UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
OF THE SECURITIES EXCHANGE ACT OF 1934
For the month of November, 2022
Commission File Number: 001-40401
Oatly Group AB
(Translation of registrant’s name into English)
Jagaregatan 4
211 19 Malmö
Sweden
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
Oatly Group AB
Interim condensed consolidated financial statements
For the three and nine months ended September 30, 2022
Table of contents
Part I – FINANCIAL INFORMATION
Item 1. Financial Statements
Interim condensed consolidated statement of operations
(Unaudited) |
|
|
Three months ended September 30, |
|
|
Nine months ended September 30, |
|
||||||||||
(in thousands of U.S. dollars, except share and per share data) |
Note |
|
2022 |
|
|
2021 |
|
|
2022 |
|
|
2021 |
|
||||
Revenue |
5 |
|
|
183,026 |
|
|
|
171,062 |
|
|
|
527,170 |
|
|
|
457,265 |
|
Cost of goods sold |
|
|
|
(178,044 |
) |
|
|
(126,185 |
) |
|
|
(478,196 |
) |
|
|
(331,847 |
) |
Gross profit |
|
|
|
4,982 |
|
|
|
44,877 |
|
|
|
48,974 |
|
|
|
125,418 |
|
Research and development expenses |
|
|
|
(5,245 |
) |
|
|
(4,052 |
) |
|
|
(15,227 |
) |
|
|
(11,096 |
) |
Selling, general and administrative expenses |
|
|
|
(103,765 |
) |
|
|
(85,090 |
) |
|
|
(304,898 |
) |
|
|
(235,029 |
) |
Other operating income and (expenses), net |
|
|
|
(340 |
) |
|
|
(192 |
) |
|
|
197 |
|
|
|
(369 |
) |
Operating loss |
|
|
|
(104,368 |
) |
|
|
(44,457 |
) |
|
|
(270,954 |
) |
|
|
(121,076 |
) |
Finance income and (expenses), net |
7 |
|
|
(7,491 |
) |
|
|
3,831 |
|
|
|
(4,507 |
) |
|
|
(8,785 |
) |
Loss before tax |
|
|
|
(111,859 |
) |
|
|
(40,626 |
) |
|
|
(275,461 |
) |
|
|
(129,861 |
) |
Income tax benefit/(expense) |
8 |
|
|
3,910 |
|
|
|
(567 |
) |
|
|
8,063 |
|
|
|
(2,779 |
) |
Loss for the period attributable to shareholders of the parent |
|
|
|
(107,949 |
) |
|
|
(41,193 |
) |
|
|
(267,398 |
) |
|
|
(132,640 |
) |
Loss per share, attributable to shareholders of the parent: |
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Basic and diluted |
23 |
|
|
(0.18 |
) |
|
|
(0.07 |
) |
|
|
(0.45 |
) |
|
|
(0.25 |
) |
Weighted average common shares outstanding: |
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Basic and diluted |
23 |
|
|
592,163,619 |
|
|
|
591,777,001 |
|
|
|
591,963,512 |
|
|
|
534,691,682 |
|
The accompanying notes are an integral part of these interim condensed consolidated financial statements.
1
Interim condensed consolidated statement of comprehensive loss
(Unaudited) |
|
Three months ended September 30, |
|
|
Nine months ended September 30, |
|
||||||||||
(in thousands of U.S. dollars) |
|
2022 |
|
|
2021 |
|
|
2022 |
|
|
2021 |
|
||||
Loss for the period |
|
|
(107,949 |
) |
|
|
(41,193 |
) |
|
|
(267,398 |
) |
|
|
(132,640 |
) |
Other comprehensive loss: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Items that may be subsequently reclassified to consolidated statement of operations (net of tax): |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Exchange differences from translation of foreign operations |
|
|
(43,223 |
) |
|
|
(23,205 |
) |
|
|
(126,389 |
) |
|
|
(47,273 |
) |
Total other comprehensive loss for the period |
|
|
(43,223 |
) |
|
|
(23,205 |
) |
|
|
(126,389 |
) |
|
|
(47,273 |
) |
Total comprehensive loss for the period |
|
|
(151,172 |
) |
|
|
(64,398 |
) |
|
|
(393,787 |
) |
|
|
(179,913 |
) |
Loss for the period and total comprehensive loss are, in their entirety, attributable to shareholders of the parent.
The accompanying notes are an integral part of these interim condensed consolidated financial statements.
2
Interim condensed consolidated statement of financial position
(in thousands of U.S. dollars) |
|
Note |
|
September 30, 2022 |
|
|
December 31, 2021 |
|
||
|
|
|
|
(Unaudited) |
|
|
|
|
||
ASSETS |
|
|
|
|
|
|
|
|
||
Non-current assets |
|
|
|
|
|
|
|
|
||
Intangible assets |
|
9 |
|
|
119,693 |
|
|
|
145,925 |
|
Property, plant and equipment |
|
10 |
|
|
597,265 |
|
|
|
509,648 |
|
Right-of-use assets |
|
11 |
|
|
149,467 |
|
|
|
158,448 |
|
Other non-current receivables |
|
|
|
|
7,502 |
|
|
|
5,534 |
|
Deferred tax assets |
|
8 |
|
|
4,954 |
|
|
|
2,293 |
|
Total non-current assets |
|
|
|
|
878,881 |
|
|
|
821,848 |
|
Current assets |
|
|
|
|
|
|
|
|
||
Inventories |
|
13 |
|
|
89,326 |
|
|
|
95,661 |
|
Trade receivables |
|
14 |
|
|
118,333 |
|
|
|
105,519 |
|
Current tax assets |
|
|
|
|
296 |
|
|
|
435 |
|
Other current receivables |
|
|
|
|
23,803 |
|
|
|
32,229 |
|
Prepaid expenses |
|
|
|
|
17,010 |
|
|
|
27,711 |
|
Short-term investments |
|
15 |
|
|
14,743 |
|
|
|
249,937 |
|
Cash and cash equivalents |
|
16 |
|
|
105,603 |
|
|
|
295,572 |
|
Total current assets |
|
|
|
|
369,114 |
|
|
|
807,064 |
|
TOTAL ASSETS |
|
|
|
|
1,247,995 |
|
|
|
1,628,912 |
|
EQUITY AND LIABILITIES |
|
|
|
|
|
|
|
|
||
Equity |
|
17 |
|
|
|
|
|
|
||
Share capital |
|
|
|
|
105 |
|
|
|
105 |
|
Treasury shares |
|
|
|
|
0 |
|
|
|
— |
|
Other contributed capital |
|
|
|
|
1,628,045 |
|
|
|
1,628,103 |
|
Foreign currency translation reserve |
|
|
|
|
(200,875 |
) |
|
|
(74,486 |
) |
Accumulated deficit |
|
|
|
|
(548,096 |
) |
|
|
(308,423 |
) |
Total equity attributable to shareholders of the parent |
|
|
|
|
879,179 |
|
|
|
1,245,299 |
|
Liabilities |
|
|
|
|
|
|
|
|
||
Non-current liabilities |
|
|
|
|
|
|
|
|
||
Lease liabilities |
|
11 |
|
|
119,995 |
|
|
|
126,516 |
|
Deferred tax liabilities |
|
8 |
|
|
2,645 |
|
|
|
2,677 |
|
Provisions |
|
19 |
|
|
9,303 |
|
|
|
11,033 |
|
Total non-current liabilities |
|
|
|
|
131,943 |
|
|
|
140,226 |
|
Current liabilities |
|
|
|
|
|
|
|
|
||
Lease liabilities |
|
11 |
|
|
19,469 |
|
|
|
16,703 |
|
Liabilities to credit institutions |
|
18 |
|
|
4,420 |
|
|
|
5,987 |
|
Trade payables |
|
|
|
|
66,097 |
|
|
|
93,043 |
|
Current tax liabilities |
|
|
|
|
2,436 |
|
|
|
567 |
|
Other current liabilities |
|
|
|
|
10,540 |
|
|
|
9,614 |
|
Accrued expenses |
|
21 |
|
|
133,911 |
|
|
|
117,473 |
|
Total current liabilities |
|
|
|
|
236,873 |
|
|
|
243,387 |
|
Total liabilities |
|
|
|
|
368,816 |
|
|
|
383,613 |
|
TOTAL EQUITY AND LIABILITIES |
|
|
|
|
1,247,995 |
|
|
|
1,628,912 |
|
The accompanying notes are an integral part of these interim condensed consolidated financial statements.
3
Interim condensed consolidated statement of changes in equity
|
|
|
|
Attributable to shareholders of the parent |
|
|||||||||||||||||||||
(Unaudited) |
|
Note |
|
Share capital |
|
|
Treasury shares |
|
|
Other contributed capital |
|
|
Foreign currency translation reserve |
|
|
Accumulated deficit |
|
|
Total equity |
|
||||||
Balance at December 31, 2021 |
|
6, 17 |
|
|
105 |
|
|
|
— |
|
|
|
1,628,103 |
|
|
|
(74,486 |
) |
|
|
(308,423 |
) |
|
|
1,245,299 |
|
Loss for the period |
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(87,459 |
) |
|
|
(87,459 |
) |
Other comprehensive loss |
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(22,954 |
) |
|
|
— |
|
|
|
(22,954 |
) |
Total comprehensive loss for the period |
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(22,954 |
) |
|
|
(87,459 |
) |
|
|
(110,413 |
) |
Share-based payments |
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
10,037 |
|
|
|
10,037 |
|
Balance at March 31, 2022 |
|
|
|
|
105 |
|
|
|
— |
|
|
|
1,628,103 |
|
|
|
(97,440 |
) |
|
|
(385,845 |
) |
|
|
1,144,923 |
|
Loss for the period |
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(71,990 |
) |
|
|
(71,990 |
) |
Other comprehensive loss |
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(60,212 |
) |
|
|
— |
|
|
|
(60,212 |
) |
Total comprehensive loss for the period |
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(60,212 |
) |
|
|
(71,990 |
) |
|
|
(132,202 |
) |
Issue of shares |
|
|
|
|
0 |
|
|
|
(0 |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
Share-based payments |
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
9,185 |
|
|
|
9,185 |
|
Balance at June 30, 2022 |
|
|
|
|
105 |
|
|
|
(0 |
) |
|
|
1,628,103 |
|
|
|
(157,652 |
) |
|
|
(448,650 |
) |
|
|
1,021,906 |
|
Loss for the period |
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(107,949 |
) |
|
|
(107,949 |
) |
Other comprehensive loss |
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(43,223 |
) |
|
|
— |
|
|
|
(43,223 |
) |
Total comprehensive loss for the period |
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(43,223 |
) |
|
|
(107,949 |
) |
|
|
(151,172 |
) |
Redemption of warrants |
|
|
|
|
— |
|
|
|
— |
|
|
|
(58 |
) |
|
|
— |
|
|
|
— |
|
|
|
(58 |
) |
Share-based payments |
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
8,503 |
|
|
|
8,503 |
|
Balance at September 30, 2022 |
|
|
|
|
105 |
|
|
|
(0 |
) |
|
|
1,628,045 |
|
|
|
(200,875 |
) |
|
|
(548,096 |
) |
|
|
879,179 |
|
4
|
|
|
|
Attributable to shareholders of the parent |
|
|||||||||||||||||||||
(Unaudited) |
|
Note |
|
Share capital |
|
|
Treasury shares |
|
|
Other contributed capital |
|
|
Foreign currency translation reserve |
|
|
Accumulated deficit |
|
|
Total equity |
|
||||||
Balance at December 31, 2020 |
|
6, 17 |
|
|
21 |
|
|
|
— |
|
|
|
448,251 |
|
|
|
(2,525 |
) |
|
|
(119,661 |
) |
|
|
326,086 |
|
Loss for the period |
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(32,383 |
) |
|
|
(32,383 |
) |
Other comprehensive loss |
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(10,351 |
) |
|
|
— |
|
|
|
(10,351 |
) |
Total comprehensive loss for the period |
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(10,351 |
) |
|
|
(32,383 |
) |
|
|
(42,734 |
) |
Bonus issue |
|
|
|
|
63 |
|
|
|
— |
|
|
|
(63 |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
Balance at March 31, 2021 |
|
|
|
|
84 |
|
|
|
— |
|
|
|
448,188 |
|
|
|
(12,876 |
) |
|
|
(152,044 |
) |
|
|
283,352 |
|
Loss for the period |
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(59,064 |
) |
|
|
(59,064 |
) |
Other comprehensive loss |
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(13,717 |
) |
|
|
— |
|
|
|
(13,717 |
) |
Total comprehensive loss for the period |
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(13,717 |
) |
|
|
(59,064 |
) |
|
|
(72,781 |
) |
Bonus issue |
|
|
|
|
1 |
|
|
|
— |
|
|
|
(1 |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
Issue of shares |
|
|
|
|
12 |
|
|
|
— |
|
|
|
1,099,684 |
|
|
|
— |
|
|
|
— |
|
|
|
1,099,696 |
|
Transaction costs |
|
|
|
|
— |
|
|
|
— |
|
|
|
(62,371 |
) |
|
|
— |
|
|
|
— |
|
|
|
(62,371 |
) |
Conversion of shareholder loans |
|
|
|
|
1 |
|
|
|
— |
|
|
|
104,107 |
|
|
|
— |
|
|
|
— |
|
|
|
104,108 |
|
Exercise of warrants |
|
|
|
|
7 |
|
|
|
— |
|
|
|
38,496 |
|
|
|
— |
|
|
|
— |
|
|
|
38,503 |
|
Share-based payments |
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
4,466 |
|
|
|
4,466 |
|
Balance at June 30, 2021 |
|
|
|
|
105 |
|
|
|
— |
|
|
|
1,628,103 |
|
|
|
(26,593 |
) |
|
|
(206,642 |
) |
|
|
1,394,973 |
|
Loss for the period |
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(41,193 |
) |
|
|
(41,193 |
) |
Other comprehensive loss |
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(23,205 |
) |
|
|
— |
|
|
|
(23,205 |
) |
Total comprehensive loss for the period |
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(23,205 |
) |
|
|
(41,193 |
) |
|
|
(64,398 |
) |
Share-based payments |
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
9,568 |
|
|
|
9,568 |
|
Balance at September 30, 2021 |
|
|
|
|
105 |
|
|
|
— |
|
|
|
1,628,103 |
|
|
|
(49,798 |
) |
|
|
(238,267 |
) |
|
|
1,340,143 |
|
The accompanying notes are an integral part of these interim condensed consolidated financial statements.
5
Interim condensed consolidated statement of cash flows
(Unaudited) |
|
|
|
For the nine months ended September 30, |
|
|||||
(in thousands of U.S. dollars) |
|
Note |
|
2022 |
|
|
2021 |
|
||
Operating activities |
|
|
|
|
|
|
|
|
||
Net loss |
|
|
|
|
(267,398 |
) |
|
|
(132,640 |
) |
Adjustments to reconcile net loss to net cash flows |
|
|
|
|
|
|
|
|
||
—Depreciation of property, plant and equipment and right-of-use assets and |
|
9,10,11 |
|
|
34,765 |
|
|
|
16,386 |
|
—Write-downs of inventories |
|
13 |
|
|
15,067 |
|
|
|
1,507 |
|
—Impairment loss on trade receivables |
|
14 |
|
|
2,456 |
|
|
|
41 |
|
—Share-based payments expense |
|
6 |
|
|
27,725 |
|
|
|
14,034 |
|
—Finance income and expenses, net |
|
7 |
|
|
4,507 |
|
|
|
8,785 |
|
—Income tax (benefit)/expense |
|
8 |
|
|
(8,063 |
) |
|
|
2,779 |
|
—Gain/(loss) on disposal of property, plant and equipment |
|
10 |
|
|
(860 |
) |
|
|
1 |
|
—Other |
|
|
|
|
(222 |
) |
|
|
(25 |
) |
Interest received |
|
|
|
|
1,776 |
|
|
|
918 |
|
Interest paid |
|
|
|
|
(8,964 |
) |
|
|
(6,878 |
) |
Income tax paid |
|
|
|
|
(1,977 |
) |
|
|
(2,242 |
) |