury department and are contracted
purely based on the input of the different subsidiaries.
The currency risks resulting from translations of the financial statements of non-euro-based companies are not
hedged (note 8 – Equity).
The table below provides an indication of the company’s net foreign currency positions per December 31, 2021
and December 31, 2020 for firm commitments and forecasted transactions. Negative exposure means that we will
sell foreign currency, buy euro. Positive exposure means that we will buy foreign currency, sell euro. The open
positions are the result of the application of JENSEN-GROUP risk management policy.
(in thousands of euro)
December 31
2021
December 31
2020
12 50
12 -99
-269 -172
Total -245 -221
F
air value forex contracts -256 -120
Fair value Interest Rate Swaps 12 -100
Total -245 -220
Long-term liabilities: Derivative Financial
Instruments
Short-term liabilities: Derivative Financial
Instruments
Assets: Derivative Financial Instruments
126 ANNUAL REPORT 2021
2021:
2020:
Production is generated:
in European subsidiaries, which conduct their activities in euro, Danish Krone and in Swedish Krone;
in the USA, where activities are conducted in USD; and
in China, where activities are conducted in CNY.
(in thousands
of euro)
Total
exposure
Total
derivatives
Open
position
EUR/USD -2,376 2,500 124
EUR/GBP -2,314 1,459 -855
EUR/AUD -4,494 6,521 2,027
EUR/SEK 5,952 -3,509 2,443
EUR/CHF 1,599 -2,014 -415
(in thousands
of euro)
Total
exposure
Total
derivatives
Open
position
EUR/USD -1,138 0 -1,138
EUR/GBP -357 814 457
EUR/AUD -686 850 164
EUR/SEK 1,594 -998 596
EUR/CHF 1,806 -741 1,065
ANNUAL REPORT 2021 127
The table below gives an overview of the sensitivity analysis for 2021:
1
: The estimation is based on the standard deviation of daily volatilities of the foreign exchange rates during the past 360 days
at December 31, 2021 and using a 95% confidence interval.
These calculations are a purely theoretical calculation and do not take into account the gain or loss of sales
resulting from the increased relative weakness or strength of currencies.
At December 31, 2021, the Group held the following foreign exchange contracts. Balances due within 12 months
equal their carrying balances as the impact of the discount is not significant.
(in thousands
of euro)
Change in
currency
Impact net
profit
1
Impact on
equity
USD -7.67% -620 -2,279
7.67% 1,056 -11
GBP -5.40% -106 -234
5.40% 45 261
AUD -4.36% -293 -137
4.36% 250 150
NZD -4.20% -16 -15
4.20% 35 17
CAD -8.05% -48 0
8.05% 39 0
CNY -9.36% 83 -566
9.36% -165 683
SEK -2.26% 130 -157
2.26% -103 164
CHF -6.31% 76 -444
6.31% -132 504
DKK -0.05% 20 -609
0.05% -7 64
SGD -4.87% -98
4.87% 108
JPY -5.00% -8
5.00% 0
BRL -10.80% -13
10.80% 17
AED -7.70% -13
7.70% 15
NOK -6.17% -8 -25
6.17% 11 28
Curr
Sell
Avg
exchange
rate
Maturity
Fair value (in
thousands of
euro)
EUR/GBP 1,248,742 0.86 31-1-2022 -27
EUR/AUD 10,389,080 1.59 18-5-2022 -96
EUR/USD 2,840,486 1.14 3-2-2022 -3
DKK/SEK 18,069,997 1.42 30-12-2024 -66
Curr
Buy
Avg
exchange
rate
Maturity
Fair value (in
thousands of
euro)
EUR/CHF 2,100,000 1.04 28-1-2022 12
EUR/SEK 35,344,322 10.07 31-1-2022 -76
128 ANNUAL REPORT 2021
All of these foreign exchange contracts are designated and effective as cash flow hedges. The changes in fair value
during 2021 amounting to 0.1 million euro after taxes have been deferred in equity. No ineffectiveness has been
recorded.
At December 31, 2020, the Group held the following foreign exchange contracts. Balances due within 12 months
equal their carrying balances as the impact of the discount is not significant.
All of these foreign exchange contracts were designated and effective as cash flow hedges. The changes in fair
value during 2020 amounting to 0.02 million euro after taxes were deferred in equity. No ineffectiveness was
recorded.
Interest rate risk
The Company uses derivative financial instruments to reduce exposure to adverse fluctuations in interest rates. It
is the Company’s policy not to hold derivative instruments for speculative or trading purposes.
All financing within the JENSEN-GROUP is centralized in the treasury department. This makes it easier for the
JENSEN-GROUP to respect its policy of hedging using IRS.
In respect of interest-bearing financial liabilities, the table below indicates their effective interest rates at balance
sheet date as well as the periods in which they roll over. Balances due within 12 months equal their carrying
balances as the impact of the discount is not significant.
Curr
Sell
Avg
exchange
rate
Maturity
Fair value
(in thousands
of euro)
EUR/GBP 741,742 0.91 29-6-2021 -9
EUR/AUD 1,405,159 1.65 25-2-2021 -34
DKK/SEK 23,416,734 1.42 30-12-2024 -125
Curr
Buy
Avg
exchange
rate
Maturity
Fair value
(in thousands
of euro)
EUR/CHF 800,000 1.08 1-2-2021 -1
EUR/SEK 10,348,316 10.37 14-2-2021 49
ANNUAL REPORT 2021 129
2021:
2020:
The following table sets out the conditions of the interest rate swaps:
2021:
The interest rate swaps are designated and effective as cash flow hedges. The changes in fair value during 2021
amounting to 0.07 million euro after taxes have been deferred in equity. No ineffectiveness has been recorded.
2020:
(in thousands of euro)
Effective
interest rate
Carrying
amount
< 1 month
> 1 month <
3 months
> 3 months<
12 months
1-5 years > 5 years
Floating rate
EUR
1.15% 4,953 2,453 0 0 2,500 0
CNY
4.26%-5.72% 8,772 2,482 110 329 5,852 0
Total floating
13,725 4,935 110 329 8,352 0
Fixed rate
EUR
1.22% - 2.0% 30,535 0 500 1,501 27,505 1,029
DKK
1
0.44% -1.5% 6,362 30 60 268 1,404 4,601
Total Fixed
36,897 30 560 1,769 28,909 5,630
Fa ctoring
EUR
4,084 110 221 994 2,758 0
Total
54,706 5,075 890 3,092 40,019 5,630
1
: Includes both loans at fixed rates and loans at floating rate covered by IRS.
(in thousands of euro)
Effective
interest rate
Carrying
amount
< 1 month
> 1 month <
3 months
> 3 months<
12 months
1-5 years > 5 years
Floating rate
EUR
1.15% 5,543 3,254 0 0 2,289 0
CNY
4,14%-5,59% 2,371 1,297 22 65 987 0
Total floating
7,914 4,551 22 65 3,276 0
Fixed rate
EUR
1,22% - 1,5% 26,240 1 2 6 20,006 6,225
DKK
1
0,44% -1,5% 6,709 29 59 263 1,404 4,954
Total Fixed
32,949 30 61 269 21,410 11,179
Fa ctoring
EUR
4,879 175 350 1,575 2,779 0
Total
45,742 4,756 433 1,909 27,465 11,179
1: Includes both loans at fixed rates and loans at floating rate covered by IRS.
Curr
SWAP
amount
Fixed
interest
Maturity
Fair value (in
thousands of
euro)
DKK 15,882,483 0.44% 30-
12-2039 12
TOTAL in EUR 2,135,776 12
Curr
SWAP
amount
Fixed
interest
M
aturity
Fair value (in
thousands of
eu
ro)
DKK 16,805,993 0.44% 30-12-2039 -100
TOTAL in EUR 2,258,597 -100
130 ANNUAL REPORT 2021
The interest rate swaps were designated and effective as cash flow hedges. The changes in fair value during 2020
amounting to 0.08 million euro after taxes were deferred in equity. No ineffectiveness was recorded.
As disclosed in the above table, 13.7 million euro of the Company’s interest-bearing financial liabilities bear a
variable interest rate. This amount does not include the 2.1 million EUR loan that is covered by an Interest Rate
Swap. The Company estimates that the reasonably possible change of the market interest rates applicable to its
floating rate debt is as follows:
Applying the reasonably possible increase/decrease in the market interest rate mentioned above to our floating
rate debt at December 31, 2021, with all other variables held constant, 2021 profit would have been 0.1 million
euro lower/higher.
Credit risk
Credit risk is the risk that one party to a financial instrument will fail to discharge an obligation and cause the
other party to incur a financial loss.
As part of the credit risk policy historical data about trade receivables overdue is used. As explained in the
valuation policies additional forward-looking information is used.
Under the Group’s credit policy, project customers are required to either provide an advance payment or to
provide a guarantee (ex. L/C, bank guarantees). We examine the creditworthiness of each new customer and of
existing customers that start buying higher amounts.
The consolidated ageing schedule of the trade receivables is as follows.
2021:
(in thousands
of euro)
Carrying
amount
Effective
interest rate
Possible rates
at December
31, 2021
EUR 4,953 1.15% 1.25%-1.05%
CNY 8,772 4.26%-5.72% 4.26%-5.72%
Total in EUR 13,725
(in thousands of euro)
Current < 60 days
> 60 days <
90 days
overdue
> 90 days <
120 days
overdue
> 120 days
overdue
Total
Outstanding trade receivables 41,271 13,648 2,446 2,045 4,781 64,191
Collateral held as security -792 -792
Net exposure 40,479 13,648 2,446 2,045 4,781 63,399
Provisions accounted for -2,965
Total 60,434
ANNUAL REPORT 2021 131
2020:
Balances due within 12 months equal their carrying balances as the impact of the discounting is not significant.
Trade debtors and other amounts receivable are shown on the balance sheet at amortized cost (in general, the
original amount invoiced) less an amount for expected credit losses.
Given the nature of our activities, being project business, and seen the significant concentration of the accounts
receivable/contract assets relating to individually significant projects within the Group, allowances that cover both
incurred and future expected losses are calculated on an individual basis, however taking into account aggregated
data about the past experience with similar clients.
In applying IFRS 9, the Group makes significant judgements in determining the realizable value in respect to trade
receivables. The Group applies the IFRS 9 simplified approach to measuring expected credit losses which uses a
lifetime expected loss allowance for all trade receivables. To measure the lifetime expected credit losses, the
Group takes into account the assessment of the probability of default and the exposure at default (including
estimated coverage by credit insurance and other forms of collateral).
The historical credit loss experience of individual customers is reviewed on a regular basis and adjusted if
necessary to reflect the differences in the current and expected economic conditions versus the historical
conditions.
In addition to the ECL (Expected Credit Loss) provisions based on the historical experience and future expectation,
the Group recognizes individually managed exposures on a case-by-case basis, to the extent not covered by the
ECL model.
The roll forward of the provision for doubtful debtors is set out below:
During 2021, impairments on trade receivables were reversed as payments from customers were received.
(in thousands of euro)
Current < 60 days
> 60 days <
90 days
overdue
> 90 days <
120 days
overdue
> 120 days
overdue
Total
Outstanding trade receivables 29,804 15,666 1,904 2,706 5,602 55,681
Collateral held as security 0 0
Net exposure 29,804 15,666 1,904 2,706 5,602 55,682
Provisions accounted for -3,346
Total 52,336
(in thousands of euro)
Impairment Doubtful Debtors - Opening balance
3,
346
Additions 203
Reversals -626
Exchange difference 42
Impairment Doubtful De btors - Closing balance
2,965
132 ANNUAL REPORT 2021
There are no customers with concentration of more than 10% of the total outstanding receivables.
The bank credit ratings (S&P) as per December 31, 2021 are as follows:
Nordea: AA-
KBC: A+
Nykredit: AA-
Note 22: Assets held for sale
The assets held for sale amounting to 0.4 million euro relate to the former Cissell building in Kentucky (former CLD
activities). The costs related to the building (0.1 million euro) are presented as result from assets held for sale.
Note 23: Related party transactions
The shareholders of the Company as per December 2021 are:
JENSEN INVEST A/S:
54.4%
Lazard Frères Gestion SAS:
5.2%
Free float:
40.4%
Key management compensation can be summarized as follows:
For more details on the remuneration of senior management, we refer to the Remuneration Report included in
the Report of the Board of Directors.
Companies accounted for using the equity method
On January 29, 2016 JENSEN-GROUP acquired an equity stake of 30% in TOLON GLOBAL MAKINA Sanyi Ve Tikaret
Sirketi A.S., Turkey and agreed to acquire in total an additional 19% of the shares over the coming three years. In
2017, the JENSEN-GROUP increased its shareholding by 6.33% to 36.33%, in 2018 by another 6.33% to 42.66% and
finally in 2019 by 6.34% to 49%.
As the JENSEN-GROUP holds less than 50% of TOLON, this participation is consolidated by the equity method.
(in thousands of euro)
December 31
2021
December 31
2020
Fees paid to Board members
294 322
Gross salaries paid to senior
managers
1,579 1,634
(in thousands of euro)
December 31
2021
December 31
2020
Companies accounted for
using the equity method
4,829 8,184
ANNUAL REPORT 2021 133
Last year, this item included also Inwatec ApS (Denmark). On January 2, 2018, JENSEN-GROUP acquired an equity
stake of 30% in Inwatec ApS (Denmark), with the option to increase its shareholding between 2020 and 2023. On
March 26, 2021, the JENSEN-GROUP increased its shareholding in Inwatec ApS from 30% to 70%. As the JENSEN-
GROUP holds 70%, the participation is consolidated by the full consolidation method as from March 26, 2021.
Before that date, it was consolidated by the equity method.
Non-Controlling Interest
The JENSEN-GROUP and ABS Laundry Business Solutions joined forces to form a new company, Gotli Labs AG. As
the JENSEN-GROUP has de jure control over Gotli Labs AG (over 50% of the shares), this participation is fully
consolidated. Contractually, JENSEN-GROUP is entitled to 40% of the results, with the other 60% shown in the
income statement as “income attributable to non-controlling interest”.
On January 2, 2018, JENSEN-GROUP acquired an equity stake of 30% in Inwatec ApS (Denmark), with the option to
increase its shareholding between 2020 and 2023. On March 26, 2021, the JENSEN-GROUP increased its
shareholding in Inwatec ApS from 30% to 70%. As the JENSEN-GROUP holds 70, the participation is consolidated
by the full consolidation method as from March 26, 2021. Before that date, the participation was consolidated by
the equity method.
For the legal structure, we refer to note 27.
(in thousands of euro)
December 31
2021
December 31
2020
Result attributable to Non-
Controlling Interest
-362 -479
Equity part of NCI
1,654 -1,354
134 ANNUAL REPORT 2021
Note 24: Acquisitions
On March 26, 2021, the JENSEN-GROUP increased its shareholding in Inwatec from 30% to 70%. Inwatec ApS is a
Danish company, part of Europe’s robotic hub Odense Robotics, manufacturing modern high-end solutions for
industrial laundries. Inwatec's core competence lies in the field of software and mechanical development for
laundry automation and robotics. Inwatec ApS announced a net income of 2.7 MEUR in 2020. The JENSEN-GROUP
does not expect a significant impact on the Group's consolidated revenues as most of the sales are already
included in the JENSEN Sales and Services Centers.
The initial shareholding of 30% acquired in 2018 is re-valued at fair value based on a discounted free cash flow
valuation of Inwatec ApS as per March 26, 2021. This revaluation results in an increase of 0.6 million euro. The
amount is recognized in comprehensive income, other income.
Next to that, the Non-controlling Interest is revalued at fair value and amounts to 3.6 million euro.
We have produced a DCF-valuation in order to estimate the value of the company, without taking the value
generated through the use of the JENSEN-GROUP’s sales network. The DCF-analysis is based on management’s
budget/forecast for the period 2021-2025, where the revenue is mostly generated by the use of the JENSEN-
GROUP’s sales network. We have projected that the revenue growth will fall in the following years (2026-2029)
and reach a steady state.
The main inputs used by the Group in the discounted free cash flow fair value are derived and evaluated as
follows:
- Discount rates are determined using a capital asset pricing model to calculate a pre-tax rate that reflects current
market assessments of the time value of money and the risk specific of the asset.
- Estimated free cash flows reflect the best estimates by management.
The table below gives an overview of the acquisition-date fair value of the total consideration transferred and the
remaining amount of goodwill recognized for the acquisition:
(in thousands of euro)
March 26,
2021
OBL 351
Brand name 526
R
&D 1,217
Distribution channel 607
Other non-current assets 2,046
Current assets 4,748
Non-current liabilitie s -1,484
Curre nt liabilities -2,026
Net assets acquired 5,985
Previously he ld interest 3,595
Non-controlling interest 3,595
Goodw ill 16,068
Purchase price 14,863
Net cash out for acquisitions of subsidiaries 14,863
ANNUAL REPORT 2021 135
The goodwill is attributable to the highly developed products, the innovation potential and the future
developments.
The fair value of the assets and liabilities acquired in the above transaction is determined on a provisional basis.
Any adjustment to the provisional amounts will be recorded within twelve months of acquisition date.
Note 25: Non-audit fees
The statutory Auditor is PwC Bedrijfsrevisoren bv, represented by Mrs. Lien Winne.
The Statutory Auditor received worldwide fees of 438,259 euro (excl. VAT) for auditing the statutory accounts of
the various legal entities and the consolidated accounts of the JENSEN-GROUP. Apart from its mandate, the
Statutory Auditor received during 2021 additional fees of 94,232.70 euro (excl. VAT), of which 5,300 euro was
invoiced to JENSEN-GROUP NV. The JENSEN-GROUP has appointed a single audit firm for the audit of the
consolidated financial statements.
Note 26: Events after the Balance Sheet date
The Board of Directors of March 10, 2022 decided to implement a share repurchase program to buy back
maximum 781,900 or 10% of its shares. The shares will be bought at the stock exchange by an investment bank
mandated by the Board of Directors. The buy-back mandate expires on May 18, 2026.
On 24 February 2022, Russian troops started invading Ukraine. As a consequence, economic sanctions have been
taken by the international community against Russia. As the JENSEN-GROUP has very little exposure in Russia and
Ukraine, the Group doesn’t expect significant financial impacts on its 2021 financial statements. However, as
stated in the outlook, the JENSEN-GROUP does expect the investment climate in its markets to remain
unpredictable and volatile in 2022 based on the risks triggered by the potentially destabilizing impact of geo-
political and military threats.
136 ANNUAL REPORT 2021
Note 27: Legal structure
ANNUAL REPORT 2021 137
Note 28: Consolidation scope as at December 31, 2021
Consolidated companies
Registered office
Participation percentage
Belgium
JENSEN-GROUP NV
Neerhonderd 33
9230 Wetteren
Parent Company
TOLON Europe BV (Associate)
Neerhonderd 33
9230 Wetteren
49%
Australia
JENSEN Laundry Systems Australia
PTY Ltd.
Unit 16, 38-46 South Street
Rydalmere NSW 2116
100%
Austria
JENSEN Austria Holding GmbH
Reinhartsdorfgasse 9
2324 Schwechat-Rannersdorf
100%
JENSEN ÖSTERREICH GmbH
Reinhartsdorfgasse 9
A-2324 Schwechat-Rannersdorf
100%
Brazil
JENSEN-GROUP BRASIL COMERCIO E
SERVICOS DE EQUIPAMENTOS DE
LAVANDERIA LTDA
Rua Aparecida Jose Nunes de
Campos 19
CEP 18087-089, Jardim do Paço,
Sorocaba-SP
100%
China
JENSEN Industrial Laundry
Technology (Xuzhou) Co., Ltd
Phoenix Avenue,
Xuzhou Clean Technology Zone
221121 Xuzhou,
Jiangsu Province,
P.R. China
100%
Denmark
JENSEN Industrial Group A/S
Industrivej 2
3700 Rønne
100%
JENSEN Denmark A/S
Industrivej 2
3700 Rønne
100%
138 ANNUAL REPORT 2021
Inwatec ApS (Associate)
Hvidkærvej 30
5250 Odense SV
70%
France
JENSEN France SASU
2 “Village d’entreprises”
ZA de la Couronne des Près
Avenue de la Mauldre
78680 Epône
100%
Germany
JENSEN GmbH
Jörn-Jensen-Straβe 1
31177 Harsum
100%
JENSEN Components GmbH
Ludwig-Erhard-Strasse 18
30982 Pattensen
100%
Italy
JENSEN Italia s.r.l.
Strada Provinciale Novedratese 46
22060 Novedrate
100%
Japan
JENSEN Japan Co., Ltd.
4-9-1-203 Imagawa, Urayasu-city
279-0022 Japan
100%
Middle East
JENSEN Industrial Laundry Systems
M.E. DMCC
JENSEN Industrial Laundry Systems
M.E. DMEE
Unit No: 204 Fortune Tower Plot
No: JLT-PH1-C1A Jumeirah Lakes
Towers
Dubai
UAE
100%
Norway
JENSEN NORGE AS
Østensjøveien 36
0667 OSLO
100%
New Zealand
JENSEN New Zealand Ltd
C/- MinterEllisonRuddWatts
15 Customs Street
Auckland Central 1010
100%
ANNUAL REPORT 2021 139
Singapore
JENSEN Asia PTE Ltd.
No. 6 Jalan Kilang #02-01
Dadlani Industrial House
Singapore 159406
100%
Spain
JENSEN Spain S.L.
Calle Energia, 34
Poligono Famades
ES-08940 Cornella de Llobregat
(Barcelona)
100%
Sweden
JENSEN Sweden AB
Företagsgatan 68
504 94 Borås
100%
JENSEN SVERIGE AB
P.O. Box 1088
171 22 Solna
100%
JENSEN Sweden Holding AB
Box 363
503 12 Borås
100%
Switzerland
JENSEN AG Burgdorf
Buchmattstrasse 8
3400 Burgdorf
100%
JENSEN Holding AG
Buchmattstrasse 8
3400 Burgdorf
100%
GOTLI Holding
Industriestrasse 51
6312 Steinhausen
51%
GOTLI Labs AG
Industriestrasse 51
6312 Steinhausen
51%
Turkey
TOLON GLOBAL MAKINA Sanyi Ve
Tikaret Sirketi A.S. (Associate)
A.O.S.B. 10007. Sk. No:9 Çiğli,
İzmir
49%
TOLON EXPORT MAKİNE TİCARET
A.Ş. (Associate)
10007 SOK. NO:9 AOSB ÇİĞLİ
İzmir
49%
United Kingdom
JENSEN UK Ltd.
Unit 5, Network 11
Thorpe Way Industrial Estate
Banbury, Oxfordshire OX16 4XS
100%
US
JENSEN NA Inc.
Corporation Trust Center
Orange Street 1209
Wilmington - Delaware
100%
140 ANNUAL REPORT 2021
JENSEN USA, Inc.
Aberdeen loop 99
Panama City, FL 32405
100%
831 South 1st Street, Inc.
831 South 1st Street
Louisville, KY 40203
100%
ANNUAL REPORT 2021 141
SUMMARY STATUTORY FINANCIAL STATEMENTS
JENSEN-GROUP NV
142 ANNUAL REPORT 2021
Summary balance sheet of JENSEN-GROUP NV
(in thousands of euro)
31 December 31 December
2021 2020
Fixed assets 96,938 96,842
Tangible fixed assets 280 186
Financial fixed assets 96,658 96,656
Current assets 37,035 34,117
Stocks and contracts in progress 3,608 4,635
Amounts receivable within one year 3,064 2,455
Deposits 0 5,000
Cash at bank and on hand 30,341 21,965
Deferred charges and accrued income 22 62
TOTAL ASSETS 133,973 130,959
(in thousands of euro)
31 December 31 December
2021 2020
Capital and reserves 99,955 101,301
Capital 30,710 30,710
Share premium account 5,814 5,814
Reserves 3,071 3,071
Accumulated profits 60,360 61,707
Provisions and deferred taxes 733 997
Provisions for liabilities and charges 733 997
Long-term debts 20,000 20,000
Bank loans 20,000 20,000
Short-term debts 13,285 8,661
Financial debts 0 0
Amounts payable within one year 12,749 8,499
Accrued charges and deferred income 536 164
TO TAL LIABILITIES 133,973 130,959
ANNUAL REPORT 2021 143
Summary income statement of JENSEN-GROUP NV
(in thousands of euro)
31 December 31 December
Financial year ended
2021 2020
Operating income 19,157 13,515
Turnover 19,284 11,196
Finished goods and contracts in progress -1,022 1,776
Other operating income 895 542
Operating charges -18,350 -13,803
Raw materials, consumables and goods for
10,013 6,936
Services and other goods 6,271 4,
491
Remuneration, social security and pensions 2,133 2,040
Depreciation 75 101
W rite -do w ns 51 169
Provisions for liabilities and charges -263 0
Other operating charges 70 65
Operating profit 807 -288
Financial result 1,802 -171
Financial income 2,114 162
Financial charges -312 -333
Result for the year before taxes 2,609 -459
Income taxes -46 44
Result for the year 2,563 -415
144 ANNUAL REPORT 2021
Appropriation result JENSEN-GROUP NV
(1)
The current profit after tax is the same as the net profit excluding extraordinary gains and losses (both adjusted
for taxes).
(in thousands of euro) 31 December
31 December
Financial year ended 2021 2020
Profit to be appropriated 64,269 63,661
Profit (loss) for the period available for appropri
2,563 -415
Profit (loss) brought forward 61,706 64,076
Appropriations to capital and reserves 0 0
Result to be carried forward -60,360 -61,707
Profit to be carried forw ard 60,360 61,707
Distribution of profit -3,909 -1,955
Dividends -3,909 -1,955
2021 2020
(in euro) (12 months) (12 months)
Current profit per share after taxes
(1)
0.33 -0.05
Number of shares outstanding (average) 7,818,999 7,818,999
Number of shares outstanding (yearend) 7,818,999 7,818,999
ANNUAL REPORT 2021 145
Statutory financial statements of JENSEN-GROUP NV
In accordance with article of the Belgian Companies’ and Associations’ Code, a summary version of the statutory
financial statements of JENSEN-GROUP NV is presented. These have been prepared in accordance with Belgian
Accounting Standards. The management report and statutory financial statements of JENSEN-GROUP NV and the
report of the Statutory Auditor thereon are filed with the appropriate authorities and are also available at the
Company’s registered offices.
The Statutory Auditor has issued an unqualified opinion on the statutory financial statements of JENSEN-GROUP
NV.
JENSEN-GROUP NV has both a holding function and a commercial function as the sales and service company for
the Benelux area.
The Board of Directors proposes to the Annual Shareholders’ Meeting to approve a dividend of 0.50 euro per
share. The dividend proposal is based on the strong financial position at year-end. The dividend pay-out will
amount to 3,909,499.50 euro, based on the number of shares outstanding as at December 31, 2021.
In 2021, JENSEN-GROUP NV moved from Sint-Denijs-Westrem to Wetteren.
During 2020, 5 million euro of the cash was invested in a short-term deposit.
To support the long-term growth, JENSEN-GROUP NV has taken out a new 5 year bullet loan of 10 million euro.
The existing 6 million euro bullet loan was repaid at due date in November 2020.
The full version of the statutory financial statements of JENSEN-GROUP NV is available on the corporate website
www.JENSEN-GROUP.com.
Valuation rules
The valuation rules are in accordance with the Royal Decree of April 29, 2019.
Financial fixed assets
Since JENSEN-GROUP NV has a holding function, we emphasize that, in accordance with our valuation rules and
accounting legislation in Belgium, financial fixed assets are valued at their initial acquisition price or paid-in
capital. Write-offs on the financial fixed assets are taken when they are deemed to be of a permanent nature. If it
appears that write-offs taken previously are no longer needed, they are reversed. Financial fixed assets are never
valued above acquisition price or paid-in capital.
146 ANNUAL REPORT 2021
Intangible fixed assets
The intangible fixed assets consist of goodwill that arises from the acquisitions of the distribution activity in the
Benelux. For statutory purposes, goodwill is amortized over a period of five years.
Tangible fixed assets
Tangible fixed assets are recorded at their acquisition value or construction cost, increased, where appropriate, by
ancillary costs. Tangible fixed assets are depreciated on a straight-line basis over their estimated useful life from
the month of acquisition onwards.
On tangible fixed assets, the depreciation rules are:
Caption
Method
Rate
Infrastructure
Straight line
10% - 20%
Installations, machinery and
equipment
Straight line
20%
Office equipment and furniture
Straight line
20%
Vehicles
Straight line
20%
Inventories and contracts in progress
Inventories are valued at the lower of cost or net realizable value. Cost is determined by the first-in, first-out
(FIFO) method. For produced inventories, cost means the full cost including all direct and indirect production costs
required to bring the inventory items to the stage of completion at the balance sheet date. Net realizable value is
the estimated selling price in the ordinary course of business, less the costs of completion and variable selling
expenses.
The Company uses the ‘percentage of completion method’ to determine the appropriate amount to recognize in a
given period. The stage of completion is measured by reference to the contract costs incurred up to the balance
sheet date as a percentage of total estimated costs for each contract. Costs incurred in the year in connection
with future activity on a contract are excluded from contract costs in determining the stage of completion. They
are presented as inventories, prepayments or other assets, depending on their nature.
Amounts receivable
Trade amounts receivable and other amounts receivable are carried at nominal value. Allowances are made to
amounts receivable where uncertainty exists as to the receipt or payment dates of the whole or a part of the
balance. Supplementary write-offs are also recorded where the realizable value at the balance sheet date is lower
than the carrying value.
Investments and cash at bank and in hand
Deposits with financial institutions are carried at nominal value. Write-downs are applied where the realizable
value at the balance sheet date is lower than the historical cost.
ANNUAL REPORT 2021 147
Provisions for liabilities and charges
Provisions for liabilities and charges are assessed on an individual basis to address the risks and future costs which
they are intended to cover. They are maintained only to the extent that they are required following an updated
assessment of the liabilities and charges for which they were created.
Amounts payable (after one year and within one year)
Amounts payable are carried at nominal value at the balance sheet date. The only elements which are recorded in
the accrued charges and deferred income accounts are charges payable at the balance sheet date in respect of
past or prior years.
Financial instruments
The Company uses derivative financial instruments to reduce its exposure to adverse fluctuations in interest rates
and foreign exchange rates. It is the Company’s policy not to hold derivative instruments for speculative or trading
purposes.
Derivative financial instruments are recognized initially at cost, their premium is amortized pro rata temporis. At
year-end, the financial instruments are measured at market value using the mark-to-market mechanism. The
unrealized losses are recognized in the income statement whereas the unrealized gains are deferred.
The hedged balance sheet positions (outstanding receivables and payables) are recorded at the hedging rate.
148 ANNUAL REPORT 2021
General information
1. Identification
Name: JENSEN-GROUP NV
Registered office: Neerhonderd 33, 9230 Wetteren.
The Company was incorporated on April 23, 1990 and exists for an unlimited period of time.
The Company has the legal form of a “naamloze vennootschap/société anonyme” and operates under
Belgian Company Law.
The statutory purpose of the Company consists in the following, both in Belgium and abroad, on its own
behalf or in the name of third parties, for its own account or for the account of third parties:
Any and all operations related directly or indirectly or connected with the engineering, production,
purchase and sale, distribution, import, export and representation of laundry machines and
systems and the manufacture thereof;
Providing technical, commercial, financial and other services for affiliated businesses, including
commercial and industrial activities in support;
Obtaining an interest, in any manner, in any and all businesses that pursue the same, a similar or
related purpose or that are likely to further its own business or facilitate the sale of its products or
services, also cooperating or merging with these businesses and, in general, investing, subscribing,
purchasing, selling and negotiating financial instruments issued by Belgian or foreign businesses;
Managing investments and participations in Belgian or foreign businesses, including the standing
of sureties, guaranteeing bills, making payments in advance, loans, personal or material sureties
for the benefit of these businesses and acting as their proxy holder or representative;
Acting in the capacity of director, providing advice, management and other services for the benefit
of the management and other services for the benefit of other Belgian or foreign businesses, by
virtue of contractual relations or statutory appointment and in the capacity of external consultant
or governing body of any such business.
The Company may undertake both in Belgium and abroad, any and all industrial, trade, financial, bonds and stocks
and real property transactions that are likely to extend or further its business directly or indirectly or that are
related therewith. It may acquire any and all movable and real property items, even if these are related neither
directly nor indirectly to the Purpose of the Company.
It may obtain, in any manner, an interest in any and all associations, ventures, businesses or companies that
pursue the same, a similar or related purpose or that are likely to further its business or facilitate the sale of its
products or services, and it may cooperate or merge therewith.
The Company is registered in the Commercial Register of Ghent, section Dendermonde and is subject to
VAT under the number BE 0440.449.284
The Bylaws of the Company can be consulted at the registered office of the Company and on its corporate
ANNUAL REPORT 2021 149
website www.jensen-group.com. The annual accounts are filed with the National Bank of Belgium.
Financial reports of the Company are published in the financial press and are also available on the website
www.jensen-group.com. Other documents that are publicly available and that are mentioned in the
reference document can be consulted at the registered office of the Company or on its corporate website
www.jensen-group.com. The Annual Report of the Company is sent every year to the holders of registered
shares as well as to any shareholder who wish to receive it.
2. Share Capital
The registered share capital amounts to 30,710,108 euro and is represented by 7,818,999 shares without
nominal value. There are no shares that do not represent the share capital. All shares are ordinary shares;
there are no preference shares. The shares are dematerialized or registered shares, depending on the
shareholder’s preference. The dematerialized shares have been issued either by way of an increase of
capital or by exchanging existing registered or bearer shares for dematerialized shares. Each shareholder
may request the exchange of his/her shares either into registered shares or into dematerialized shares. At
least two directors will sign a share certificate. Signature stamps may replace the signatures.
Evolution of the share capital:
Date
Share capital
Currency
Number of shares
24/05/2002
42,714,560
euro
8,264,842
20/05/2008
42,714,560
euro
8,252,604
13/01/2009
42,714,560
euro
8,039,842
30/11/2011
42,714,560
euro
8,002,968
04/10/2012
30,710,108
euro
8,002,968
12/05/2016
30,710,108
euro
7,818,999
