Catom Annual Report 2022 EN

Catom B.V.

ANNUAL REPORT 2022

Catom B.V.

ANNUAL REPORT 2022

CONTENTS

1. Company profile 2. Mission and vision

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12 20 30 49

3. Strategy

4. Management report 5. Financial statements

50 50 52 54 56 86 86 88 88

Consolidated financial statements

Consolidated balance sheet as at 31 December 2022 Consolidated profit and loss account for 2022

Consolidated cash flow statement for 2022

Notes to the consolidated balance sheet and profit and loss account

Company only financial statements Balance sheet as at 31 December 2022 Profit and loss account for 2022

Notes to the balance sheet and profit and loss account

6. Other information and Independent auditor’s report

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Colophon

108

Catom B.V.

2006

2007

2008

2010

2009

Auction purchase of two petrol stations, a Shell station along the A27 and an Esso station along the N31.

Spectacular growth in wholesale.

Acquisition of Oliecentrale Nederland, distributor of Shell fuels and lubricants for the business market.

Catom wins Business Award.

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2013

2014

2015

2016

2017

2011 2012

Acquisition of 33 petrol stations from Kuwait Petroleum Nederland B.V. with a joint turnover of nearly € 100 million.

New look and feel for OK stations. Acquisition of 3 petrol stations from Kuwait Petroleum. All truck management is done in-house.

Acquisition of 4 new petrol station locations, three of which are new builds. Acquisition of Stacy Olieproducten B.V.

Acquisition of Tamoil Direct landhandel, Van Scherpenzeel landhandel and 7 petrol stations.

Acquisition of 2 resellers, 3 domestic petrol stations and 1 petrol station abroad.

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2018

2019

2020

2021

2022

Acquisition of 2 bunker suppliers, 2 resellers and 8 petrol stations.

Acquisition of 1 bunker lubricants supplier, 2 resellers and 8 petrol stations.

Acquisition of one reseller, 11 domestic petrol stations. Project started for design improvement and building processes for staffed and unstaffed OK petrol stations, OK Café.

Acquisition of oil company Rijmar B.V., including 7 petrol stations, extended investments in the existing petrol station network and 8 domestic petrol stations added to the network.

Acquisition of Slurink Bunker stations with 6 bunker stations on various shipping routes within the Netherlands and adding 7 new petrol stations to the OK network.

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1

Company profile

Catom is a fast growing company in the trade, distribution and sale of fuels and lubricants.

The company focuses on three primary activities in the downstream segment of the oil

market: wholesale, sale through a network of trucks to end users in the business market

on land (reselling), sale through own fleet of bunker boats and bunker stations to end

users in the business market on water (reselling) and operation of petrol stations with

shops (retail). The major part of the turnover stems from wholesale and reselling.

In reselling, Catom is market leader in the Netherlands and its ambition is to achieve

that position in the other two primary activities as well.

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turnover (m euro)

Ebitda (keuro)

turnover (m euro)

Ebitda (keuro)

Catom was set up in 1998 by two entrepreneurs with extensive experience in the oil industry. Since its inception, the company has expanded explosively due to both takeover and autonomous growth. Sales in 2022 reached 1.4 billion euros, up sharply from 2021. Catom achieved healthy growth in virtually all business lines, making an above-average gross margin contribution with underlying positive developments. Catom is on top of the market and can react alertly to opportunities and threats. Catom has its headquarters in Breda and six regional sales offices in Staphorst, Arnhem,

Roermond, Heino, Tholen and Lelystad. Since 1 November, the 2 main Slurink branches in Dordrecht and Lobith have been added.

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net profit (keuro)

personnel

net profit (keuro)

personnel

Catom PDM is the tradename under which all wholesale activities are performed. The reselling takes place in OK Oliecentrale – on land – and OK Marine – on water – and focuses on the sale and distribution of oil and lubricants in the business-to-business market. By cooperating with Slurink we are adding an established name to the network on water, with modern bunker points all over the Netherlands, with service, quality and safety as focal points. Petrol stations are operated under the OK brand name; they are characterized by a modern minimalistic design. For the shops at the petrol stations a new and very successful retail formula has been developed under

the name ShopPoint. The business had a total number of 653 employees at year-end, which is equivalent to 382 employees in FTE.

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2

Mission and vision

Mission

Vision

Catom aims to play a leading role in the downstream segment of the Dutch oil market by providing energy for all. The customer is the central focus here, combined with competitive prices and a high level of service. Catom sources this energy from an independent purchasing position with conventional fuel and renewable fuel suppliers. The 4 business units Catom PDM, OK Oliecentrale, OK Marine and OK Retail are interconnected and together they are stronger than the individual elements.

Catom believes in the power of being customer-oriented. Both its own organi sation and the trading companies and petrol stations are geared towards ensuring that the customer experiences first-class service and competitive pricing. Catom’s specific customer culture is discernible at all points during the sales process, and this is how Catom distinguishes itself from traditional suppliers. Catom seeks to acquire market leadership in all segments it operates in, by continuing to develop. It wishes to fulfil this ambition by way of autonomous growth combined with acquisitions. Catom seeks to capitalise on opportunities arising on the one hand due to the major oil companies seeking to dispose of divisions and on the other hand

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because smaller (family) firms – both oil trading companies and owners of smaller petrol stations – want to sell their business. Particularly in the latter segment Catom has seen increasing movements and opportunities over the past few years. Thanks to its size and the professional way in which acquisitions are implemented and, where possible, integrated rapidly, with respect for all stakeholders of the acquired companies, Catom has proved to be a reliable negotiating party and an attractive party for companies contemplating such a move. Expansion will predominantly remain focused on the Dutch market, which offers plenty of opportunities. Catom has shown that it is capable of managing explosive growth. In order to manage further expansion, Catom is inves ting in its management and its HR and IT systems.

Catom’s organisation is compact and goal-oriented with a marked focus on cost management. Staff are encouraged by giving them a high degree of responsibility and opportunities to foster their personal development and growth. Catom’s a sustainability policy focuses on people and energy. This results in an active policy to strive for the highest possible sustainable employability for its employees. Furthermore, the company is innovative in a wide range of biofuels. The core values of Catom and its staff are dedication, ambition, flexibility, innovation and ownership. The organisation is keen to learn and willing to get better year in, year out, both in terms of results and in perfor mance towards the customer. The safety of people and their environment is a first priority for Catom in all of its activities.

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Loneliness in search of connection

Catom’s business operations are charac terized by many recurring processes, repetitive daily actions. Catom focuses on the details of these daily operations and considers each repetitive action as an opportunity for improvement. Every year, the company processes hundreds of thousands of orders, each of which are delivered and invoiced within 24 hours. In addition, well over ten million cash register transactions take place in its petrol stations on an annual basis. Therefore, it is crucial for Catom to focus on the details of daily operations. By constantly looking at and analysing every element in this chain of actions and then searching for improvements, the company strives for perfection in the entire process. Catom’s intention is to achieve this level of perfection and the road leading to it is a continuous creative process from day to day. Employees are therefore encouraged to look at the work process from that perspective.

This creative process is in some ways similar to the work of a visual artist, who also loves details and strives to an ideal. In this annual report, the works of art by Frank van Hemert, and his sources of inspiration, are the focal point. In the multifaceted oeuvre of Frank van Hemert, human existence is the focal point. He refers to deep human emotions and does not shy away from major themes such as passion and surrender, life and death. In the artwork Echoes and calls the human being measures its own life and is individually responsible for his actions. Within a company like Catom, the right individual human connections together contribute greatly to the quality of the collective. In addition, it blends in perfectly with the company’s vision to disseminate this core quality to the outside world in a targeted way.

Frank van Hemert, Echoes and calls from the series Measuring my life , 2014, mixed media on paper, 155 x 145 cm

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Frank van Hemert, Loneliness in search for connection from the series Measuring my life , 2014, mixed media on paper, 276 x 1.000 cm (9 parts)

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3

Strategy

Strategy

Catom’s strategy is geared towards both autonomous growth and growth through acquisitions; the buy and build strategy. The company is anticipating substantial shifts in the Dutch oil market’s downstream segment. Major oil companies such as Shell, Exxon, Total and BP, the ‘majors’, are increasingly concentrating on upstream activities (oil exploration and production) and are seeking opportunities to dispose of downstream activities (marketing, distri bution and sales). At the same time, smaller players in the market are struggling to envision the future and are increasingly opting to sell off their trading activities and petrol stations. Catom wants to play an active role in this consolidation drive. The company is in a position to take over these activities and win customers who are in the process of choosing a new supplier due to these shifts. Catom is especially interested in trade, sales and distribution activities as well as petrol stations. The reorganisation of the downstream segment is expected to occur in the Netherlands over the next few years. Consequently, Catom discerns ample opportunities in the next few years for growth and further takeovers in the Dutch market.

For each of the three core activities, a targeted strategy will be followed which fits in with specific market conditions and opportunities within that segment.

Wholesale

Growth in wholesale activities will largely be autonomous. Catom will distinguish itself by means of more competitive pricing and a higher standard of service, enabling new customers to be attracted. Growth in recent years has resulted in the wholesale activities reaching such a scale that acqui sitions will also be able to bolster growth. One crucial aspect in the case of acquisitions is to safeguard the high levels of service and quality that set the company apart so as to ensure the long-term loyalty of customers from the party acquired. In 2022, the initiatives to increase Catom’s own stocks and take the lead in fuel logistics were continued successfully. Expectations are that this will further continue in 2023. Storage capacity and maintaining our own stock in traditional and renewable fuels will result in strategic independence and greater flexibility, thereby ensuring better service provision to the customer.

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Wholesale

Reselling

Retail

Reselling

Retail

The reselling market is a 100% displacement market, the logical consequence of this being that growth will be accomplished chiefly through takeovers. A large number of smaller businesses is active in this market. The challenge is to find among them interesting parties that are seeking partnerships or are willing to sell their company to Catom. The ambition is to continue enhancing our current market position over the next few years, with a market share of around 20% based on thousands of active customers, with a total of 324 million litres of fuel and well over 6 million litres of lubricants.

Similarly, the growth strategy for retail activities is primarily focused on acquisitions and newly built petrol stations. Following the successful launch of the staffed formula OK ShopPoint, the organisation continued the roll-out of the formulas in 2022 and standardised these formulas in buildings and shops. We want to give all our newly built or renovated petrol stations a similar look and feel, and clearly put the OK brand on the map in the whole country of the Netherlands. Customers will recognise elements such as the awning, the pumps, the shop exterior, the OK shop and the OK Café.

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Catom reinforces its Top-5 position in the Dutch wholesale market, inter alia

by MORE OWN STOCK and INCREASINGLY INDEPENDENT PROCUREMENT.

Strengthened its MARKET LEADERSHIP in RESELLING. FASTER CONSOLIDATION

in reseller’s market will provide OPPORTUNITIES for further growth.

The RETAIL VOLUME INCREASED BY 31%. Number of petrol stations: +7.

Financing

Developments in both the upper and lower ends of the market are playing a role in this division too. It is anticipated that in the long run the majors will sell a sizeable proportion of the petrol stations, while the smaller players with one petrol station or a limited number of petrol stations are reflecting on their future and contempla ting selling their station(s). In recent years, Catom has proved itself to be a serious partner to both sides of the market.

The company is very much interested in takeovers and in practical terms these can be financed from the current financing facilities.

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Wholesale

Management

Almost half of Catom’s turnover is achieved through its wholesale trade in petrol, diesel, gas oil GTL, HVO, diesel with a percentage of biofuels, and petroleum, by way of its subsidiary Catom Distribution, under the trade name Catom PDM. Catom PDM purchases these bulk products on the open market and sells to oil traders, petrol stations of small independent chains and individual petrol station operators in the Netherlands. Sale prices are set on the basis of market developments and communicated to the customer several times a day. Customers of Catom can use a special pass to load products at pretty much all depots in the Netherlands, in line with their needs. Catom also supplies its own reselling operations and petrol stations through these wholesale activities. Catom distinguishes itself from other players in this market by means of its higher degree of flexibility and cost-efficiency. By combining fuel volumes competitive

pricing can be achieved for customers. With more than 90 buyers and a volume of over 1,001 million litres of fuel per annum – including its own reselling and retail volumes – Catom’s wholesale activities have a market share of 5 to 10%. Catom PDM has been active in this market since its inception in 1998 and has achieved its current market position largely through autonomous growth. Catom has a point of purchase at virtually all depots in the Netherlands thanks to having long-term contracts in place. In addition to this, the business has its own stock locations; storage capacity at its own depot in ‘s-Hertogenbosch and rented at several depots at other locations nation wide. The business has an excise authorisation and is an expert in the field of biofuels, which are prerequisites for being able to trade competitively in this commodity market.

Jan Willem Westerhuis (1961) Founder and director of Catom B.V., he studied business administration and started his career at Esso Benelux in Breda. For eleven years he was primarily involved in downstream activities. During this time, he met Rik de Leeuw den Bouter, with whom he founded Catom B.V. in 1998.

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Reselling

Reselling is the sale of fuels and lubricants to large, medium and small users in the business market. With a market share of over 20%, Catom is market leader in this segment. Until the end of 2017, the reselling activities were mainly on land, with customer segments including agri cultural companies, local and regional authorities, utility companies, construction firms, garages and haulage companies. Under the name of OK Marine, we serve customers on the water, in marine contracting, the shipping industry and the cruise industry. Subsidiary OK Oliecentrale is the largest distributor of shell fuels and lubricants in the Netherlands. Also, OK Oliecentrale is active in the reselling market under the brand name OK. The company has branch offices in Arnhem, Heino, Breda, Roermond and Staphorst.

The activities on water are carried out by a separate subsidiary, OK Marine, from offices in Lelystad and Tholen. These activities were supplemented with the Slurink Group on 3 November 2022. For over a century and a half, the Slurink name has been associated with inland shipping. The company’s history dates from the late 1800s, when Pouwel Slurink founded the company in Zwartsluis. Since then it has grown into a network of 6 modern bunker stations with 14 bunker vessels all over the Netherlands. Slurink is a household name and one of the largest and most professional parties in the trade on water. OK Oliecentrale and OK Marine distinguish themselves by their service levels. Both of them have professional and customer oriented organisations with 24/7 services. The sales staff are knowledgeable and advise customers on complex issues

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pertaining to logistics over land and water, lubricating schedules, maintenance and product characteristics. From the Heino location, in-house developed services receive KIWA certification, including the installation of stationary fuel tanks and the inspection and maintenance of mobile fuel tanks. For the purposes of transporting fuel and AdBlue in the reselling market, OK Olie centrale has 71 trucks in service, all owned by the company. OK Marine owns five vessels and the Batavia port in Lelystad is one of our OK Marine locations. Pleasure boats can fuel up there, for diesel and GTL, and our office employees are always busy keeping the administration in order. Our bunker boats, also referred to as “De Bartjes”, leave the port on a daily basis to provide rivercraft with diesel and lubricants. With the acquisition of Slurink, we add the

bunker locations Dordrecht, Zaltbommel, Amsterdam, Hansweert, Lobith (Tolkamer) and Vlissingen, where “De Zwaantjes” serve inland shipping and fishing customers on a daily basis. Catom holds its own stocks of both OK and Shell lubricants so as to enable it to supply customers efficiently and on time. Storage and warehousing are partly performed in-house. Part of the storage and warehousing has been outsourced to two professional service providers (one for packaged products and one for bulk products), in connection with distribution to end customers. The entire operation is controlled by OK employees, with a keen focus on customer satisfaction (ordered today, delivered tomorrow).

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Retail

petrol station Rotterdam Hendrick Staets weg. 2023 is proving to be another good year for our retail activities, with several acquisitions on the way. In addition to petrol station activities, the fuel cards also work well. The number of cardholders has further grown by our cards being accepted in the Tango network. The acceptance of third parties’ cards is being extended, OK’s attractiveness as a partner for fuel card issuers is growing, thanks to the quality of the network. ShopPoint In 2022, all focus was on the OK Café concept. This newly developed concept has a distinctive look and offers a wide range of A brands with the best coffee, very tasteful sweets and snacks and in some cases freshly made sandwiches. In 2023 this

OK petrol stations OK has a long history in the Netherlands. The 1950s saw the brand, which was originally Swedish, introduced to the Dutch market, and since 2004 it has been owned by the Catom group. Since 2006 Catom has been working on putting the OK brand of petrol stations back on the map, with the number of petrol stations growing each year. As at year-end 2022, 93 petrol stations nationwide form part of the retail activities. Of these 93 stations, 87 are operating under the proprietary OK brand. 54 of them are staffed and feature a modern shop, while the other 39 are unmanned. The growth realised in 2022 includes Scheiwijk petrol station at the A27 motorway and

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Ever since 2004, Catom has been the owner of the OK brand in the Netherlands. The originally Swedish brand has had Dutch presence since the 1950s. Traditionally originating from cooperatives (such as Cebeco), as a supplier of fuels and lubricants in agriculture and associated fields, OK is a trusted name. Thanks to Catom’s investments in state-of the-art petrol stations, the market share has been growing and the brand name has become much more familiar these past years. The OK brand is becoming more and more manifest in the Netherlands. Both at petrol stations and around those stations, online and during various types of (sports) events. Campaigns have been started to make OK’s name better known. Aiming at (potential) customers but also at (future) employees, for example by introducing www.werkenbijok.nl. The NAC head sponsorship is taking on increasing shape and impact this year.

And with our presence at the Formula 1 and Porsche Supercup in Zandvoort and the OK Junior Dutch Open golf tournament, we are making great strides in relationship marketing.

focus will be extended to the further roll out of the OK Shop concept and category management. OK Retail’s core values are a customer friendly attitude, a quiet atmosphere, plenty of space, cleanliness, cosy feeling and a wide range of products, which values are properly monitored.

Also, the unmanned stations with carwash have proven successful and will be further extended in 2023. At this time, several stations have projects going to add unmanned carwash facilities.

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4

Management report

General information

Ever since its establishment in 1998, the company has experienced uninterrupted turnover and profit growth, as a result of both takeovers and autonomous growth. In 2022 a record-breaking sales figure of € 1.4 billion was realised. In a year that is characterised by a worldwide imbalance between demand and supply of fuels, Catom saw a healthy growth in practically all its business lines. The volume growth in wholesale, own depots and retail, in both fuel sales and shop sales, have contributed substantially. Fuel volumes dropped a little bit in the business-to-business, on land, and the lubricant volumes increased slightly. Over the reporting year 2022, a number of takeovers were once again realised. The cooperation with Slurink Bunker stations is pivotal in this respect. Slurink Holding entering the Catom Group means a substan tially expansion of the OK Marine activities, thus reinforcing our core activities. In addi tion to the increased number of petrol

stations, 2022 saw significant investments in the network quality through the construction and renovation of petrol stations, with or without the new full service OK Café concept. The international (crude) oil market is volatile. The local markets of finished products may well be characterized by their own dynamics, but are nonetheless, as a rule, affected by that volatility. Fluctuations in prices have a significant impact on our business. On the one hand the fuel prices in the first three quarters of the year doubled, followed by a steep correction in the fourth quarter, resulting in an increased turnover and a positive effect on the gross margin. On the other hand, there was a negative impact on costs of consumption of our own transport and the energy consumption of petrol stations. Catom is a leading company in the market and has reacted nimbly to the opportunities and threats of the 2022 market situation.

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Improving the IT environment and rende ring business processes more professional is an important pillar in Catom’s strategy. The roll-out of a new ERP system for retail activities and investing in Retail Asset Management are good illustrations of this. We also continue to invest in Business Intelligence, with the process of transfor ming raw data into business information increasingly providing us with relevant management information and commercial insight. IT Governance is also on the agenda where progress has been made to imple ment relevant changes, driven by business cases and user input, in the ERP in a structured way. The security of Catom’s IT environment remains a spearhead that has again been focused on in 2022. The percentage of PDF invoicing has again increased and is now 92% (89% in 2021). The further expansion of the retail network, the takeover of Slurink and the further development of the internal organization led to a further increase in the number of

employees. On balance, the number of employees increased from 338 FTE (2021) to 382 FTE (2022). At the end of 2022, Catom employed 653 people. Catom’s strategy focuses on further growth, both organic and through acquisitions. Catom seeks to acquire market leadership in all segments it operates in. In 2022, Catom’s mission and vision have been further refined and communicated with its people. Catom B.V. has its corporate seat in Breda. Its principal place of business is at Verlengde Poolseweg 32 in Breda. All group companies are wholly owned by Catom. In 2022 management changes took place and related to this also changes in the owner ship ratios. Catom B.V. and its group companies operate mainly in the Dutch market. Nearly 100% of turnover is realised in the Netherlands.

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Detail from Loneliness in search for connection from the series Measuring my life

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Turnover and results

Investments

Turnover in terms of money increased by 40.5% in 2022 to € 1.4 billion. The volume of motor fuels sold grew by 3.7%. The volume of lubricants sold increased by 7.9%. The gross profit on sales (turnover minus purchase cost of goods sold) increased by 72.1%. This turnover and gross margin led to an EBITDA of € 28,183,601 and a group result before taxes of € 19,267,789. The balance sheet total went up to € 244 million. Solvency came to 10.7% (2021: 11.3%). The liquidity ratio was 62% (2021: 70%). The company’s liquidity level is safeguarded in part by the credit facility. The financial figures relate to the 2022 financial year, which coincides with the calendar year.

Investments in intangible and tangible fixed assets in 2022 amounted to € 8,341,479 (2021: € 27,557,320). Of this, € 6.5 million (2021: € 15.5 million) concerned the take over and improvement of petrol stations. Catom also invested in acquisitions, vehicles and vessels, software and hardware, and other machinery. In 2023 the company intends to invest in acquisitions, vessels and vehicles, software and hardware, and machinery. Expectations are that these investments can be realised with the currently available funding.

> Detail from Loneliness in search for connection from the series Measuring my life

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Financing

Developments

Wholesale The core activity wholesale – Catom Distribution B.V., trading name Catom PDM – operates in a dynamic market with high price volatility. Prices in the interna tional market fluctuate significantly each day, increasingly even during the course of a day. Catom participates in this trend by adjusting its prices at various times during the day. The buying behaviour of custo mers is heavily price-driven. Catom responds promptly to this trend. By improving its supply process and, consequently, its opportunities to blend biofuels, Catom has managed to enhance its competitive position in this market. During the financial year, this has led to an increase in the volume on own depots in this wholesale segment, which is Catom’s largest segment, by 10.2%.

The investments in 2022 were partly financed with internal funds. The total credit facility amounts to € 143.3 million. The cash flow from operating activities decreased from € 43,149,139 to € -5,970,837, stock and operating capital effects, in conjunction with the investment and financing activities result in a cash decrease of € 31,6 million. The financing structure was changed in November 2022. The modification and extension of the existing agreement was achieved with the help of existing Dutch bank institutions. The agreement provides for a larger credit facility at equal terms for the company.

Catom is one of the five largest players in the Dutch wholesale market and sees

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opportunities for further growth in this segment. The major oil companies, also referred to as the ‘majors’, are expected to leave this market in due course, in order to focus more on upstream activities. Reselling In the reselling division – resale of fuels and lubricants by OK Oliecentrale BV – the volume of motor fuels dropped by 0.8%. The volume of lubricants sold increased by 7.9%. In a slightly declining reselling market, Catom managed to enhance its market leadership position in reselling. In the 4 th quarter, Catom increased its position, both in the fuel market and in the lubricants market, and through the acquisition of Slurink Holding we improved our nation-wide coverage in the shipping industry. In terms of availability and speediness, both for our customers and for Slurink’s customers, this is a great advan tage. Slurink has a team of approx. 60 employees, who are responsible for bunker

Zaltbommel In addition to these bunker points Slurink has a substantial number of bunker boats and its own tanker, which takes care of the gasoil transport for Slurink Bunker stations. As a consequence, and thanks to its efficient and safety conscious operations, Catom maintains its excellent starting position in this market, which shows a growing trend towards concentration. As per April 2022 OK Oliecentrale B.V. received KIWA certification for installing and maintaining overground tank installa tions for PGS classes 3 and 4 and for PGS 30 products. We are also KIWA certified for checking, maintaining and testing samples of non-stationary storage and supply installation for non-pressurized storage of liquids above ground. This enables us to meet clients’ wishes regarding the supply installation even better. We have taken up responsibility for maintaining and testing mobile fuel tanks owned by OK Oliecentrale B.V.

stations in Amsterdam, Dordrecht, Hansweert, Lobith, Vlissingen and

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Financial risk recognition, risk appetite and risk control

Retail Retail again experienced significant

developments in 2022. The expansion of the number of OK stations continued, thanks to, inter alia, the acquisition of a number of petrol stations and the renova tion and rebranding of a number of stations acquired earlier. Following on from this, successful building work on the internal organisation is ongoing in order to control the constantly growing Retail operation from the head office. On balance, the volume of motor fuels sold by our retail operation increased by 31.8%. Shop sales increased by 14%. Research During the financial year no research and development work was done that was included in the balance sheet.

In the performance of its business activities, Catom is exposed to various types of operational and non-operational financial risks. The risk appetite is limited, and mitigating measures have been drawn up. The risk appetite is evaluated periodically by the Executive Board and management, and if necessary adjusted; actual indicators play a key role here. This section describes the main financial risks. The chances are categorised as very unlikely, unlikely, possible, likely and very likely. The impact is categorised as minimal, moderate, serious, substantial and very substantial. Credit risks One of the main risks is the bad-debt risk related to customers. The level of this risk is largely determined by the prices of motor fuels and the related indirect taxes and tariffs, combined with the applied payment periods. This risk is mitigated as much as possible by means of a strict debtor policy.

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The chances of a credit risk occurring are very likely. The impact on the results and/ or the financial position is moderate. Liquidity and financing risks Catom’s financing policy is aimed at main taining its sound financial position. Thanks to a sound balance sheet structure and more than ample credit facility, Catom has plenty of capacity to absorb liquidity risks and sufficient access to credit on an ongoing basis. The chances of cash flow or financing risks occurring is unlikely. The impact on the results and/or financial position is very substantial. Currency risks Catom’s functional currency is the euro. In the wholesale department, a different functional currency, the US dollar, is used for part of the purchasing of motor fuels. Currency risks arising from these dollar purchases are not hedged because the exposure is limited in terms of absolute amounts and only occurs for short periods (days), and because the currency

fluctuations have only a limited impact on our competitive position in the market. The chances of a currency risk occurring are very likely. The impact on the results and/ or the financial position is moderate. Fuel price risks, interest rate risks, derivatives There have been major fluctuations in fuel prices in recent years. Catom follows the market and our business model has proven robust in absorbing these fluctuations. Catom makes very limited use of financial instruments – forward exchange contracts – to hedge against losses on its stocks, which in turn make up a very limited part of its total turnover. The chances of a fuel price risk occurring are very likely. The impact on the results and/or the financial position is substantial. The interest rate risk incurred by Catom relates to the risk that future outgoing interest cash flows will increase due to changes in the market interest rate of interest-bearing loans with a variable

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interest rate. The risk policy with respect to interest rate risk aims at limiting the effects of interest rate fluctuations on the result. These interest charges only include the Euribor component of the finance costs and as from this financial year Catom uses interest rate derivatives. The chances of interest risks occurring are likely. The impact on the results and/or the financial position is substantial. As a player in the downstream oil market, Catom is aware of the crucial importance of always being in compliance with legislation and regulations and ensuring safe opera tions. A key foundation for controlling the risks in this area is the company culture. Accordingly, the Executive Board and management focus on an ongoing basis on safety and quality and increasing transpa rency in terms of the timely identification, assessment and reporting of risks. Other risks, compliance with laws and regulations, safety

The risks in these areas are further mitigated by internal risk management and control systems, which are tailored to the day-to-day work environment in which Catom operates, and with considerable support being provided by an extensive system of requirements, procedures and systems in relation to quality assurance, as documented in Catom’s HSE quality manual and in accordance with ISO 14001 and VCA* (safety, health and environment) standards. Compliance with these standards is regularly audited by external specialists. In 2015 we conducted an inventory together with an external party to verify that Catom has all the required permits, is in compliance with these permits, and adheres to all legislation and regulations in the area of safety and the environment. To this end, a tool was developed containing all legislation and regulations relevant to our organisation. This tool verifies that we are informed of any changes in legislation so as to be able, if necessary, to take the

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Detail from Loneliness in search for connection from the series Measuring my life

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required measures in time and remain compliant with the relevant legislation and regulations. When changes occur in the organisation in terms of sites or activities, an investigation is done with an external party into whether the inventory is still complete, and adjustments are then made where necessary. Damage to property and liability towards third parties Catom has taken out an extensive package of insurance policies against risks relating to damage to its property and to property of third parties, as well as other potential liabilities towards third parties. The insurance portfolio is monitored in collabo ration with a specialised organisation and, where necessary, specialists in the various insurance fields.

group level consists of a management report that includes the financial statements as audited by the independent auditor. The internal reporting consists of extensive daily, weekly, monthly and quarterly reports in which current developments are compared to the (cumulative) budgets and results from previous years. At the level of the main activities, financial and operational results are analysed and explained and, where needed, examined in detail. The quality of the financial reporting systems is regularly assessed in the context of the procedures of the independent auditor. We communicate the independent auditor’s findings regarding the quality of the financial reporting as identified in the context of the audit of the financial statements. The above contains a list of what we currently consider to be our main risks. This list is not exhaustive. There may be other risks we currently do not consider to be of vital importance, but which may still turn out to be significant.

Risks in relation to financial reporting

Catom’s financial reporting is part of a framework that covers its budgeting, repor ting and forecasts. A distinction is made between reports for internal use and those for external use. The external reporting at

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Staffing and organisation

The breakdown of personnel by activity is as follows:

The average number of employees, expressed in FTE, rose during the reporting year from 338 to 382. This increase was mainly due to the acquisition of petrol stations and the acquisition of Slurink Holding. Due to the steep increase of motor fuel prices in 2022 the average turnover per employee in 2021 increased substantially by 25%. All personnel members are employed by the Dutch companies. Catom has no employees in other countries. It is expected that, with autonomous growth, the workforce may again decrease slightly as a result of efficiency measures and investments in new technologies. Any drop in the number of employees can be fully achieved through natural attrition. However, it is quite plausible that such a potential drop will be more than offset by further growth, including through acqui sitions, and particularly through a further increase of the number of petrol stations operated by the company itself.

• 10 in management and staff positions • 296 in sales and financial departments • 76 logistics employees

The percentage of women in the company’s workforce decreased from 52% to 48%.

The Executive Board consisted of 1 person at year-end 2022 (2 persons in 2021) and the male/female ratio is 1 to 0. The Catom Board of Management consisted of 4 persons at year-end 2022 (3 persons in 2021) and the male/female ratio is 3 to 1. The policy for a balanced ratio of men and women on the Board and in management

positions only focuses on a person’s suitability to perform a specific job.

The Catom Executive Board highly appre ciates the efforts and dedication of its staff.

Their efforts make it possible to realise the company’s ambition to improve every year, both in terms of performance towards customers and in terms of results.

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Automation and training

Safety and the environment

In 2022, according to plan, investments were again made in the training and education of personnel. The focus was on technical and commercial training. Permanent attention is also given to the training of employees who are responsible for the audits conducted in the field of safety and the environment, both internally and by external officials. In 2022, investments were made in retail specific software solutions and process optimization in the ERP system. The ongoing development and use of the Business Intelligence Tooling has resulted in several reports with important management information.

The safety of people and their environ ment is a first priority for Catom in all of its activities. Catom attaches great value to full compliance with all requirements in the areas of safety, quality and the environ ment. Catom has its own environmental and safety policy for this. It goes without saying that Catom complies with the statutory blending obligations with respect to biofuels; in 2022 17.90% (2021: 17.50%). Catom seeks to strictly use second generation (‘double-counting’) biofuels for this purpose, thus surpassing the legal requirements. During the reporting year, the Catom group took significant steps towards the reduction of its energy consumption and the related emissions. We have continued to focus on route planning transport volumes and motor fuels volumes loaded, inter alia by using remotely readable volume measuring

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Detail from Loneliness in search for connection from the series Measuring my life

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systems. The transported volume increased by 2.7% in 2022 and the average deposited volume increased by 3.9% (including the outsourced volume). In 2022 a further analysis of the vehicle fleet was made, which has resulted in an invest ment plan. This plan will be continued in 2023. We managed to maintain the fuel savings of 3.6% per kilometre in 2022, as was the case in 2021. As OK retail is growing, a lot of construction and sometimes reconstruction is going on. Right from the very start, the plans always include the environmental aspects. The heating of shops will be switched from gas to electricity, using the air conditioning system as the heating source. All lights are being replaced by LED and we are inspec ting all cooling installations and replacing them with better coolants. Ovens are being replaced by new, more energy-efficient versions. The Middelburg petrol station, built in 2016, may serve as an example of

these efforts. Designed and completed as an energy- neutral installation, it includes a charging station for electric cars. The petrol station’s outside area has also been designed in accordance with sustainable measures, such as energy-efficient lighting and pumps. The range of products offered plays an equally important role: AD-Blue has been made available in many stations, as well as modern diesel, the OK Xdrive pure CO2 neutral. For customers wishing to implement a responsible policy in terms of the environ mental impact of fuels, Catom has intro duced GTL (Gas To Liquid). This is an advanced diesel fuel that produces less smell and noise and thus reduces the emission of fine particles. Since GTL is free from sulphur and aromatics and has a high octane content, it leads to cleaner combustion. Catom has thus gained a unique propo sition. Also HVO fuel is more in demand by our customers. HVO fuel is fossil-free, biodegradable, it reduces the emission of

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particulates and has a sulphur emission of almost 0 grams/km. HVO can be obtained in various blend ratios with diesel. If 100% HVO fuel is used, the reduction of CO2 emissions may be reduced to up to 89% in the whole chain. Both products are especially suitable for large cities seeking to enhance their city centre air quality. ISO14001 standard 2015 (environmental management system) and VCA*: in August 2022 we successfully completed the recerti fication process of ISO 14001 and VCA at the new standard (2017), and we now have new VCA* and ISO 14001 certificates: 2015 in the name of OK Oliecentrale B.V. All mandatory internal and external audits were carried out in 2022, including the external BRZO+, WABO and ISCC audits (regarding the storage, transport and blending of biofuels). The RI&E we carried out in May 2021 was approved by an external certified company. In June 2022 we received a final report,

carried out by a certified company. The major conclusion of the report was that the buildings across the company have proper insulation and that most of the recognised measures have been taken or will be taken shortly. In 2022, 1 environmental incident occurred and 1 incidents leading to injury, out of a total number of 104,068 deliveries (96,895 of which with own trucks). Catom expects that the consolidation in the downstream segment of the oil industry to continue and accelerate in the coming years. Catom will unabatedly seek to take advantage of the opportunities arising from this consolidation activity. The Executive Board continues to aim for market leadership in all segments the company operates in. Considering the Outlook

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Events after the balance sheet date

consolidation initiatives in the market, acquisitions are again quite possible in 2023 in order to realise this ambition. In this context, in 2023 we will take additional steps to further simplify and automate our operations. This will include projects in the areas of planning, IT and administration. We also invest in setting up a better HR department, including further professiona lisation of HR processes such as recruitment, regulations and sustainable employability. Catom expects turnover growth and an improved operating result / profit level in 2023.

No material events that should be presen ted or disclosed in the financial statements have taken place between the balance sheet date and the date of signing the financial statements for 2022.

Breda, 25 July 2023

J.W.F. Westerhuis

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5

Financial statements

€

31 December 2022

31 December 2021

CONSOLIDATED BALANCE SHEET

ASSETS

ASSETS

as at 31 December 2022 (after proposed profit)

Intangible fixed assets (1)

Operating rights

1,804,850

2,153,607

Client portfolio

10,369,945

11,218,777

Goodwill

163,978

294,582

12,338,773

13,666,966

Tangible fixed assets (2)

5,549,203

3,728,976

Land and buildings

Depot installations

15,245,861

890,660

Petrol stations

52,639,592

50,164,800

Machinery and equipment

2,407,487

2,283,009

Vehicles

35,471,110

6,128,709

111,313,253

63,196,154

Financial fixed assets (3)

10,937,798

1,016,189

CURRENT ASSETS

Stocks (4)

Finished product and goods for resale

36,168,068

28,628,136

36,168,068

28,628,136

Receivables (5)

Trade receivables

61,440,192

54,231,137

Taxes and social insurance contributions

300,911

479,169

Other receivables

11,653,998

3,722,025

73,395,101

58,432,331

Cash and cash equivalents (6)

216,920

24,452,774

244,369,913

189,392,550

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€

31 December 2022

31 December 2021

SHAREHOLDERS’ EQUITY AND LIABILITIES

Group equity (7)

26,090,332

15,883,502

Provisions (8)

Deferred tax liability

6,152,927

1,005,279

Site restoration

62,956

62,956

Long-service awards

42,488

54,266

Provision for major maintenance

702,062

0

6,960,433

1,122,501

LONG-TERM LIABILITIES (9)

Liabilities to credit institutions

33,674,884

12,093,178

33,674,884

12,093,178

CURRENT LIABILITIES (10)

Liabilities to credit institutions

7,391,347

0

Repayment obligations for long-term liabilities

7,604,916

3,691,269

Payables to suppliers and trade payables

19,747,872

17,288,915

Payables to shareholders and participants

14,973,242

2,300,000

Taxes and social insurance contributions

86,448,622

88,517,761

Other liabilities and accrued expenses

41,478,265

48,495,424

177,644,264

160,293,369

244,369,913

189,392,550

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