Annual report 2025

TCM Group A/S, Skautrupvej 16, 7500 Holstebro, Denmark, CVR no. 37291269

Our purpose

We create better kitchen environments for the heart of your home

Our overall purpose is to create a better home life for everyone. Regardless of family constellations, housing type and financial situation.

We want to be a contributor to our customers' everyday happiness, and we do so by working together across teams and organisations, always with the customers in focus.

Tvis Køkken

Harmoni Eg

TCM Group

2

Annual report 2025

Performance Highlights

ESG

governance

Our business

At A Glance

Statements

Financial statements

management review

At a glance

Letter to our shareholders ..................................................................................... 05

About TCM Group ............................................................................................................. 07

OUR BRANDS ........................................................................................................................ 08

OUR BUSINESS MODEL ....................................................................................................... 14

Key figures and ratios ................................................................................................. 15

our business

Strategy .............................................................................................................................. 17

financial outlook 2026 ................................................................................................ 19

Danish production ......................................................................................................... 20

Risk management ............................................................................................................ 21

Performance Highlights

Financial and non-financial highlights .............................................................. 25

market overview ............................................................................................................. 26

Business and Financial Review ................................................................................. 27

ESG Statements

esg

ESG strategy and approach ...................................................................................... 31

Disclosure requirements and incorporation by reference ..................... 32

Double materiality assessment .............................................................................. 33

EnviroNment ..................................................................................................................... 34

Social ................................................................................................................................... 38

governance ....................................................................................................................... 42

Board of Directors ........................................................................................................ 45

Executive Management ................................................................................................. 46

SharEholder information

Shareholder information .......................................................................................... 50

financial statements

consolidated financial statements

Consolidated income statement ............................................................................. 54

Statement of comprehensive income .................................................................... 54

Consolidated balance sheet as AT 31 December .............................................. 55

Consolidated statement of changes in shareholders’ equity ................. 56

Consolidated cash flow statement ...................................................................... 57

notes to the consolidated financial statements .......................................... 58

Definitions ......................................................................................................................... 82

Parent company Financial statements

Statement of comprehensive income .................................................................... 84

Balance sheet as AT 31 December ............................................................................. 84

STATEMENT OF Changes in shareholders’ equity .............................................. 85

Cash flow statement .................................................................................................... 86

Notes to the parent Company financial statements ..................................... 86

statements

Management Statement on the annual report ................................................. 92

Independent auditor’s reports .............................................................................. 92

Svane Køkkenet

Notes Bronze

Front page photo

TCM Group

3

Annual report 2025

Performance Highlights

ESG

governance

Our business

At A Glance

Statements

Financial statements

At A Glance

Letter to our shareholders ................................................... 5

About TCM Group ........................................................................... 7

Our brands ...................................................................................... 8

OUR BUSINESS MODEL ..................................................................... 14

Key figures and ratios ............................................................... 15

Unik, Rose Sand

TCM Group

4

Annual report 2025

Performance Highlights

ESG

governance

Our business

At A Glance

Statements

Financial statements

Letter to our Shareholders

Building momentum in a gradually recovering market

2025 was a year of steady progress for TCM Group as we delivered solid financial results while executing on strategic priorities that position us for continued growth. Despite ongoing market uncertainties, we achieved revenue growth of 6%, reaching DKK 1,279 million, with organic* growth of 4%.

A year of measured recovery

The macroeconomic environment in 2025 showed signs of gradual improvement, with interest rates stabilising at lower levels and consumer confidence slowly rebuilding. Sales in the Danish housing market rose in 2025, but remained somewhat below the peaks seen before the pandemic. The B2C** segment did not fully provide the expected momentum throughout the year, as consumers were still reluctant to prioritise kitchen renovations and upgrades.

In the B2B segment, the picture was mixed. While the market for new builds continued to show tentative signs of recovery during the year, especially within the turnkey segment, activity levels in the project market remained modest and significantly below the historical norm.

In Norway, which represents approximately 19% of our business, we saw a stabilisation in market conditions from a low point, and TCM Group sales grew 9% organically, primarily through our main partner in Norway, Optimera, albeit the recovery remained uneven across segments.

Against this backdrop, TCM Group delivered total revenue of DKK 1,279 million in 2025, representing headline growth of 6% compared with 2024, while we achieved organic growth of 4%. Adjusted EBIT was DKK

98 million (2024: DKK 90 million), corresponding to a margin of 7.7% (2024: 7.5%), maintaining the improved profitability level established in 2024. The performance reflects our continued focus on operational efficiency, disciplined cost management and the gradual realisation of synergies from recent acquisitions.

In light of TCM’s solid financial performance and strong balance sheet, the Board of Directors will propose to the Annual General Meeting the distribution of an ordinary dividend of DKK 4.50 per share for 2025. This corresponds to a total distribution of DKK 46 million, consistent with the company’s dividend policy and commitment to providing attractive returns to shareholders.

Strategic acquisition strengthens digital presence

A key milestone in 2025 was the completion of our acquisition of the remaining 55% equity interest in Celebert ApS at year-end. This transaction gave TCM Group full ownership of one of the leading online kitchen retailers in our market, significantly enhancing our digital capabilities and omni-channel offering.

This acquisition is fully aligned with our strategic ambition to engage with consumers wherever they choose to interact with our brands.

Investment in production capabilities

In 2025, we made a major investment in a new automated lacquering facility, marking a significant advancement in our manufacturing capabilities. This state-of-the-art facility enables TCM Group to meet growing demand for lacquered kitchen products with superior quality, enhanced efficiency and an almost unlimited colour palette.

* Organic is exclusive of the impact of the acquisition of four retail stores and Celebert ApS.

** B2C comprises sales where the stores contract directly with the private end-customers. B2B comprises sales where the stores contract with professional customers, e.g. house builders and project developers.

Torben Paulin

CEO

Anders Skole-Sørensen

Chair

TCM Group

5

Annual report 2025

Performance Highlights

ESG

governance

Our business

At A Glance

Statements

Financial statements

The new lacquering facility strengthens our ability to respond to evolving customer preferences for personalised, high-quality cabinet finishes while improving production efficiency and reducing lead times. This investment underscores our commitment to operational excellence and our ability to adapt to changing market dynamics.

Progress in digital transformation Our multi-year ERP implementation project advanced significantly in 2025, remaining on track for Wave 1 go-live in the second quarter of 2026. This transformational initiative will modernise our ERP infrastructure and deliver an integrated platform that enhances operational efficiency, partner collaboration and customer service.

HIGHlights of the year

Revenue, DKK

1,279 m

(1,204)

Adjusted EBIT Margin

7.7 %

(7.5)

Market distribution

Denmark

80% (80)

Norway

19% (19)

Other countries

1% (1)

During 2025, we allocated substantial resources to system configuration, data migration and rigorous testing to ensure a smooth system transition. Extensive training and change management activities have prepared the organisation for implementation. Once operational, the new ERP system will provide real-time visibility across operations and establish a robust foundation for future digital initiatives.

AUBO integration delivering results The integration of AUBO Production A/S, acquired in 2023, continued to progress well during 2025. We achieved additional synergies in sourcing, production and go-to-market activities, further strengthening our position as a leading Nordic kitchen solutions provider. The AUBO brand continues to effectively complement our portfolio, serving distinct customer segments and contributing to overall growth.

Sustainability progress continues Sustainability is central to our long-term strategy and value creation. Since 2021, we have reduced Scope 1 and 2 CO 2 emissions by over 51%, ahead of our 2030 target, while continuing to tackle Scope 3 emissions through close collaboration with suppliers.

We have started to see the positive impact of our intensive focus on fostering a safety culture, with no work-related accidents resulting in absence from work in 2025.

Looking ahead to 2026 As we look to 2026, we remain cautiously optimistic, though still respectful of the difficult geopolitical environment in which our main markets find themselves. In spite of the geopolitical tensions, we see room for a gradual strengthening of consumer confidence and, consequently, continued moderate recovery in the B2C segment. The B2B project market, while still below historical levels, is likely to benefit to a limited degree from lower interest rates working their way through to increased housing construction activity.

During 2026, we will continue to prioritise the full integration of Celebert ApS into our operations, optimise the value of our newly commissioned lacquering facility, and commence the roll-out of our new ERP platform. These strategic initiatives, combined with our strong market positions and well-established brands, provide a solid foundation for sustained profitable growth.

For 2026, TCM expects full-year revenue in the range DKK 1,400-1,500 million and adjusted EBITA of DKK 120-140 million.

Gratitude and commitment We would like to express our sincere appreciation of our employees and partners for their dedication and professionalism throughout 2025. Their expertise, commitment and resilience have been instrumental in executing our strategy and delivering exceptional service to our customers.

Together, we create inspiring kitchen environments at the heart of our customers’ homes. Our ambition remains to be the preferred choice for kitchen solutions in our markets, delivering superior value to all stakeholders while upholding our commitments to quality, innovation and sustainability.

Thank you for your continued confidence in TCM Group.

Torben Paulin

CEO

Anders Skole-Sørensen

Chair

TCM Group

6

Annual report 2025

Performance Highlights

ESG

governance

Our business

At A Glance

Statements

Financial statements

About TCM Group

TCM Group is Scandinavia’s third-largest kitchen manufacturer, with headquarters in Denmark and selling through approximately 220 points of sale across Scandinavia. The majority of our business is concentrated in Denmark, with Norway the primary export market. The product offering includes kitchens, bathroom furniture and storage solutions.

Manufacturing is largely carried out in-house at four manufacturing sites located in Tvis and Aulum (in the western part of Denmark).

TCM Group pursues a multi-brand strategy in which the main brand is Svane Køkkenet and the other brands are Tvis Køkken, Nettoline, AUBO and private label. Combined, the brands cover the entire price spectrum. Products are mainly marketed through a network of franchise stores and independent kitchen retailers. In addition, TCM Group serves as a supplier of certain goods sold by Celebert, a business fully owned by TCM Group. Celebert operates primarily as an e-commerce business under the brands Kitchn.dk, Billigskabe.dk, Celebert and Just Wood, but also has three exhibition showrooms through which design services are provided and customer orders are processed.

TCM Group is listed on Nasdaq Copenhagen.

Dedicated Employees*

545

Number of brands

8

Svane Køkkenet

ARC1

* Headcount as of 31 December 2025.

TCM Group

7

Annual report 2025

Performance Highlights

ESG

governance

Our business

At A Glance

Statements

Financial statements

Denmark

norway

Sweden

Iceland

Faroe islands

OUR BRANDS

branded stores

As of 31 December 2025 (comprising Svane Køkkenet, Tvis Køkken, AUBO and Nettoline)

110

Danish stores Norwegian stores

28

9

Danish stores Norwegian store Icelandic store

22

1

1

Danish stores Norwegian stores Icelandic stores Faroese stores

27

Danish stores Norwegian shop- in-shop stores Icelandic stores Faroese stores

22

CELEBERT

online sales

Online sales primarily in Denmark

Store openings 2025

Total store openings

2

Nettoline

1

Tvis Køkken

Points of sAle across Scandinavia

220

GErmany

TCM Group

8

Annual report 2025

Performance Highlights

ESG

governance

Our business

At A Glance

Statements

Financial statements

Svane køkkeneT

From kitchen to Svane

Profile

Svane Køkkenet focuses on innovative kitchen architecture. The brand offers well-designed, carefully considered solutions for kitchens, bathrooms and wardrobes, delivered in high quality and manufactured in Denmark.

Target Audience Svane Køkkenet appeals to customers who expect more — not only from the final product, but from the entire process.

The Svane journey is a well-crafted and proven customer experience built around an in-home design consultation with sparring and a high level of professional expertise. An experience that rises above the ordinary from beginning to end.

DNA

Svane Køkkenet develops innovative, functional solutions and thoughtful design — in terms of both architecture and spatial planning — always with a strong focus on quality in both product and process.

Market position Svane Køkkenet is positioned in the upper mid-segment of the Danish kitchen market, focusing on innovative kitchen architecture and designs that challenge the standard.

Svane Køkkenet

ARC1, Notes Bronze

TCM Group

9

Annual report 2025

Performance Highlights

ESG

governance

Our business

At A Glance

Statements

Financial statements

TVIS KØKKEN

Respect for your home

Profile

Tvis Køkken views the kitchen as a long-term choice. It should align with the soul, style and history of the home, becoming an integral part of it for many years. The kitchen should preserve the character of the house while at the same time offering modern functionality.

Target Audience Tvis Køkken caters to customers seeking a long-term choice, fine craftsmanship, high quality and classic design — always with respect for your home.

DNA

Tvis Køkken aims to create a harmony between kitchen design and the home's architectural style and materials. Based on classic design, the focus is on adapting the kitchen to the home, not the other way around.

Market position Tvis is positioned in the upper part of the mid-market segment. The brand’s position has been strengthened through the development of new products in classic designs that complement the home’s style and history.

Tvis Køkken

MG50

TCM Group

10

Annual report 2025

Performance Highlights

ESG

governance

Our business

At A Glance

Statements

Financial statements

AUBO

Kitchens for connoisseurs

Profile

AUBO is an inspiring, relatable brand. We offer more quality for every krone by combining care and attention to detail with customer-tailored solutions.

Target audience AUBO caters to quality-focused customers who want a careful buying process and a personalised design at competitive prices.

DNA

Choosing AUBO means choosing more quality for your investment. More time for you. More care in every detail. A personal design at an attainable price.

Market position AUBO operates in the mid-market segment in both Denmark and Norway.

Aubo

Perfect Sense, Truffle Brown

TCM Group

11

Annual report 2025

Performance Highlights

ESG

governance

Our business

At A Glance

Statements

Financial statements

NETTOLINE

Profile

Nettoline manufactures kitchens, bathrooms and wardrobe solutions designed for everyday use — practical, functional and affordable. Delivered both as flat-pack and fully assembled.

Target Audience

Nettoline positions itself as the price-conscious alternative. We target the average consumer who wants functional solutions in solid quality — a kitchen that fits their needs and everyday life.

DNA

Nettoline is built on a strong tradition of solid quality at a reasonable price. Our goal is to make it possible for everyone to realise their kitchen dreams, regardless of budget. That’s why Nettoline offers solutions that are easy to choose, standardised to meet most needs — and quick to deliver.

Market position

Nettoline stand for solid quality at a reaonable price — a robust and functional choice for the price-conscious customer.

Nettoline

Trend, Sand

TCM Group

12

Annual report 2025

Performance Highlights

ESG

governance

Our business

At A Glance

Statements

Financial statements

CELEBERT

Target audience Billigskabe :

The DIY customer who installs themselves and doesn’t need showroom visits.

The price-driven buyer focused on the best deal and volume discounts.

The digital customer who wants to research, compare and purchase with just a few clicks.

Kitchn

The price-conscious customer who wants high value for money without paying for “brand and prestige”.

The knowledgeable customer who shops across kitchen retailers, DIY stores and online, choosing wherever “the package is best”.

The digital customer who wants to research, compare and purchase with just a few clicks.

Just Wood

The value-oriented buyer looking to get Nordic design and quality at a fair price.

The digitally oriented customer across all brands who expects a strong customer experience at a competitive price and fast delivery.

DNA

Celebert’s DNA is characterised by unified commerce – an integrated blend of online and physical channels.

Customer centricity – focus on advice, transparency and trust.

Efficiency and fast delivery – optimised processes from order to shipment.

A scalable business model – shared systems across brands.

Design and functionality – aesthetic solutions paired with usability.

Celebert

Just Wood

TCM Group

13

Annual report 2025

Performance Highlights

ESG

governance

Our business

At A Glance

Statements

Financial statements

Our brands

our business model

TCM Group is Scandinavia’s third-largest kitchen manufacturer, with headquarters and four production sites in Denmark and selling through approximately 220 points of sale across Scandinavia, including 110 branded stores.

Product development

All products are Danish-designed, rooted in a proud tradition of good quality and good craftmanship. TCM Group has in-house architects and a research and development centre, and relies on strong partnerships with external partners, designers and subject matter experts.

Sourcing

Our focus is a local supply chain, and more than 90% of our direct materials are sourced in Europe.

TCM development

TCM operations

consumers

We provide durable products that are built to last. It is our product strategy to ensure that the products that we offer contribute to a healthy indoor environment and can be upgraded and renewed to extend their life. We work with circular design principles to ensure that once our products can no longer be used in their current form, they can be recycled into new products.

Consumers

CUSTOMERS/SALES

We distribute most of our products to thousands of end- customers through a retail network comprising 220 points of sale across Scandinavia, including 110 branded stores. This network is owned and operated by independent retailers or large building material providers. Through close collaboration, we aim to deliver high-quality products and exceptional service to our end-customers.

Our retail network is a key pillar of our business, and the retailers act as the face of our brand, providing personalised advice, hands-on demonstrations and tailored solutions to meet diverse customer needs. Their expertise enables us to build long-lasting relationships with customers, making it easier to understand and respond to market demands.

Logistics

We rely on local distributors to ensure focus on end-to-end deliveries to the end-customer.

retail network

Production

Manufacturing is largely carried out in-house at our four manufacturing sites located in Denmark.

TCM Group

14

Annual report 2025

Performance Highlights

ESG

governance

Our business

At A Glance

Statements

Financial statements

Key figures and ratios

DKK’000

2025*

2024

2023**

2022

2021

Income statement

Revenue

1,279,197

1,203,783

1,084,126

1,111,030

1,073,490

Gross profit

290,474

255,406

215,800

228,615

248,241

Earnings before interest, tax,

depreciation and amortisation (EBITDA)

153,789

125,895

77,367

114,864

155,365

Adjusted EBITDA

135,839

125,895

85,271

121,342

154,674

Earnings before interest, tax

and amortisation (EBITA)

128,147

98,797

53,239

97,509

139,847

Adjusted EBITA

110,197

98,797

61,143

103,987

139,156

Operating profit before non-recurring items (Adjusted EBIT)

98,335

90,308

55,610

103,391

137,756

Operating profit (EBIT)

116,285

90,308

45,795

96,913

138,447

Financial items

-21,044

-26,598

-20,897

-8,809

-3,262

Profit before tax

93,895

69,443

27,092

89,401

135,738

Net profit for the year

77,770

57,675

21,522

70,492

110,709

Balance sheet

Total assets

1,381,274

1,206,544

1,200,873

970,227

907,321

Net working capital

7,001

-14,336

-13,160

-47,630

-81,649

Net interest-bearing debt (NIBD)

416,771

316,229

349,312

288,112

199,461

Equity

628,747

589,484

529,653

420,629

419,691

Cash Flow

Operating cash flow before acquisitions of operations

43,925

58,887

39,954

39,478

44,462

CapEx excl. acquisitions

16,464

20,983

21,621

22,696

29,168

Cash conversion, %

72.2

84.3

37.6

53.3

58.3

DKK’000

2025*

2024

2023**

2022

2021

Growth ratios

Revenue growth, %

6.3

11.0

-2,4

3.5

8.1

Gross profit growth, %

13.7

18.4

-5.6

-7.9

-7.4

Adjusted EBIT growth, %

8.9

62.4

-46.2

-24.9

-1.4

EBIT growth, %

28.8

97.2

-52.7

-30.0

2.8

Net profit growth, %

34.8

168.0

-69.5

-36.3

8.3

Margins

Gross margin, %

22.7

21.2

19.9

20.6

23.1

Adjusted EBITDA margin, %

10.6

10.5

7.9

10.9

14.4

Adjusted EBITA margin, %

8.6

8.2

5.6

9.4

13.0

Adjusted EBIT margin, %

7.7

7.5

5.1

9.3

12.9

EBIT margin, %

9.1

7.5

4.2

8.7

12.9

Other ratios

Solvency ratio, %

45.5

48.9

44.1

43.4

46.3

Leverage ratio

3.04

2.50

4.08

2.35

1.33

NWC ratio, %

0.5

-1.2

-1.5

-4.3

-7.6

CapEx ratio excl. acquisitions, %

1.3

1.7

2.0

2.0

2.7

Share information

Number of outstanding shares

10,331,741

10,440,587

10,438,638

9,067,294

9,174,073

Weighted average number of outstanding shares

10,349,205

10,440,012

9,767,408

9,074,847

9,584,933

Number of treasury shares

181,897

73,051

75,000

75,000

825,927

Earnings per share before dilution, DKK

7.51

5.52

2.20

7.77

11.55

Earnings per share after dilution, DKK

7.48

5.51

2.20

7.76

11.54

* Celebert ApS has been included in the consolidated figures as of 25 November 2025.

** AUBO Production A/S has been included in the consolidated figures as of 3 July 2023. See note 1 Accounting policies for further information. See page 82 for definitions of key figures and ratios.

TCM Group

15

Annual report 2025

Performance Highlights

ESG

governance

Our business

At A Glance

Statements

Financial statements

Our Business

Strategy ............................................................................................ 17

financial outlook 2026 .............................................................. 19

danish production ....................................................................... 20

risk management .......................................................................... 21

Bello, Scala

TCM Group

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Annual report 2025

Performance Highlights

ESG

governance

Our business

At A Glance

Statements

Financial statements

Strategy

While pursuing growth, our objective remains to be among the most profitable and cash- generative companies in the kitchen industry.

Strategy

TCM Group’s strategy is to deliver double-digit annual growth in the short to medium term across all brands, markets and channels. At the same time, we are committed to sustaining top tier profitability and robust cash flow. We aim to achieve this through economies of scale, optimisation of our production and supply chain set-up, and continued investment in modern manufacturing technologies.

In addition to organic growth, the Group actively monitors acquisition opportunities, primarily within Scandinavia. This approach resulted in the acquisition of AUBO Production A/S in 2023, which strengthened our growth strategy in Norway and significantly enhanced our footprint without creating channel conflicts with Svane Køkkenet or Nettoline. In 2025, we maintained our focus on integrating AUBO and delivering tangible synergies across sales, supply chain and administration.

On 25 November 2025, TCM Group A/S acquired the 55% of the shares in Celebert ApS not already owned, thereby turning Celebert into a wholly owned subsidiary. The acquisition supports TCM Group’s strategy of strengthening its position in the fast-growing online sales channel.

Group

To sharpen the differentiated positioning of our brands and remain the customer’s first choice for the heart of the home, we will continue to develop new, compelling and sustainable kitchen, bath and storage solutions with advanced design, functionality and quality.

In support of our growth ambitions across all brands and markets, we are investing in flexible capacity at our four factories, and in initiatives aligned with our long-term growth trajectory. We will further digitalise processes across our supply chain, administrative functions and retail network, thereby strengthening and continuously improving the full value chain.

Across all activities, we are committed to acting responsibly with respect to people, planet and products. Please refer to the separate ESG section for further details on our strategic targets and initiatives.

CASE: From Kitchen to Svane

The repositioning of Svane Køkkenet marks a strategic shift in how we present and communicate the brand. Anchored in a new brand platform, it strengthens our position as the conscious choice for kitchen buyers, primarily in Denmark, but with a growing presence in Norway. Our focus has moved from individual products to a narrative emphasising aesthetics, architectural perspective and professional expertise, making

innovative design and advisory skills a visible part of the customer experience.

Svane Køkkenet has long enjoyed prominence in the minds of consumers. Through our latest product launches and recent brand development, we have clarified who we are and what we stand for. A sharper identity and more focused brand expression now enhance recognition and relevance within the market and the organisation.

TCM Group

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Annual report 2025

Performance Highlights

ESG

governance

Our business

At A Glance

Statements

Financial statements

Strategy

Group |  |  |  |  |
Brands |  |  |  |  | Celebert / Private label online / SHop-in-shopS
Strategy | SVANE KØKKENET The Svane Køkkenet branded store network is fully established in Denmark; however, there remains scope to grow market share within both the B2C and B2B segments. In recent years, we have prioritised the B2B segment to further increase market share as a driver of revenue and earnings. The B2B segment operates on a different cycle than B2C, typically with a longer pipeline. Amid expectations of a B2B downturn due to macroeconomic conditions, in the second half of 2023 we decided, together with our franchise partners, to increase our focus on B2C, supported by investment in showroom upgrades and training of our sales force. This shift proved effective, resulting in double-digit B2C growth in 2024. However, the development in 2025 did not fully meet our expectations, and intensified efforts will be required in 2026. In Norway, our mid- to long-term target is to open an additional 8-12 stores, creating a network of 15-20 stores. Store openings have been on hold since 2023 due to the economic slowdown. By the end of 2025, one partly owned store was divested to a new local owner. We are resuming growth plans for Svane Køkkenet in Norway in preparation for the expected recovery of the kitchen market. | TVIS KØKKEN Tvis Køkken has opened and relocated several stores in recent years, though a small number of gaps remain in the geographic coverage in Denmark. We will continue to build market share and brand awareness in line with the development of the store network. The rebranding and store investments have delivered strong results in 2024 and 2025, with double-digit growth in B2C sales. | AUBO AUBO is sold through single- brand stores in Denmark and dedicated shops-in-shops in Norway operated by the leading building materials distributor, Optimera. In Norway, the focus is on increasing like-for-like sales across both B2B and B2C, as only a few coverage gaps remain. In September 2025, TCM Group completed the acquisition of the AUBO retail store in Esbjerg, and we are planning for revitalisation and future divestment via new local ownership. | NETTOLINE Nettoline is sold through single-brand stores in Denmark and multi-brand stores in Norway. In both markets, there is room for additional stores to support brand awareness and revenue growth. In September 2025, we completed the acquisition of the Nettoline retail store in Kolding, and we are planning for revitalisation and future divestment via new local ownership. Cooperation with private-label clients will continue at the same level as in recent years. | E-COMMERCE Newly acquired Celebert’s online activities through Kitchn.dk, Billigskabe.dk and Just Wood are expected to continue, increasing our share of the kitchen market in Denmark. We see significant potential for further growth in this particular segment in the coming years.
Products | Kitchens, bathroom fixtures, utility room fixtures and sliding door cabinets | Kitchens, bathroom fixtures, utility room fixtures and sliding door cabinets | Kitchens, bathroom fixtures, utility room fixtures and sliding door cabinets | Kitchens, bathroom fixtures, utility room fixtures and sliding door cabinets | Kitchens, bathroom fixtures, utility room fixtures and sliding door cabinets

Supply chain digitalising

Act responsibly

Efficiencies of scale

Growth in all brands

TCM Group

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Annual report 2025

Performance Highlights

ESG

governance

Our business

At A Glance

Statements

Financial statements

Financial outlook 2026

Looking ahead to 2026, we believe there is a good reason to expect moderately positive development in the markets in which TCM Group operates. Consumer confidence appears to be gradually improving, albeit from a very low level, and sales in the housing sector remain strong, although consumers continue to be wary of making big investments and thus only modest growth is expected in the B2C segment of the kitchen market. The B2B market is showing some signs of improving, but will most likely stay well below historical levels. The market for larger building projects is expected to benefit from lower interest rates feeding through to increased housing construction activity.

In 2026, we will fully integrate Celebert ApS into our operations, maximise the value of our new lacquering facility and initiate the roll-out of our new ERP platform. Together with our strong market positions and proven brands, we believe the 2026 initiatives will position TCM Group well for continued profitable growth.

Our priorities for 2026 include gaining further market share in the B2C segment and in the B2B2C elements of the B2B segment, driving ongoing operational efficiencies across our factories, and sustaining our leadership in sustainability. We will remain agile and responsive to market developments while staying true to our long term strategic direction.

Based on the above we expect the following key figures for full-year 2026:

Nettoline

Vione

TCM Group estimates revenue for the

financial year 2026 to be in THE rangE

DKK 1,400-1,500 million

Adjusted EBITA* for 2026 is estimated to be in the range

DKK 120-140 million

* EBITA excluding non-recurring items.

Forward looking statements

This Annual Report contains statements relating to the future, including statements regarding TCM Group’s future operating results, financial position, cash flows, business strategy and plans. The statements are based on Management’s reasonable expectations and forecasts at the time of publication of the report. Any such statements are subject to risks and uncertainties, and a number of different factors, many of which are beyond TCM Group’s control, could mean that actual performance and results differ significantly from the expectations expressed in the report. Such factors include, but are not limited to, general economic and commercial factors, including market and competitive matters, supplier issues and financial issues.

TCM Group has decided to guide on adjusted EBITA going forward, as we believe this figure better reflects the underlying profitability of the business.

Performance Highlights

ESG

governance

Our business

At A Glance

19

Annual report 2025

TCM Group

Statements

Financial statements

danish production

Aulum site 3

Aulum site 4

Tvis site 2

Tvis site 1

production sites

TCM Group’s production sites are located in Tvis and Aulum, with two factories in each town.

Products produced in denmark

Own factories ensure that we can offer customised kitchens with a wide selection of designs, colours and functions.

Fronts

Worktops

Cabinets

Storage solutions

Co 2 intensity per produced unit*

2.5 kg

recycled content in chipboards used in production

19,856 tons

* Produced unit (no. of cabinets and metres of worktops) / scope 1 and 2.

TCM Group

20

Annual report 2025

Performance Highlights

ESG

governance

Our business

At A Glance

Statements

Financial statements

risk management

Risk management is an integral part of the management process at TCM Group. The objective is to limit uncertainties and risks with respect to the defined financial targets and strategic objectives for the Group.

Management performs a yearly assessment of business risks. A follow-up process has been established with the purpose of describing and evaluating a variety of business risks within the Group and implementing procedures to ensure risk mitigation. This assessment is discussed and evaluated by the Board of Directors once a year.

Besides this yearly assessment, the Board of Directors and the Executive Management have a continuous dialogue regarding significant risks with potential material impact on the Group.

The risk management, including internal controls in the financial reporting process, is designed to effectively minimise the risk of errors and omissions in the financial reporting.

The Executive Management is responsible for ensuring that risks are continuously identified, evaluated and mitigated in order to reduce the economic impact and/or likelihood of risks being realised.

In the following pages, we describe the main identified business and financial risks as well as the related actions taken within the individual risk areas.

Svane Køkkenet

Snedker Raw Deco, Rosa

TCM Group

21

Annual report 2025

Performance Highlights

ESG

governance

Our business

At A Glance

Statements

Financial statements

Business Risks

Risk area | Description | Management
Market risks | The Group is exposed to general macroeconomic trends and fluctuations. Specifically, developments in the Danish and Norwegian housing markets are an important factor for the Group’s revenue and financial position. | The vast majority of the Group’s products are made to order, which, combined with a high degree of flexibility in the workforce, means that the Group can respond quickly to changes in market demand.
Reputational risks | The Group regards the Svane Køkkenet, Tvis Køkken, Nettoline, AUBO, Celebert, Kitchn, Just Wood and Billigskabe brands as some of its most valuable assets. The reputation of these brands plays a crucial role in their attractiveness and appeal to customers. Consequently, maintaining and enhancing the Group’s brand reputation is essential for sustaining and growing revenue and profitability. | The Group monitors customer satisfaction at brand and store level, and takes appropriate action when the targeted levels are not met. This, combined with high standards for quality and delivery performance, is Management’s proactive means to protect the brand reputation. Brands, trademarks and relevant design rights are registered in the main markets in which the Group’s products are sold.
Customer risks | The Group is exposed to the risk of losing customers, for example due to financial difficulties or preference for other brands. | The Group’s customer risks relate primarily to developments in sales at our 110 branded stores. The debtor risk related to the stores represents the main financial risk and is closely monitored to mitigate the risk of losses, primarily by requiring appropriate collateral for current trading balances.
Raw material purchasing risks | Access to sustainable sources of raw materials is essential. The Group relies on raw materials such as wood, steel, aluminium and plastics. Fluctuations in the cost of components (e.g. drawer systems, handles, hinges and basins) and goods for resale (e.g. appliances) are primarily driven by changes in raw material prices and the competitive landscape. Disruptions in the supply of raw materials and components can lead to delays in the production and delivery of finished goods, potentially resulting in increased costs, lost revenue and dissatisfied customers. | The Group aims to maintain multiple suppliers for each raw material and component category to improve commercial terms and ensure reliable supplies. Measures such as efficiency improvements, revised product specifications and sales price adjustments help mitigate the impact of rising raw material and component costs.
Production risks | The Group is exposed to the risk of not being able to fulfil customer orders, for example due to fire, machine failure or lack of personnel. | Fire prevention is a Management priority and is conducted in collaboration with our insurance company. Our maintenance department, in partnership with external experts, performs essential machine maintenance and repairs. In recent years, we have carried out extensive maintenance and upgrades on critical production lines, extending their useful life by several years. Additionally, we maintain a constructive relationship with our production employees, supported by multi-year collective wage negotiation agreements.
CYBER Risks | The Group relies on IT systems in its day-to-day operations. Disruptions or faults in critical production systems have a direct negative impact. Errors in the handling of financial systems can affect the company’s financial reporting. | The Group has its own ERP system, which is regularly maintained and updated. IT security is a top priority, and the Group continues to invest in enhanced security measures, supported by collaboration with external experts, to ensure a level of security appropriate for the Group. In addition, mandatory and ongoing training programmes are implemented to strengthen employee awareness and compliance with information security requirements.
Risks related to pollution and occupational health | The Group’s manufacturing activities at its four production sites expose employees to workplace hazards, and waste generated during production processes has the potential to harm the environment. | Optimising occupational health conditions and preventing both internal and external contamination are key focus areas at TCM Group’s production sites. The Group has implemented a registration system for occupational accidents and near-miss incidents, emphasising the prevention of future occurrences. An occupational health organisation, comprising Management and employee representatives, has been established and operates effectively. The Group is insured against significant damage to property, plant and equipment, and maintains close dialogue with authorities and insurance providers to further enhance risk mitigation efforts related to fire, pollution and other hazards.

TCM Group

22

Annual report 2025

Performance Highlights

ESG

governance

Our business

At A Glance

Statements

Financial statements

Financial Risks

Risk area | Description | Management
Liquidity risks | Liquidity risks pertain to the Group's ability to provide the necessary liquidity to secure a capital structure that supports long-term profitable growth. | The Board of Directors continuously assesses whether the Group’s capital structure is in line with the interests of the Group and its stakeholders. The Group’s financial risks are managed centrally, as is the Group’s liquidity management, including cash requirement and placement of excess liquidity. It is Management’s assessment that the current capital structure provides the necessary flexibility to accelerate and support the Group’s future strategy.
Credit risks | Credit risks refer to potential losses arising from the Group’s customers or counterparties in financial contracts failing to meet their payment obligations. | The Group’s customer base primarily consists of professional clients. Credit management and payment terms are carefully monitored for each customer segment. The Group extends credit to franchisees and dealers, its primary customers, who generally operate on short payment terms, thereby minimising overall exposure. Regular credit assessments are conducted for customers with recurring purchases. Additionally, the Group utilises bank guarantees, credit insurance and other forms of collateral tailored to different markets and customer categories.
Currency risks | Transaction exposure occurs when sales and costs are in different currencies. Exchange rate fluctuations may have an impact on the Group’s earnings and valuation of assets. | The Group operates with a relatively low risk profile with regard to currency fluctuations. The Group does not purchase significant amounts of raw materials outside the eurozone. Invoicing of sales is charged in DKK and NOK. In terms of invoicing sales in NOK, the Group applies a hedging strategy to limit the impact of currency fluctuations for up to six months ahead.
Interest rate risks | The Group is exposed to the risk of increases in the interest rate, which may have an impact on the Group's earnings. | The Group manages interest rate risks by applying a mix of bank loans and mortgage loans. It is Group policy to fully or partially hedge interest rate risks on loans if the risk is material. An interest rate increase of 1% will have a negative impact on the Group’s profit of around DKK 2.8 million.

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23

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Performance Highlights

ESG

governance

Our business

At A Glance

Statements

Financial statements

PERFORMANCE highlights

Financial and non-financial highlights ............................ 25

market overview ........................................................................... 26

Business and financial Review ............................................... 27

Trend, Varm Grå

Our business

At A Glance

24

Performance Highlights

ESG

governance

Statements

Financial statements

TCM Group

Annual report 2025

Financial and non-financial highlights

Financial

Revenue, DKK

1,279 m

(1,204)

Adjusted EBIT, DKK

98 m

(90)

Leverage Ratio (31 December)

3.04

(2.50)

NWC ratio (31 December)

0.5 %

(-1.2)

Non-Financial

AVERAGE NO. of EMPLOYEES (FTE)

498

(460)

36% (34)

Women

64% (66)

Men

Co 2 emissions reductioN 2025 (scope 1 and 2)

51 %

compared with baseline year (2021)

Committed to SBTI

TCM Group

25

Annual report 2025

Performance Highlights

ESG

governance

Our business

At A Glance

Statements

Financial statements

market overview

The overall level of the Danish and Norwegian kitchen markets naturally impacts TCM Group. In 2025, the market for residential construction started to recover in both Denmark and Norway, and residential property sales in both countries also continued to recover.

Residential CONSTRUCTION recovering 1

Residential construction activity recovered in both Denmark and Norway in 2025 following the sharp market correction experienced after the peak in 2022 and the subsequent slowdown in 2023. After stabilising in 2024, activity strengthened as financing conditions improved and market confidence returned, while the impact of higher interest rates and construction costs gradually eased. In Denmark, construction activity has moved back onto a growth path following the exceptionally high activity during and immediately after the pandemic. In Norway, improving financing conditions and strengthening demand for new-built homes have supported a gradual recovery.

Looking ahead, residential construction activity in both markets is expected to continue to improve in 2026 as economic conditions normalise and monetary policy becomes more supportive. This is expected to underpin a continued recovery in underlying demand for kitchens, with activity levels moving closer to long-term average levels, although remaining below previous peak levels.

Housing sales continue to recover 2

The Danish housing market continued its recovery in 2025, driven primarily by increased activity in single- family homes, while apartment sales also showed solid development. The recovery reflects improving market sentiment and greater stability in financing conditions.

Higher transaction activity is generally supportive of kitchen demand, as home purchases are typically followed by renovation and upgrading activities. In Norway, housing market activity also showed signs of improvement after a weak start to the year, supporting more balanced development across TCM Group’s core markets. Overall, the continued recovery in housing sales means more stable demand for kitchens, despite residential construction activity remaining below historical levels.

TVIS Køkken

Harmoni Color, Kanvas

Residential construction activity 2020-2025F (index 2020)

Source: Euroconstruct and internal analysis. Note: Residential construction activity includes both residential new builds and residential renovations.

Residential property sales 2020-2025 (index 2020)

Source: Boligsiden and Eiendom Norge. Note: Residential property sales in Denmark and Norway do not include holiday homes.

1. Source: Euroconstruct and internal analysis. 2. Source: Boligsiden and Eiendom Norge.

TCM Group

26

Annual report 2025

Performance Highlights

ESG

governance

Our business

At A Glance

Statements

Financial statements

Business and Financial Review

In 2025, TCM Group delivered results that showed both strategic progress and operational discipline, proving its ability to navigate in a challenging Nordic kitchen market that continued to experience restrained activity, particularly within the B2B project segment.

The Group achieved revenue growth of 6.3%, reaching DKK 1,279 million (2024: DKK 1,204 million). The increase was driven mainly by organic growth, fairly evenly split between the B2C and B2B segments (e.g. turnkey housing).

Commercial and Market Development

The Danish market remains the cornerstone of TCM Group’s commercial performance. Revenue in Denmark grew to DKK 1,025 million, a 5.8% increase, reflected in growth in both the B2B and B2C segments. Organic growth in Denmark reached 2.7%, underscoring the Group’s ability to maintain momentum through brand strength and a well-functioning retail network.

International markets contributed a combined DKK 254 million in revenue. Norway, our largest international market, faced continued challenges, including an economic slowdown that affected consumer confidence and demand for home improvement products. Despite these headwinds, the TCM brands delivered organic revenue growth of 8.2% internationally.

In total, the Group maintained its branded store network at 110 locations, acquiring four existing retail stores during the year and making strategic investments in its retail presence – particularly within Nettoline and Tvis Denmark. This expansion is expected to strengthen market penetration and support long-term revenue growth. The four acquired stores are targeted for divestment and transfer to local ownership during 2026.

Effective November 2025, TCM Group acquired the remaining 55% stake in the online retailer Celebert ApS, in which it had held a 45% non-controlling stake since 2021. Celebert ApS is a well-established online retailer of kitchens, bathroom interiors, wardrobes and white goods. Since it was founded in 2007, Celebert has been a pioneer in the Danish online kitchen market.

Gross Margin and Production

The Group delivered gross profit of DKK 290 million and a gross margin of 22.7%, an improvement on 2024 (21.2%). The gross margin improvement was driven by the shift in sales mix towards the core business, which typically carries higher margins.

However, the year was not without operational challenges. Bottlenecks in production continued, due in particular to high demand for lacquered products. As a result, overtime-related production costs and external sourcing costs were high, temporarily pressuring margins. Implementation of a new lacquering facility was completed in the third quarter, which increased capacity, reduced external dependency and will strengthen cost efficiency in the operations going forward.

Operating Expenses and Other Income

Operating expenses reached DKK 206.7 million, up from DKK 184.5 million in 2024. Most of this increase stemmed from the temporary inclusion of four retail stores and full consolidation of Celebert from November 2025. Excluding this, underlying operating expenses remained largely flat.

Other income increased to DKK 10.1 million (2024: DKK 9.5 million) and includes income from salary subsidies and reimbursements, as well as certain types of marketing subsidy.

Revenue (DKKm)

Reported revenue growth

6.3 %

Adjusted Ebit (DKKM)

Adjusted EBIT margin

7.7 %

TCM Group

27

Annual report 2025

Performance Highlights

ESG

governance

Our business

At A Glance

Statements

Financial statements

Adjustment of contingent payment obligation

The contingent payment obligation relating to the acquisition of AUBO Production A/S was adjusted in 2025, resulting in an income of DKK 4.5 million (DKK 9.5 million). The outstanding contingent payment obligation is based on certain sales performance targets for the years 2026 and 2027.

Earnings Performance

Adjusted EBITDA rose to DKK 135.8 million, up from DKK 125.9 million in 2024, corresponding to a margin of 10.6% in 2025. This improvement was driven by enhanced gross margins and strong cost control.

Adjusted EBITA rose to DKK 110.2 million, up from DKK 98.8 million in 2024, corresponding to a margin of 8.6% in 2025.

Adjusted EBIT rose to DKK 98.3 million, up from DKK 90.3 million in 2024, highlighting the Group’s successful operational execution.

Earnings Performance in relation to recent financial outlook

Reported revenue of DKK 1,279 million was at the high end of the most recent financial outlook of DKK 1,260- 1,280 million.

Adjusted EBIT of DKK 98.3 million was at the high end of the most recent financial outlook of DKK 93-100 million.

Non-recurring items

Non-recurring items amounted to DKK 18.0 million and relate to the acquisition of the remaining 55% of the shares in Celebert ApS on 25 November 2025. A net income of DKK 20.3 million was recognised as a revaluation of TCM Group’s original 45% stake in Celebert ApS, representing the difference between the book value of the investment as of 25 November and the fair value, based on the purchase price for the remaining 55%.

On the negative side, transaction costs of DKK 2.3 million relating to the acquisition were included in non- recurring items.

EBIT (non adjusted) thus ended at DKK 116.3 million, compared to DKK 90.3 million in 2024.

Net financial items

Net financial items amounted to DKK -21.0 million, compared to DKK -26.6 million in 2024, with the main driver of the improvement being lower interest rates and foreign exchange gains of DKK 0.2 million in 2025 compared to foreign exchange losses of DKK 2.4 million in 2024.

Tax and net profit

Tax for the year amounted to DKK 16.1 million (2024: DKK 11.8 million), with an effective tax rate of 17.2%. Net profit increased to DKK 77.8 million (2024: DKK 57.7 million).

Cash Flow and Working Capital

Free cash flow (excluding acquisitions) reached DKK 43.9 million, a decrease of 25.4% compared with 2024. Operating profitability strengthened cash flow, although this was offset by a negative working capital impact of DKK 24.6 million.

Net working capital amounted to DKK 7.0 million compared to DKK -14.3 million in 2024.

Inventory levels increased by 14% to DKK 102 million, of which DKK 5 million related to the acquisitions of four existing retail stores and the full consolidation of Celebert ApS.

Trade and other receivables increased significantly to DKK 127.3 million (2024: DKK 87.9 million), primarily

AUBO

Sembra Intense Brown

non-recurring items

Non-recurring items, DKKm

2025

2024

Transaction costs related to business combinations

2.3

0.0

Fair value adjustment of TCM Group’s 45% stake in Celebert ApS

(20.3)

0.0

Total

(18.0)

0.0

TCM Group

28

Annual report 2025

Performance Highlights

ESG

governance

Our business

At A Glance

Statements

Financial statements

Net working capital (dkkm)

The Board of Directors recommends an ordinary dividend of DKK 4.50 per share.

NWC ratio (%)

0.5

Leverage ratio

3.04

due to a temporary increase in payment terms for some big accounts at the turn of the year. The payment terms have been normalised at the beginning of 2026. In addition, the acquisition of four existing retail stores and Celebert ApS also pushed up receivables.

Operating liabilities increased to DKK 225.6 million (2024: DKK 198.2 million), primarily due to higher trade payables and other payables following the acquisition of four existing retail stores and Celebert ApS, and improved accounts payable management.

Investments

Investments in property, plant and equipment amounted to DKK 16.5 million (2024: DKK 21.0 million) and mainly related to the investment in the new lacquering facility as well as various other minor modernisations within the factories.

Investments in intangible assets amounted to DKK 34.3 million (2024: DKK 28.3 million) and related to the new Group-wide ERP platform, with the first wave expected to be rolled out in the first half of 2026.

Acquisition of entities

During the year, the Group acquired four existing retail stores for a total investment of DKK 2.7 million, with the sole intention of divesting all four as soon as suitable partners have been identified.

On 25 November 2025, the Group acquired the remaining 55% of the shares in Celebert ApS. The net purchase price amounted to DKK 80 million.

Net interest-bearing debt

Net interest-bearing debt totalled DKK 416.8 million at the end of 2025 (2024: DKK 316.2 million), with the increase attributable to the investment in Celebert ApS and a high investment level. The leverage ratio increased to 3.04 (2024: 2.50) due to the investment in Celebert ApS very late in the year and remains well within the covenants agreed upon in the financing agreements.

Equity – solvency ratio

Equity at the end of 2025 amounted to DKK 628.7 million (2024: DKK 589.5 million). The increase in equity of DKK 39.3 million during 2025 reflects the net result for the year offset by a dividend distribution of DKK 31.0 million and purchase of treasury shares of DKK 8.3 million.

The Board of Directors will propose to the Annual General Meeting an ordinary dividend of DKK 4.50 per share. Excluding treasury shares, this corresponds to DKK 46 million.

The solvency ratio was 45.5% at the end of 2025 (2024: 48.9%).

People, Innovation and Sustainability

Throughout 2025, TCM Group continued investing in product development and innovation. Investment in increased colouring capacity and new product launches, including the Notes Bronze under Svane Køkkenet, strengthened the Group’s competitive offering and supported differentiation across the brand portfolio.

TCM Group maintained a strong focus on reducing work-related accidents, and we are pleased to report solid progress. For the first time, no workplace accidents resulted in absence from work during the year.

The Group’s average workforce increased to 498 employees, with year-end staffing at 545.

Sustainability remained a central focus area. During the year, the Group continued to increase the transparency of scope 3 emissions, establishing a foundation for setting long-term reduction targets aligned with the Science Based Targets initiative (SBTi). Scope 1 and 2 emissions increased as a result of expanded organisational boundaries.

Events After the Balance Sheet Date

No material events occurred after the balance sheet date that affect the Group’s financial or operational standing.

TCM Group

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Annual report 2025

Performance Highlights

ESG

governance

Our business

At A Glance

Statements

Financial statements

ESG

ESG strategy and Approach....................................................................31

Disclosure requirements and incorporation by reference....32

Double materiality ASSESsMENT...........................................................33

Environment..................................................................................................34

Social................................................................................................................38

Governance....................................................................................................42

Board of directors.....................................................................................45

Executive management..............................................................................46

READER's GUIDE

NON-FINANCIAL DISCLOSURE REQUIREMENTS AS PER THE DANISH FINANCIAL STATEMENTs ACT*

Topic Page Reference

Section 99b

Business model8-15

Content of policies for sustainability, systems and due diligence processes results and KPIs:

ESG strategy and approach31

Environment34-37

Social38-41

Supplier management and anti-corruption 44, 47

Section 107D

Target figures for the management body 43, 47

Policy for promoting underrepresented gender and diversity at management level38-41

Section 99D

Data ethics44

* Covers TCM Group and all its subsidiaries.

S12 Raw, S19 Sandkorn

TCM Group

30

Annual report 2025

Performance Highlights

ESG

governance

Our business

At A Glance

Statements

Financial statements

ESG strategy and Approach

Our ESG strategy supports long-term value creation by embedding sustainability across all aspects of TCM Group’s business. Anchored in our core values and brands, and guided by the UN Sustainable Development Goals, the strategy integrates sustainability throughout the value chain – from sourcing and production to after-sales and service – enabling TCM to manage risks, capture opportunities and strengthen its competitive position.

The strategy outlines transformative targets to guide decisions and actions within three priority areas:

• Climate• Sustainable work life• Governance

These priority areas reflect where TCM can create the greatest positive impact while effectively managing ESG-related risks and regulatory expectations. Through a structured and systematic approach, we aim to enhance operational resilience, support sustainable growth and strengthen relationships with customers, employees, business partners and investors.

TCM Group is a signatory to the UN Global Compact and adheres to its Ten Principles on human rights, labour, the environment and anti-corruption. Following the Omnibus process, the Group no longer falls within the scope of the Corporate Sustainability Reporting Directive (CSRD). Although CSRD reporting is no longer required, the insights, data structures and methodologies developed during the preparation process have informed the Group’s approach to the Voluntary Sustainability Reporting Standard for SMEs (VSME) and continue to support its ESG governance, risk management and reporting practices.

EnviroNment E | Social S | Governance G
Climate | sustainable work life | Governance
Approach |  |
Reduce carbon footprint of own production and value chain following SBTi guidelines Minimise and optimise resources Base new design on circular design principles | A safe and secure work environment that enhances personal development Flexibility to support a clear balance between individuals, teams and organisation Diversity and social commitment | Promote and enable responsible business conduct Conduct proper due diligence of suppliers and partners
Focus |  |
SBTi-approved target for reduction of scope 3 emissions | Safety culture: 0 accidents/1,000,000 working hours (LTIF) Gender equality Attraction of talent | Continuous development of the ESG policy framework and its integration into business operations and partnerships Further integration of ESG risks and opportunities into TCM's risk management framework
Guiding principles |  |
§99b UN Global Compact VSME B3-B7, C3-C4 / ESRS E1 | §99b UN Global Compact VMSE B8-B10, C5-C7 / ESRS S1 | §99b, §107d UN Global Compact VSME B11, C8-C9 / ESRS G1

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Performance Highlights

ESG

governance

Our business

At A Glance

Statements

Financial statements

Disclosure requirements and incorporation by reference

The following table lists all the disclosure requirements of the Voluntary Sustainability Reporting Standard for SMEs (VSME) that have guided the preparation of our ESG statement. The table can be used to navigate to information relating to a specific disclosure requirement in the ESG statement.

Disclosure requirements |  |
General disclosures |  |
|  | page
B1 | Basis for preparation and other undertaking's general information | 15, 31-32, 48, 51
B2 | Practices, policies and future initiatives for transitioning towards a more sustainable economy | 31 - 48
C1 | Strategy: Business model and sustainability-related initiatives | 8-14, 17-20
C2 | Description of practices, policies and future initiatives for transitioning towards a more sustainable economy | 31 - 48

Environment E |  |
B3 | Energy and greenhouse gas emissions | 34-37
C3 | GHG reduction targets and climate transition | 34, 36-37
C4 | Climate risks | 34
B4 | Pollution of air, water and soil | Not applicable
B5 | Biodiversity | Not material
B6 | Water | 37
B7 | Resource use, circular economy and waste management | 35, 37

SSocial |  | page
B8 | Workforce – General characteristics | 40
C5 | Additional (general) workforce characteristics | 40
B9 | Workforce – Health and safety | 38-39, 41
B10 | Workforce – Remuneration, collective bargaining and training | 39-40
C6 | Additional own workforce information - Human rights policies and processes | 38, 41
C7 | Severe negative human rights incidents | 41

Ggovernance |  |
B11 | Convictions and fines for corruption and bribery | 47
C8 | Revenues from certain activities and exclusion from EU reference benchmarks | Not applicable
C9 | Gender diversity ratio in the governance body | 47

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governance

Our business

At A Glance

Statements

Financial statements

2

4

1

3

5

6

High / 5.0

High / 5.0

3.5

Financial materiality

impact materiality

Double materiality

assessment

TCM Group's double materiality assessment (DMA)process evaluates how ESG factors affect TCM’s financial performance (outside-in) and how TCM’s operations impact society and the environment (inside-out), inspired by with CSRD and ESRS guidelines. It supports our ESG management system by balancing sustainability priorities with business objectives, driving continuous improvement and tracking progress across the Group.

key steps in the process

Establishment of a working group: This is led by management and the ESG Steering Committee, with ongoing guidance from external sustainability consultants.

Topic identification: A longlist of ESG topics was developed through research, benchmarking, internal surveys and documentation.

Stakeholder engagement: Key stakeholders – including customers, employees, the Board, brands, investors, suppliers and experts – were consulted through workshops, questionnaires and interviews. Their feedback helped to refine and qualify the ESG topics.

Materiality assessment: Topics were rated on impact, scale, scope, irremediability and likelihood. Scores were averaged and topics scoring 3.5 or higher were considered material, meaning they are significant to stakeholders or have substantial societal, environmental or financial implications.

Review and approval: The outcome and conclusion of the DMA were approved by TCM Group's Executive Management and the Audit Committee.

assessment of topics

The topics represent risks as well as opportunities for TCM Group. The impact of fluctuating energy prices is an obvious risk, as is the use of materials/items that are hard to replace with better alternatives. Working with machinery, etc. always entails a risk of work-related accidents.

We see an opportunity in circularity, as we are already using materials with a high degree of recycled content. We also see an opportunity in continuing our work with diversity. There are no identified material sustainability-related risks besides those related to impacts.

Important topics such as waste, corruption, bribery and protection of whistleblowers do not feature as material topics in TCM’s DMA due to the low likelihood of incidents occurring thanks to mitigating actions taken by TCM to address these topics. These topics are considered of ongoing importance by TCM and will be continuously monitored to ensure that the processes in place are working. Based on current knowledge and methodology, the topic of biodiversity and ecosystems is not considered material given our value chain, geographical presence and use of raw materials. The materiality of these topics will be re-evaluated each year.

material topics

Overview of TCM Group's material topics identified through our double materiality assessment

1 Climate impact

2 Health and safety

3Diversity

4 Energy use and efficiency

5 Circularity

6 Corporate culture

Watchlist

Biodiversity and ecosystems

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Annual report 2025

Performance Highlights

ESG

governance

Our business

At A Glance

Statements

Financial statements

Environment

We take pride in the fact that all our products are designed and primarily manufactured in Denmark. Good craftsmanship is at the core of our production, complemented by a focus on quality and innovation. We recognise that operations carry environmental and climate-related risks and are committed to continuously reducing our climate impact, minimising production waste and increasing our recycling rate. TCM actively monitors and manages these risks to mitigate environmental impacts and enhance business resilience.

Emissions

TCM Group has been committed to the Science Based Targets initiative (SBTi) since 2023. The Group has pledged to reduce its scope 1 and 2 emissions by 42% by 2030, using 2021 as the baseline year. In doing so, TCM Group is following a decarbonisation trajectory consistent with limiting the global temperature rise to 1.5°C above pre-industrial levels, in line with the goals

of the Paris Agreement. Furthermore, TCM has committed to monitoring and reducing its scope 3 emissions, which have been mapped using 2023 as the baseline year. In 2025, our focus was on improving data validity and increasing the share of activity-based data, resulting in a better understanding of our scope 3 emissions. Going forward, we will continue to monitor these emissions and establish reduction targets to be approved by the SBTi.

TCM’s scope 1 and 2 emissions account for only 1% of the company’s total greenhouse gas (GHG) emissions. These emissions primarily originate from manufacturing sites and from the company’s vehicle fleet, which includes cars and service vans. Despite representing a small share of total GHG emissions, TCM considers scope 1 and 2 emissions material because they result from operational activities that TCM can directly influence.

Actions planned for 2025 | Actions undertaken in 2025 | What next?
Reduce scope 1 and 2 emissions. | Added more electric vehicles (EVs) to the car fleet. In 2025, 38% of our cars were EVs, compared to 21% in 2024. | Non-fossil fleet of company cars by 2028.
Improve data collection regarding scope 3 emissions. Define reduction targets and projects for scope 3. | Improved data collection process. Baseline was updated to include a higher degree of activity-based data rather than spend-based data. | All direct materials to be based on activity-based data. Define reduction targets and validate identified projects to reduce scope 3 emissions.
Expand product portfolio covered by environmental product declarations (EPDs). | Increased product portfolio covered by environmental product declarations (EPDs). | Automate environmental data at project level.

Emissions

Scope 1 and 2 Emissions

TCM Group is committed to the Science Based Targets initiative (SBTi) and to reducing our scope 1 and 2 emissions by 42%, compared with our 2021 baseline year, by 2030. In 2025, we reduced our scope 1 and 2 emissions by 51% compared with our baseline year.

Total scope 1, 2 and 3 emissions

Of TCM Group's total emissions, value chain emissions (scope 3) account for 99%. Purchased goods and services (category 1) account for more than 87% of total emissions. Category 1 emissions include emissions from direct raw materials, goods and services related to production as well as emissions related to third-party products such as white goods, worktops and mirrors.

Distribution of CO2emissions (scope 1 and 2)

The shift in the distribution of TCM Group's CO2emissions in 2025 is a result of the addition of more electric vehicles to the car fleet and the inclusion of Celebert and four branded stores.

Transport

13%

18%

Heating

86%

82%

Electricity

1%

0%

2025

2024

E

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Scope 1 and 2 emissions

In 2025, TCM Group’s absolute scope 1 and 2 GHG market-based emissions were 51% lower compared with the 2021 baseline year. However, there was a slight increase in emissions versus 2024, a result of expanding organisational boundaries as well as higher natural gas consumption due to increased activity and colder weather conditions.

We are continuing to transition to district heating and electric heat pumps, and to phase out natural gas where this is feasible from an infrastructure and economic perspective.

All electricity consumption related to manufacturing and administrative activities is covered by renewable energy certificates from wind and solar power.

TCM has already achieved its SBTi 2030 target for scope 1 and 2 emissions.

Going forward, our focus is on identifying further reductions potential, phasing out fossil-based energy and ensuring that emissions do not increase as a consequence of TCM's growth strategy.

Electricity consumptionIn 2025, TCM’s electricity consumption increased by 2%. This increase was due to the transition towards an electricity-based system as a means to reduce our direct emissions, and to increased activities and expanding organisational boundaries.

All electricity consumption related to manufacturing and administrative activities is covered by renewable electricity certificates. We continue to promote awareness of how daily habits and behaviour can impact energy efficiency at our production facilities.

Company cars

TCM operates a fleet of company cars consisting of 34 passenger vehicles and commercial vans. To reduce our impact, we have updated our company car policy to ensure that we transition to electric cars as existing vehicles are replaced.

Resource use and waste management

TCM applies circular economy principles by promoting efficient resource use, minimising waste and extending material lifecycles. This is achieved by using recycled and recyclable materials where feasible, optimising

production processes, and systematically reusing or recycling waste. Circularity considerations are integrated into procurement, product development and operational decisions.

At TCM Group, all waste from manufacturing sites is sorted into material fractions to ensure the highest possible resource value. Wood waste is returned to the chipboard supplier and reused in the production of new chipboards for kitchen manufacturing. Usable wood is repurposed or supplied to local schools. TCM Group continues to prioritise waste reduction and responsible waste management across its operations and value chain in collaboration with suppliers and external partners.

Scope 3 emissions

As part of our commitment to the Science Based Targets initiative (SBTi), TCM Group has mapped its scope 3 emissions with 2023 as the baseline year. Scope 3 emissions refer to sources that are not directly owned or controlled by TCM Group.

TCM Group’s scope 3 emissions account for approximately 99% of its total emissions.

Our value chain and the production of raw materials used for products produced by TCM Group are predominately based in Europe, where more than 90% of production occurs. In 2025, our scope 3 emissions comprised 102,411 tons CO2e, 4.5% lower than in our baseline year.

In 2025, we worked closely with our suppliers to reduce reliance on spend-based emission factors and increase the use of activity-based data, providing improved insight into emissions associated with our operations. As a result, our scope 3 baseline has been updated accordingly.

TCM has included third-party products, such as white goods, in our emissions calculations, and these account for more than 45% of our category 1 emissions. Changes in product mix and an increase in third-party products have a direct impact on our scope 3 emissions.

Going forward, we will continue to work with our suppliers to identify reduction opportunities and to define an SBTi-approved reduction target for scope 3 emissions. The reduction of our scope 3 emissions will largely depend on our suppliers taking steps to reduce their own scope 1, 2 and 3 emissions. Our focus areas are direct materials and transportation.

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Annual report 2025

Performance Highlights

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governance

Our business

At A Glance

Statements

Financial statements

Environmental data

CO2emissions Accounting practices

To monitor progress towards emission reduction targets, greenhouse gas emissions (expressed as carbon dioxide equivalent, CO2e) are reported annually. CO2e is categorised into three scopes according to the methodology of the Greenhouse Gas Protocol Corporate Standard (GHG Protocol). CO2emissions are calculated with reference to GRI 305 Emissions. The tracking of CO2e emissions is aligned with UNGC principles 7, 8 and 9.

TCM Group does not use carbon credits to reduce CO2e emissions.

Scope 1 – all direct emissions

Scope 1 emissions are related to activities within TCM’s control. This includes transport using TCM’s vehicles (leased and owned cars) and direct emissions from TCM’s production.

The CO2e emissions are based on the invoiced energy consumption per source. The CO2e factors applied are based on market statistics for petrol, diesel and LPG gas.

The CO2e factors for natural gas are based on environmental declarations from the supplier.

Scope 2 – indirect emissions

Scope 2 emissions relate to indirect emissions resulting from TCM’s energy purchases, including electricity and heat. The CO2e emissions are based on the invoiced energy consumption per source. CO2e factors for district heating are derived from environmental declarations provided by the supplier. Electricity emissions (prior to 2023) are based on market-based environmental declarations. Electricity purchased is supported by green certificates. To ensure accurate tracking, electricity emissions are reported using both market-based and location-based methodologies.

Scope 3 – other emissions

Scope 3 emissions relate to sources that are not directly owned or controlled by TCM. These cover emissions from purchased goods and services (e.g. particleboards, edgeband, hinges, packaging and transport purchased from suppliers) as well as process waste from production sites, capital goods and emissions related to franchise stores. Our reported scope 3 inventory is based on the GHG Protocol, which is split into 15 subcategories (C1-C15): C1 - Purchased goods and services: Primary raw materials for products are calculated based on GHG emissions provided by subsuppliers. Other purchased goods and services are calculated as categorised spend data multiplied by relevant spend-category-specific emission factors.C2 - Capital goods: Categorised spend data multiplied by relevant spend-category-specific emission factors.C3 - Fuel- and energy-related activities: Calculated based on actual fuel consumption multiplied by relevant emission factors.C4 - Upstream transportation and distribution: Calculated based on A2 from TCM's verified environmental product declarations (MD-23121, MD-23122, MD-24065).C5 - Waste generated in operations: Calculated based on actual waste data multiplied by relevant emission factors. C6 - Business travel: Calculated based on milage allowances for employee travel in own cars and GHG emissions from air travel provided by our travel agent.C7 - Employee commuting: Calculated based on estimates of distance travelled and travel type. Estimated based on an internal employee survey. C12 - End-of-life (EOL) treatment of sold products: Product use and EOL are based on TCM's verified environmental product declarations (MD-23121, MD-23122, MD-24065).C14 - Franchises: Calculated based on activity data from

franchise stores multiplied by relevant emission factors.C15 - Investments: Calculated based on activity data from Celebert ApS - based on TCM's 45% ownership of Celebert ApS in 2023 and 2024, but moved to scope 1 and 2 in 2025.Subcategories C8, C9, C10, C11 and C13 are not relevant for TCM Group.

Uncertainties and estimates

Where possible, activity-based data has been used as the basis for our scope 3 calculations. Where activity-based data has not been available, spend-based data has been used either based on “Klimakompasset” or “Ecoinvent”. Products categorised as third-party products, such as white goods and mirrors, which are included in deliveries to customers, are accounted for as raw materials and transport. However, they are excluded from our scope 3 emissions calculations after delivery to the end-customer. This exclusion also applies to the use of sold products and their end-of-life treatment, as these aspects are beyond our control and influence over their design and use.

Employee commuting is based on an employee survey to define modes of transportation, distance travelled and average number of working days per year per employee. It is assumed that the per-employee averages from our baseline year remain applicable for the 2025 calendar year.

Due to the acquisition of Celebert ApS on 25 November 2025, it has not been possible to update our scope 3 emissions to include Celebert’s full footprint or revise our scope 3 baseline.

During 2025, TCM Group also acquired four branded stores at different times of the year. Scope 1 and 2 emissions from these stores have been included from the date of acquisition. The scope 1 and 2 emissions from two of the stores were previously counted in TCM’s scope 3 emissions as franchises.

None of the stores’ scope 3 emissions are included in TCM Group's scope 3 emissions, as their primary activities relate to selling products produced by TCM Group.

| unit | 2025 | 2024 | 2023 | 2022 | 2021
CO2Emissions |  |  |  |  |  |
CO2e, total scope 1 | tCO2e | 1,235 | 1,195 | 1,215 | 1,224 | 1,516
Vehicles | tCO2e | 166 | 222 | 237 | 227 | 225
Natural gas | tCO2e | 1,068 | 974 | 989 | 984 | 1,243
Others | tCO2e | 0 | 0 | 5 | 12 | 47
CO2, total scope 2, market-based | tCO2e | 26 | 16 | 16 | 892 | 1,041
Electric power | tCO2e | 9 | 0 | 0 | 888 | 1,035
District heating | tCO2e | 16 | 16 | 16 | 4 | 6
CO2, total scope 2, location-based | tCO2e | 235 | 234 | 295 | 892 | 1,041
Electric power | tCO2e | 219 | 218 | 279 | 888 | 1,035
District heating | tCO2e | 16 | 16 | 16 | 4 | 6
CO2, total scope 1+2, market-based | tCO2e | 1,260 | 1,212 | 1,231 | 2,116 | 2,557
CO2e intensity (revenue) | ratio | 1.0 | 1.0 | 1.0 | 1.5 | 1.9
CO2, total scope 3 | tCO2e | 102,546 | 113,288 | 106,987 | - | -

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Annual report 2025

Performance Highlights

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governance

Our business

At A Glance

Statements

Financial statements

Environmental data

Energy

In 2025, TCM Group increased its electricity consumption by 2% as a result of its ongoing transition away from fossil-based energy consumption and the inclusion of consumption by Celebert and branded stores with temporary ownership.

Accounting practices

Energy consumption is based on invoiced consumption.Energy consumption by Celebert is included for the full year. Energy consumption by branded stores is included from the date of acquisition.

The renewable energy share is allocated between TCM Group operations related to production and administration facilities, and branded stores with temporary ownership.

Since 2023, energy consumption from TCM Group operations has been fully covered by renewable energy certificates from wind and solar power, resulting in a renewable energy share of 100%.

Branded stores with temporary ownership are not covered by renewable energy certificates. For these stores, the renewable energy share is determined based on municipal average energy mixes, as defined in environmental declarations. The renewable energy share from 2023 has been covered by renewable energy certificates from wind and solar power, which brings the renewable energy share to 100%.

The renewable energy share before 2023 is based on the standard energy market mix in Denmark (environmental declaration 2021).

Electricity consumption is calculated as: electricity consumption [kWh] / net revenue [kDKK]

| unit | 2025 | 2024 | 2023
Energy |  |  |  |
Energy consumption, total | MWh | 6,714 | 6,621 | 6,483
Of which TCM Group related to operations | MWh | 6,615 | 6,621 | 6,483
Of which branded stores | MWh | 99 | - | -
Renewable electricity | % | 99.8 | 100 | 100
Of which TCM Group related to operations | % | 100 | 100 | 100
Of which branded stores | % | 87.9 | - | -
Electricity consumption / revenue | Ratio | 5.3 | 5.5 | 5.3

Resources

Waste

TCM Group continuously seeks to increase productivity, reduce waste throughout the production processes, and work with waste management and suppliers to reduce waste and improve waste handling. During 2025, we continued our efforts to sort waste to retain the highest possible value of the materials. The increase in waste volume is due to an increase in activity and a change in the product mix.

Accounting practices

Waste volumes and disposal methods are weighted and reported by waste sorting and handling companies.Reference standard: GRI 306-5 Waste

Water

TCM Group primarily uses water for sanitation and heating purposes, and we expect this to be relatively stable. Very limited amounts are used in production to support our lacquering processes, and any resulting wastewater is carefully separated and disposed of in

the right manner. In 2025, water consumption increased by 12% compared with the previous year.

The company’s water stress has been assessed for all locations owned or leased with water withdrawal using the Water Risk Atlas (WRI Aqueduct Water Risk Atlas - Baseline Water Stress, Aqueduct 4.0). Locations with a score of 3.0 or above are classified as areas of high water stress. All locations within the operational boundary are classified as low water stress.

Accounting practices

Water consumption covers all water purchased from external suppliers and is based on invoiced volume.

Water withdrawal is based on invoiced volume.

Branded stores are not included in either water consumption or water withdrawal.

| unit | 2025 | 2024 | 2023
Resources |  |  |  |
Waste | ton | 4,307 | 4,237 | 4,165
Recycling | % | 93.2 | 91.7 | 94.2
Energy recovery | % | 5.2 | 6.5 | 4.1
Landfill | % | 0.0 | 0.0 | 0.0
Hazardous waste | % | 1.6 | 1.9 | 1.0
Water |  |  |  |
Water consumption | m3 | 6,959 | 6,138 | 6,881
Water withdrawal | m3 | 2,627 | 4,607 | 3,583

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Annual report 2025

Performance Highlights

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governance

Our business

At A Glance

Statements

Financial statements

Social

At TCM Group, our continued success relies on our people. We are committed to fostering a safe, healthy working environment built on trust and respect where employees can thrive, develop and contribute to the organisation’s long-term success. Our approach is guided by three key principles:

A safe and secure working environment that also enhances personal development.

Flexibility to support a clear balance between work and private life, and between individuals, teams and organisation.

Diversity and social commitment.

Human and labour rights

For over a decade, TCM Group has upheld its commitment to the UN Global Compact, demonstrating its dedication to human and labour rights. Key risks of non-compliance include potential employee discrimination or supplier practices that fall short of required standards.

Our Employee Handbook and our Code of Conduct provide clear guidance to our employees and suppliers regarding human and labour rights. We implement robust systems and programmes to prevent violations and ensure accountability, adhering to Danish and international human rights standards and equality legislation. This guarantees fair employment and working conditions regardless of gender, ethnicity, religion or other personal circumstances.

Mechanisms for addressing potential violations include our whistleblower hotline and internal controls, which allow employees and third parties to report concerns. We also conduct random supplier audits to ensure compliance with human and labour rights standards. For more information on our whistleblower hotline, see page 44.

Safe working environment

At TCM Group, we are committed to providing the best possible working environment. Safety is our top priority, and we place strong emphasis on building and maintaining a robust safety culture to ensure the well-being of our employees. This involves minimising risks and creating the best conditions for a healthy and safe workplace. Work safety has a significant impact not only on our employees, but also on their families, communities and the business as a whole.

In 2021, TCM Group set a target of zero work-related accidents by 2025. Over the years, we have worked tirelessly not only to reduce the number of accidents, but also to foster a safety culture that includes the entire organisation. Although we have not yet achieved our zero-accidents target, we are pleased to report that we have made good progress.

Monitoring and performance

We monitor the occupational health and safety of our employees by collecting and analysing data on accidents, near-miss incidents and sickness absence. In 2025, we recorded a total of 14 reported accidents. None of these accidents resulted in absence from work. In some cases, however, affected employees were required to perform less strenuous tasks during their recovery.

Near-miss reporting and preventive measures

Near-miss reporting is a key preventive tool used to identify risks and implement corrective actions before accidents occur. During 2025, the near-miss reporting process was digitalised, resulting in higher-quality incident reports, faster response times for mitigating actions, increased employee engagement and improved safety awareness.

Social performance and progress

0

accidents

WITH ABSENCE

Absence ratio related to sickness in 2025

2.9%

Our safety vision is zero accidents

Number of accidents:

No. of sick days caused by work accidents

Gender equality

TCM Group's target for representation of the underrepresented gender on the Board of Directors is to be in line with the Danish Business Authority’s definition of equal gender distribution. As of 31 December 2025 this target is achieved.

Diversity

Our aim is to ensure gender balance at all levels of our organisation, with the underrepresented gender making up at least 40%.

Women

Men

Management

employees

Board of directors

with absence

without absence

S

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Risk assessment and continuous improvement

Incident analyses indicate that the majority of accidents are behaviour-related, often linked to employees’ overeagerness to perform their tasks well or deviations from established safety procedures. To address this, all employees have participated in training designed to strengthen safety awareness and cultivate a safety-conscious culture. Management leads by example, conducting regular safety walks and organising “safe starts” after vacations.

Based on these insights, TCM Group continues to prioritise behavioural safety initiatives and targeted preventive measures to reduce risk exposure.

Outlook and commitments

Although the zero-accidents ambition has not yet been fully realised, TCM Group remains committed to eliminating work-related accidents. In the coming year, the Group will further strengthen its focus on safety-related behaviours and reinforce the principle that personal safety always takes precedence over operational priorities. Occupational health and safety will remain a key focus area going forward.

Focus on ongoing learning

We continuously upskill our employees to enhance their value and keep their skills relevant within and beyond TCM Group. This is achieved through on-the-job training and personalised development plans created during annual reviews. We believe training is most effective when it is timely and can be immediately applied in practice.

In addition to internal learning and development initiatives, we also support the development of sales staff for our brands and kitchen installers – an area that we are continuing to develop and strengthen.

Tolerant workplace

TCM Group takes responsibility for supporting the development of the next generation of qualified employees by providing opportunities to build relevant skills and gain practical work experience. On a regular basis, students from a wide range of educational institutions and at different stages of their studies are involved in projects with TCM Group. This contributes to

the relevance of their education while providing insight into TCM Group as a potential workplace.

Throughout the year, TCM Group also supports individuals who, for various reasons, require assistance with establishing themselves in the job market. The Group works systematically with apprentices across the organisation, and in 2025 employed 11 apprentices. In addition, TCM Group has increased its focus on recruiting individuals from diverse backgrounds to promote the benefits of diversity within the workplace.

Furthermore, TCM Group is committed to creating positions with reduced working hours, where feasible, and continues to collaborate closely with municipalities to support job clarification and return-to-work processes for citizens.

A talented and diverse workforce

At TCM Group, we firmly believe that a diverse and inclusive working environment benefits both our business and society. We recognise and value the differences among our employees, as diverse teams, including management groups, foster better and more innovative collaboration. This leads to improved decision-making and promotes inclusiveness and tolerance throughout our organisation.

We are committed to being a responsible workplace that recruits, promotes and develops employees based on individual competences while supporting diversity. Our recruitment, contracting, promotions and dismissals are conducted without consideration for gender, age, nationality, sexual orientation, physical ability, disability, political opinion, ethnicity, family status and religious or other beliefs. We strive for equitable representation of men and women in managerial positions, and promote diversity and inclusion through our policy, which is available on the TCM Group website.

We continuously work to ensure equal opportunities for every employee, regardless of gender. As part of this effort, we emphasise equal terms and actively identify candidates of different genders when hiring new managers. We also aim for a workforce that balances younger and more experienced employees.

Our focus extends to achieving sensible gender diversity within the Board of Directors, Executive Management and other management levels. TCM Group aims for a gender composition across Management and the total workforce where the underrepresented gender constitutes at least 40%.

Currently, our Executive Management consists of five people, two of whom are female. At the second management level, the underrepresented gender comprises 24%, while in the overall management group it makes up 23%.

Changes in the representation of the underrepresented gender at management level primarily reflect organisational adjustments, including the expansion of the management group in 2025 to support the integration of AUBO Production and Celebert. Progress towards a more balanced gender distribution across other management levels is expected to be made gradually as the organisation evolves and recruitment activities continue. TCM Group remains committed to achieving its gender diversity target by 2028.

CASE: Ronald McDonald House – Svane

Through our brands, TCM Group donates kitchens to support meaningful initiatives. One project we are particularly proud of is together with Svane Køkkenet, which contributed fully equipped kitchens and bathrooms to the Ronald McDonald House at Odense University Hospital. The house provides a home-away-from-home for families with hospitalised children, offering private rooms, shared kitchens and spaces for relaxation and play.

Svane Køkkenet understands that thoughtful design is not just about aesthetics and functionality, but also about creating a safe and supportive environment when life presents challenges. That is why it is proud to have contributed furnishings to the Ronald McDonald House in support of its important mission.

TCM Group

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Annual report 2025

Performance Highlights

ESG

governance

Our business

At A Glance

Statements

Financial statements

Social data

Employees

Data regarding employees reflects the composition of the workforce at TCM Group as of 31 December, including Celebert and branded stores. Changes in the composition of employees from 2024 to 2025 reflect the acquisition of Celebert and four branded stores.

Accounting practicesNumber of employees is the total headcount of employees in the Group.

Blue-collar and white-collar workers are calculated as percentages of the headcount. The number of employees who are on flex-job contracts or similar and trainee contracts are counted at the end of the year.

Employee turnoverEmployee turnover is calculated as the number of employees leaving during a period divided by the total workforce at 31 December. Monitoring turnover helps TCM maintain a stable, skilled workforce and supports our commitment to sustainable human resource practices and long-term organisational resilience.

Gender diversity for all employeesGender diversity refers to the proportion of women in relation to the total number of headcounts. The

measurement of gender diversity, both for all employees and for Management, is based on headcounts as of 31 December 2025 and all historical years, and encompasses both white-collar and blue-collar workers.

Gender diversity in managementThe measurement provides insight into the representation of women in management positions within the organisation.

The Executive Management comprises the CEO, the CFO, the AUBO CEO, the Product & Marketing Director and the Supply Chain Director.

The second management level comprises managers who report directly to the Executive Management.

Other management levels comprise the overall management group at TCM, including the Executive Management and the second management level. The measure is provided on the basis of organisational hierarchy and responsibilities, and not registered executive management as of 31 december 2025.

Gender diversity is measured with reference to GRI 405 Diversity and Equal Opportunity, and includes all TCM Group employees. Our work with diversity aligns with UNGC principles 3, 4, 5 and 6.

Gender pay ratio

At TCM Group, it is our policy that equal jobs are rewarded with equal pay. Any differences in remuneration are based solely on objective criteria such as qualifications and experience. The gender pay gap is calculated for white-collar workers, excluding Executive Management.

The pay gab analysis includes all companies owned by TCM Group as of 31 December 2025, including branded stores and Celebert.

From 2026, the methodology for calculating the gender pay ratio will be revised to ensure compliance with applicable EU legislation on pay transparency and gender equality, including the EU Pay Transparency Directive. Consequently, data reported from 2026 onwards may not be directly comparable with figures disclosed in prior reporting periods.

training

TCM Group supports skill development through on-the-job training and personalised development plans. While training time is not formally tracked, we continuously adapt development initiatives to support employee growth and business needs.

Minimum wages and collective bargaining

At TCM Group, all employees are compensated at or above the applicable minimum wage in accordance with national legislation or relevant collective bargaining agreements.

| unit | 2025 | 2024 | 2023 | 2022 | 2021
Diversity |  |  |  |  |  |
Number of employees, as of 31 December | # | 546 | 481 | 486 | 482 | 504
Number of employees, Denmark | # | 544 | - | - | - | -
Number of employees, Norway | # | 2 | - | - | - | -
Permanent employees | # | 533 | - | - | - | -
Temporary employees | # | 13 | - | - | - | -
Blue-collar workers | % | 62 | 68 | 70 | 77 | -
White-collar workers | % | 38 | 32 | 30 | 23 | -
Flex jobs, etc. | # | 16 | 15 | 21 | 5 | -
Trainees, interns and apprentices | # | 11 | 12 | 12 | 6 | 13
Employee turnover | % | 17.22 | 16.9 | - | - | -
Gender diversity overall, female/male | % | 36/64 | 34 / 66 | 34 /66 | 36 / 64 | 32 /68
Gender diversity, 1st-level management | % | 40 (2 of 5) | 0 (0 of 2) | 0 (0 of 2) | - | -
Gender diversity, 2nd-level management | % | 24 (5 of 21) | 44 (4 of 9) | 44 (4 of 9) | - | -
Gender diversity, other management levels, including 1st and 2nd levels | % | 23 (5 of 22) | 28 (5 of 18) | 31 (5 of 16) | 28 (4 of 14) | 21 (3 of 14)
Pay gap between genders, white-collar | Ratio m/f | 1.27 | 1.26 | 1.28 | 1.18 | -
Distribution of employees by age group, under 30 years old | % | 13 | 10 | - | - | -
Distribution of employees by age group, 30-50 years old | % | 41 | 41 | - | - | -
Distribution of employees by age group, over 50 years old | % | 47 | 49 | - | - | -

TCM Group

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Annual report 2025

Performance Highlights

ESG

governance

Our business

At A Glance

Statements

Financial statements

Social data

Occupational health and safety

Accounting practices

Sickness-related absence

Sickness-related absence does not include absence due to sick children or maternity/paternity leave.

Accidents

Sick days resulting from work-related accidents include all days (24 hours) during which an employee is absent due to such accidents. The absence ratio is calculated as the number of absent working hours divided by the total number of working hours.

The lost-time injury frequency measures the number of work-related incidents with absence per million working hours.

The accident severity ratio serves as an indication of the type of injuries that we experienced.

The number of near-miss work accidents registered during the financial year is also tracked. This registration serves as a measure to prevent accidents.

Employee engagement

TCM Group measures employee engagement through a voluntary engagement survey. The engagement score, based on a 5-point scale, is used to monitor engagement across several categories. The survey is normally conducted every two years. However, due to the continued focus on employee health and the integration of AUBO Production and Celebert, it was decided to conduct the survey in 2025 as well, providing an opportunity to track employee engagement more frequently.

The engagement survey participation rate reflects the proportion of employees who completed the survey relative to the total number of employees.

Branded stores are not included in the survey.

Our work with occupational health and safety aligns with UNGC principles 3, 4, 5 and 6.

Human rights

TCM Group’s Code of Conduct provides clear guidance to employees regarding our commitment to human rights. Our policy explicitly addresses child labour, forced labour, human trafficking and discrimination.

We confirm that there have been no confirmed severe negative incidents in the financial year 2025 within our own workforce, nor are we aware of any confirmed incidents involving workers in our value chain, affected communities, consumers or end-users.

| unit | 2025 | 2024 | 2023
Occupational health and safety |  |  |  |
Absence ratio related to sickness | % | 2.9 | 3.7 | 3.2
Number of work accidents | # | 14 | 12 | 22
Sick days caused by work accidents | # | 0 | 33 | 57
Lost-time injury frequency (LTIF) |  | 0 | 9.3 | 11.5
Absence ratio related to work accidents | % | 0 | 0.0003 | 0.09
Near-miss work accident registrations | # | 990 | 1,400 | 1,232
Employee engagement score | (5-point scale) | 4.1 | 4.2 | -
Engagement survey participation | % | 84 | 78 | -

TCM Group

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Annual report 2025

Performance Highlights

ESG

governance

Our business

At A Glance

Statements

Financial statements

governance

TCM Group is committed to exercising good corporate governance, and the Board of Directors therefore evaluates the Group’s management systems at least once a year to ensure that the structure is appropriate relative to the Group’s shareholders and other stakeholders.

Duties and responsibilities of the Board of Directors

At TCM Group, management duties and responsibilities are divided between the company’s Board of Directors and the Executive Management. No one person is a member of both bodies, and no member of the Board of Directors has previously been a member of the Executive Management. TCM Group has laid down rules of procedure for the Board of Directors, which are reviewed annually. The Board of Directors holds seven ordinary meetings each year and convenes further meetings as needed. In the financial year 2025, eight board meetings were held.

The Executive Management is in charge of day-to-day management, while the Board of Directors supervises the work of the Executive Management and is responsible for overall management and strategic direction. In this regard, the Board of Directors considers the Group’s overall strategy every year to ensure continuous value creation. The requirements concerning the Executive Management’s timely, accurate and adequate reporting to the Board of Directors and the communication between these two corporate bodies are laid down in the Executive Management’s rules of procedure, which are reviewed annually and approved by the Board of Directors.

Composition of the Board of Directors

The Board of Directors currently consists of six members elected by the Annual General Meeting and elects a Chair and a Deputy Chair. The board members are professionally experienced businesspeople who have the

diversity, international experience and skills considered relevant to TCM Group. All but one of the board members elected by the shareholders are regarded as independent.

The Board of Directors determines once a year the qualifications, experience and skills that it must possess in order to best perform its tasks taking into account the Group’s current needs. The Board of Directors evaluates its work on an ongoing basis. All board members are up for election at each Annual General Meeting.

Audit Committee

The Board of Directors appoints an Audit Committee. The Chair of the Audit Committee is skilled in accounting and finance. The purpose of the Audit Committee is to monitor the financial reporting process, the company’s internal control and risk management systems, including ESG, and the collaboration with the independent auditor. The Audit Committee currently consists of three members – Anders Skole-Sørensen, Jan Amtoft and Erika Hummel – and is chaired by Erika Hummel. The Audit Committee held five meetings in the financial year 2025.

Nomination Committee

The Board of Directors appoints a Nomination Committee comprising at least two members of the Board of Directors, of whom at least one is also a member of the Remuneration Committee. The Chair of the Board of Directors is also the Chair of the Nomination Committee. The overall purpose of the

Nomination Committee is to help the Board of Directors ensure that appropriate plans and processes are in place for the nomination of candidates for the Board of Directors and Executive Management. The Nomination Committee currently consists of three members – Anders Skole-Sørensen, Søren Mygind Eskildsen and Pernille Wendel Mehl – and is chaired by Anders Skole- Sørensen. The Nomination Committee held one meeting in the financial year 2025.

Remuneration Committee

The Board of Directors appoints a Remuneration Committee comprising at least two members of the Board of Directors. The purpose of the Remuneration Committee is to ensure that the Group maintains a Remuneration Policy for members of the Board of Directors and Executive Management as well as general guidelines for incentive pay for the Executive Management. The Remuneration Committee currently consists of three members – Anders Skole-Sørensen, Søren Mygind Eskildsen and Pernille Wendel Mehl – and is chaired by Anders Skole-Sørensen. The Remuneration Committee held one meeting in the financial year 2025.

Remuneration of members of the Board of Directors and the Executive Management

The Board of Directors has adopted a Remuneration Policy and general guidelines on incentive pay, which have been approved by the Annual General Meeting. The policy and guidelines are available at governance-en. tcmgroup.dk. The Remuneration Policy supports the goal of attracting, motivating and retaining qualified

Governance Structure

Shareholders and annual general meeting

Board of Directors

Nomination Committee

Audit Committee

Remuneration Committee

G

Management Team

Executive Management

Employees

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Statements

Financial statements

members of the Board of Directors and Executive Management. Remuneration is designed to align the interests of the Board of Directors, the Executive Management and the company’s shareholders; it supports the achievement of both short-term and long- term strategic targets while stimulating value creation. Please see note 5 to the consolidated financial statements for a specification of the remuneration paid to the Board of Directors and Executive Management.

Description of internal control and procedures in relation to the financial reporting process

The Board of Directors and the Executive Management are ultimately responsible for the Group’s risk management and internal control in relation to its financial reporting, and approve the Group’s general policies in this regard. The Audit Committee assists the Board of Directors in overseeing the reporting process and the most important risks. The Executive Management is responsible for the effectiveness of the internal control and risk management, and for the implementation of such control aimed at mitigating the risks associated with the financial reporting.

Management believes that the Group’s reporting and internal control systems enable it to be compliant with disclosure requirements applying to issuers whose shares are admitted to trading and official listing on Nasdaq Copenhagen.

As part of the overall risk management, the Group has set up internal control systems that are deemed appropriate and sufficient in relation to the Group’s activities and operations. The internal control systems are evaluated on an ongoing basis.

The Group’s internal control and procedures are planned and executed to ensure a reasonable level of comfort that the financial reporting is reliable and in compliance with internal policies, and gives a true and fair view of the Group’s financial performance, financial position and material risks. The procedures and control are furthermore planned with a view to supporting the quality and efficiency of the Group’s business processes and the safeguarding of the Group’s assets.

Risk evaluation includes assessing bothe the probability of errors occurring and their potential material financial impact.

In addition to the above, the Group has developed internal control and procedures in relation to the financial reporting process aimed at enabling the Group to monitor its performance, operations, funding, risk and internal control. The Group continues to improve the internal control and procedures in relation to the financial reporting process and believes that the current control and procedures in place enable the Group to be compliant with the disclosure requirements applying to issuers of shares on Nasdaq Copenhagen. The internal control and procedures in relation to the financial reporting process include:

Weekly reports of incoming orders and gross and net revenue by month

Monthly reports, on a per store basis, of the Group’s sales to stores

Consolidated monthly reports summarising results for legal entities, including balance sheet and cash flow results compared to budgeted performance and the previous year’s performance, explanations of deviations and key performance indicators

A four-eye principle within the finance department to ensure the quality of accounting records

A standardised authorisation process for most of the invoices received. In addition, a detailed review of cost at account level is carried out in connection with the monthly reports.

Organising ESG

To ensure steady progress on our ambitions and targets, and to maintain and develop ESG as an integrated part of our way of doing business, TCM Group has an ESG Steering Committee that is organised around our strategic focus areas and with the involvement of the relevant stakeholders. The committee consists of the CEO, the CFO, the Head of Product Management and the Head of Supply Chain. It convenes every second month and addresses issues including sustainability risks and opportunities as well as recommendations for further improvements.

The ESG Manager is responsible for strategy deployment as well as identifying and pursuing further strategic opportunities. Cross-functional teams from the line of business support the daily operations and ensure progress in each of the strategic focus areas.

Oversight of ESG performance is among the responsibilities of the Audit Committee.

Diversity Policy

TCM Group has formulated a Diversity and Inclusion Policy. Our Policy is available on our website, tcmgroup.dk. Please see page 39 for more details of the policy.

Gender Diversity on the Board of directors and among other executives

In respect of members elected by the Annual General Meeting, TCM Group focuses on diversity, skills and experience. We aim for an equal gender composition that also reflects essential competences within TCM Group’s focus areas. To ensure that the Group’s Board of Directors is composed of the right profiles and skills, TCM Group has defined targets with regard to gender and independence. The Group wants a Board of Directors where both genders are represented. We believe this can create the basis for the best debates and add different perspectives and input on how we run and develop the business and approach challenges. For the Board of Directors elected by the Annual General Meeting, TCM Group aims for representation of the underrepresented gender in line with the Danish Business Authority’s definition of equal gender distribution. In 2025, the Board of Directors elected by the Annual General Meeting consisted of two women and four men, meeting the Danish Business Authority’s definition of gender equality.

Incentive plan

The long-term incentive (LTI) programme for TCM Group’s Executive Management includes ESG performance-related criteria accounting for up to 20% of the programme.

Business conduct

Our business conduct is governed by our Code of Conduct, which applies to every aspect of our operations and underpins every decision made daily at all levels across TCM Group.

The Code of Conduct outlines our stance on, among other things, anti-corruption and bribery, human rights, fraud, relationships with business partners, suppliers, authorities and other stakeholders, and the social impacts of our activities throughout the value chain. Where detailed implementation is necessary, it is addressed through specific instructions and staff handbooks.

Corporate governance recommendations

Nasdaq Copenhagen has incorporated the recommendations of the Danish Committee on Corporate Governance in its Rules for Issuers of Shares. These recommendations are available on the website of the Committee on Corporate Governance: www.corporategovernance.dk

TCM Group complies with all these recommendations.

The Group’s corporate governance statements are available on our website at

investor-en.tcmgroup.dk/CorporateGovernance

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Supplier management

Our responsible sourcing practices are focused on environmental, social and governance issues across our value chain. TCM Group is committed to respecting human rights as outlined in the United Nations Universal Declaration of Human Rights and the UN Global Compact. The backbone of our work with suppliers on ESG matters is our Code of Conduct, which is mandatory for all suppliers to TCM Group.

These suppliers are primarily located in Europe, in most cases relatively close to our production sites in Tvis and

Aulum, Denmark. In 2025, 92% of materials directly used in our production were made in Europe.

Our suppliers are assessed on their fit with and contribution towards TCM's ESG-related targets. This is integrated into our supplier management and due diligence processes.

Anti-corruption

TCM Group is committed to full compliance with applicable anti-corruption laws and regulations, and recognises the risks associated with non-compliance,

including the risk of obtaining advantages through illegal actions carried out by employees, suppliers, franchisees or dealers. The Group maintains a strict zero-tolerance policy towards corruption and bribery, and is committed to complying with all relevant regulations while actively promoting responsible and ethical business conduct throughout its value chain.

This approach is clearly embedded in TCM Group’s Code of Conduct, which applies to both employees and business partners. The policy is supported by internal control mechanisms, a strong corporate culture and a whistleblower hotline that enables early identification of potential breaches. In 2025, no violations of the Group’s anti-corruption policy were identified. In 2026, TCM Group will continue its efforts to promote anti- corruption practices across all business relationships.

Whistleblower system

TCM Group’s whistleblower system is available for internal and external reporting of any witnessed activities or reasonable suspicion of serious and reprehensible conditions or illegalities within the Group. All internal and external stakeholders can access the whistleblower system through an externally hosted website. The system is fully anonymous; no communications can be traced back to the reporter. TCM Group has a non-retaliation policy regarding any concerns reported.

The system is available in a number of local languages to ensure that anyone who may have concerns can report in their local language. The reporting platform has been promoted internally to make sure that employees at TCM Group know that there is an anonymous platform available.

Tax residence

TCM Group operates in Denmark and Norway, is listed on the Copenhagen Stock Exchange (Nasdaq OMX Copenhagen Small Cap) and pays taxes locally in Denmark and Norway. In 2025, TCM Group’s corporate tax paid was DKK 18.0 million, of which 99.7% was in Denmark and 0.3% in Norway. Our Tax Policy is available on our website, tcmgroup.dk.

Data Protection Policy

TCM Group collects data to facilitate delivery of products and services within kitchen, bathroom and storage solutions, and to best service customers in the event of quality complaints or enquiries regarding information on specific orders. TCM Group primarily uses the collected data in connection with order processing, i.e. order confirmation and delivery, and in any follow-up complaints or enquiries. Day-to-day processing and storage of data are operationalised and systematised via internal procedures and policies across TCM Group. The overall responsibility for decision-making, application and implementation of new technologies, and use of data, both personally identifiable and non-personally identifiable, is anchored in TCM Group's Executive Management.

DATA PROTECTION POLICY

In connection with TCM Group’s delivery of products and services within kitchen, bathroom and storage, TCM Group collects relevant data. Our policy regarding data protection and confidentiality is available on our website, tcmgroup.dk.

Whistleblower system

TCM Group's whistleblower system can be accessed here.

In 2025, no whistleblower cases were reported.

0

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Board of Directors

Anders

Skole-Sørensen

Chair Born in 1962. Danish nationality.

Chair of the Nomination Committee and of the Remuneration Committee, and member of the Audit Committee. Independent. Member since: 2017. Participated in 8 of 8 board meetings in 2025. Number of shares end 2025: 10,153 (2024: 10,153).

Anders Skole-Sørensen holds an MSc in Economics from the University of Copenhagen.

Other positions: None

Pernille Wendel Mehl

Board member Born in 1972. Danish nationality.

Member of the Nomination Committee and of the Remuneration Committee. Independent. Member since: 2023. Participated in 7 of 8 board meetings in 2025. Number of shares end 2025: 0 (2024: 0).

Pernille Wendel Mehl holds a Grad. Dip. BSc in Business Administration (HDA) and a Master of Management Development (MMD), and has completed the CBS/Børsen Executive Board Programme.

Other positions: Pernille Wendel Mehl is CEO of Copenhagen Zoo and a member of the boards of directors of Foreningen DGI Byen and Nine A/S.

SØREN MYGIND ESKILDSEN

Deputy Chair Born in 1972. Danish nationality.

Member of the Nomination Committee and of the Remuneration Committee. Independent. Member since: 2018. Participated in 8 of 8 board meetings in 2025. Number of shares end 2025: 6,950 (2024: 6,950).

Søren Mygind Eskildsen holds a Bachelor of Engineering and MBA from the University of Southern Denmark.

Other positions: Søren Mygind Eskildsen is CEO of Louis Poulsen A/S.

Søren Mygind Eskildsen is chair of the boards of directors of Ege Carpets A/S and Gabriel Holding A/S and related companies.

Jan Amtoft

Board member Born in 1964. Danish nationality.

Member of the Audit Committee. Independent. Member since: 2022. Participated in 8 of 8 board meetings in 2025. Number of shares end 2025: 1,550 (2024: 1,550).

Jan Amtoft holds a Bachelor of Computer Science (Hons) from De Montfort University.

Other positions: Jan Amtoft is CIO of Rockwool A/S.

Erika Hummel

Board member Born in 1961. Italian and German nationality.

Chair of the Audit Committee. Non-independent. Member since: 2023. Participated in 8 of 8 board meetings in 2025. Number of shares end 2025: 0 (2024: 0).

Erika Hummel holds a BA in Economics and an MBA, both from the University of California, Los Angeles.

Other positions: Erika Hummel is CEO of Sodulo Immobilien GmbH and chair of the board of directors of Hummel & Partner AG.

Björn Olsson Lissner

Board member Born in 1976. Swedish nationality.

Independent. Member since: 2024. Participated in 8 of 8 board meetings in 2025. Number of shares end 2025: 0 (2024: 0).

Björn Olsson Lissner holds an MSc in Technology from Lund University.

Other positions: Björn Olsson Lissner is CEO of Aktiebolaget Gyllsjö Träindustri and a member of the boards of directors of Aktiebolaget Gyllsjö Träindustri and Industrispik Linan Aktiebolag.

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Executive Management

AUBO

Ramo, Kanvas Sand

Torben Paulin

Chief Executive Officer Born in 1965. Danish nationali ty.

Since March 2020. Number of shares end 2025: 61,310 (2024: 57,825).

Prior to joining TCM Group, Torben Paulin was CEO of BoConcept, a leading Danish design and lifestyle brand with nearly 300 franchise stores in 60 countries.

Other positions: Torben Paulin is a member of the boards of directors of Zefyr Invest A/S and Bramidan A/S.

Registered executive management.

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governance data

Composition of the board of directors

In TCM Group’s Diversity Policy, issued in 2022, we set targets with regard to the gender and independence of members of our Board of Directors.

The board consists of six members, of which two are women, giving a representation fo the underrepresented gender of 33.3%. According to the definition of the Danish Business Authority, we have equal gender distribution. Five of the six members are independent, which is well above the target.

During the year, there were 8 board meetings, with an attendance rate of 98%.

Accounting practices

The number of board members is counted at the date of publication.

The number of board meetings only includes actual meetings, not seminars, committee meetings, etc.

The attendance rate is calculated as board meetings attended relative to board meetings held.

Gender diversity is presented as the share of women.

Independent board members is given as the percentage of the total board.

| unit | 2025 | 2024 | 2023 | 2022 | 2021
Composition of the board of directors |  |  |  |  |  |
Members of the Board of Directors | # | 6 | 6 | 7 | 6 | 5
Board meetings | # | 8 | 11 | 15 | 12 | 11
Board meeting attendance | % | 98 | 97 | 98 | 100 | 100
Gender diversity, Board of Directors | # % | 2 of 6 33 | 2 of 6 33 | 3 of 7 43 | 1 of 6 17 | 1 of 5 20
Percentage of independent board members | % | 83 | 83 | 86 | 100 | 100

Risk and Regulation

At TCM Group, we have a zero-tolerance approach to corruption and bribery. Our policy is therefore to comply with all applicable regulations and to promote anti- corruption behaviour in all our business relationships. Our Code of Conduct sets out our zero-tolerance approach to corruption for employees, suppliers, franchisees and dealers.

Whistleblower system

TCM Group’s whistleblower system is available for internal and external reporting of any witnessed activities or reasonable suspicion of serious and reprehensible conditions or illegalities within the Group. All internal and external stakeholders can access the whistleblower system through an externally hosted website. The system is anonymous and all communication is encrypted, which means that TCM Group is not able to trace any specific whistleblower report back to the reporting individual. TCM Group has a non-retaliation policy regarding any concerns reported.

No whistleblower cases were reported in 2025.

Accounting practices

Whistleblower reports and cases resolved relate to the number of whistleblower reports to TCM falling within the correct use of the whistleblower system.

The work with the Code of Conduct and the whistleblower system relates to UNGC principle 10 – Anti-Corruption.

Convictions and fines for corruption and bribery TCM Group has not received any fines or convictions related to corruption and bribery.

| unit | 2025 | 2024 | 2023
Risk and regulation |  |  |  |
Suppliers covered by Code of Conduct, signed | % | 85 | 82 | 82
Whistleblower reports | # | 0 | 0 | 0
Whistleblower cases resolved | % | 100 | 100 | 100
Convictions and fines for corruption and bribery | DKK | 0 | 0 | 0

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General information

remuneration

TCM Group’s Remuneration Policy is available on our website, tcmgroup.dk. The objective of the policy is to attract, motivate and retain qualified members of the Board of Directors and Executive Management, to ensure alignment between the interests of the Board of Directors and Executive Management and the interests of shareholders, and to contribute to the company’s business strategy, long-term interests and sustainability.

TCM’s policy is that remuneration of the Board of Directors and Executive Management should be competitive and comparable to remuneration in Danish and international peer companies. The remuneration package for members of the Executive Management may consist of a fixed annual base salary, a pension, a short- term cash bonus, a long-term incentive scheme (cash-

The following provides general information and partially addresses the disclosure requirements under B1 of the Voluntary Sustainability Reporting Standard for SMEs (VSME).

Geolocations of sites owned, leased or managed

or share-based) and other benefits in the form of usual non-monetary benefits and reimbursement of expenses. Each element of the remuneration has been weighted to ensure a continuous positive development of TCM Group both in the short and long term, and the proportions of the various elements are described below.

Accounting practices

Shares held by the Board of Directors and the Executive Management are based on reported data.

The CEO’s total compensation relative to average FTE total compensation is based on the average salary of an employee of TCM (excluding members of the Executive Management).

| unit | 2025 | 2024 | 2023
Remuneration |  |  |  |
Shares held by members of the Board of Directors | # | 18,653 | 18,653 | 46,456
Shares held by the Executive Management | # | 61,310 | 63,251 | 61,302
CEO total compensation relative to FTE average total compensation | Ratio | 10.4 | 12.4 | 9.4

C 31.02 | Manufacture of kitchen furniture
G 46.15 | Agents involved in sales of furniture, household goods, hardware and ironmongery

Site | Address | Postal code | City | County | Latitude | Longitude
TCM Group, HQ TCM Operations, Factory 1 | Skautrupvej 16 | 7500 | Holstebro | Denmark | 56.3199991 | 8.706901
TCM Operations, Factory 2 | Skautrupvej 24 | 7500 | Holstebro | Denmark | 56.3184836 | 8.7082851
TCM Operations, Factory 3 | Vævervej 33 | 7500 | Aulum | Denmark | 56.2599353 | 8.7851451
AUBO Production, Factory 4 | Vævervej 23 | 7490 | Aulum | Denmark | 56.2617965 | 8.7826523
Svane Køkkenet Aalborg | Fiskene 29 | 9200 | Aalborg | Denmark | 56.9985929 | 9.8682638
Svane Køkkenet Hjørring | Farøvej 1C | 9800 | Hjørring | Denmark | 57.4537144 | 10.0171715
Nettoline Kolding | Platinvej 4a | 6000 | Kolding | Denmark | 55.507984 | 9.454794
AUBO Køkken og Bad Esbjerg | Østervangsvej 4a | 6715 | Esbjerg | Denmark | 55.5015465 | 8.4538697
Celebert | Schleppegrellsgade 53 | 9000 | Aalborg | Denmark | 57.0535403 | 9.9011433
Celebert, Showroom | Hindsgavl Alle 2 | 5500 | Middelfart | Denmark | 55.5029214 | 9.7050687
Celebert, Showroom | Valby langgade 21stv | 2500 | Valby | Denmark | 55.6663963 | 12.5211661

NACE sector classification codes

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information

Shareholder information ........................................................ 50

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Shareholder information

TCM Group share price development in 2025

TCM Group A/S is part of the Nasdaq OMX Copenhagen Small Cap index. In 2025, the share price increased from an opening value of DKK 67.0 to DKK 68.0 as of 31 December 2025, representing an increase of 1.5%.

The average share price during 2025 was DKK 71.5.

The nominal value of the company’s share capital as of 31 December 2025 was DKK 1.1 million divided into shares of DKK 0.1, equivalent to 10.5 million shares and 10.5 million votes. As of 31 December 2025, TCM Group A/S owns 181,897 treasury shares, corresponding to 1.7% of the share capital.

Ownership

As of 31 December 2025, members of the Board of Directors held 18,653 shares (31 December 2025: 18,653 shares) and members of the Executive Management held 61,310 shares (31 December 2024: 63,251 shares), totalling 79,963 shares (31 December 2024: 81,904 shares), equivalent to 0.8% of the share capital (31 December 2024: 0.8%).

As of 31 December 2025, the following shareholders had notified shareholdings above 5% of the share capital (see below).

NAme | Business registration no. | Domicile | Notified shareholding*
Paradigm Capital Value Fund | B129149 | Luxembourg, Luxembourg | 15.8%
Paradigm Capital Value LP | 99-0375707 | Delaware, USA | 12.1%
BI Asset Management Fondsmæglerselskab A/S | 20896477 | Copenhagen, Denmark | 10.8%
Arbejdsmarkedets Tillægspension | 43405810 | Hillerød, Denmark | 10.3%

* According to latest shareholding notifications.

Financial calendar

The financial year covers the period 1 January to 31 December, and the following dates have been fixed for releases, etc. in the financial year 2026:

9 April 2026

Annual General Meeting 2026

21 May 2026

Interim Report Q1 2026

20 August 2026

Interim Report Q2 2026

19 November 2026

Interim Report Q3 2026

25 February 2027

Interim Report Q4 2026 and Annual Report 2026

7 April 2027

Annual General Meeting 2027

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Dividend DISTRIBUTION

During 2025, TCM Group distributed dividend of DKK 3 per share. Excluding treasury shares, this corresponded to DKK 31 million.

For the financial year 2025, the Board of Directors will propose an ordinary dividend of DKK 4.50 per share. Excluding treasury shares, this corresponds to DKK 46 million.

Dividend POLICY

The Board of Directors has adopted a dividend policy targeting a payout ratio of 40-60% of the consolidated net profit for the year. The payment of dividends, including the amount and timing, will depend on several factors, such as future revenue, profits, general financial and business conditions, restrictions under financing agreements, and strategic initiatives such as M&A activities or significant investments decided upon by the Board of Directors. Additional considerations may include other factors deemed relevant by the Board of

Directors, as well as applicable legal and regulatory requirements.

There is no assurance that a dividend or share buyback will be proposed or declared in any given year, or that the company’s financial performance will enable adherence to the dividend policy or an increase in the payout ratio. The company’s ability to pay dividends or repurchase shares may be affected by various factors. Additionally, the dividend policy is subject to change at the discretion of the Board of Directors.

As part of the current financing agreements with Nykredit, the Group has agreed to dividend restrictions linked to financial leverage.

The company’s investor relations website, investor.tcmgroup.dk , contains all official financial reports, investor presentations, the financial calendar, corporate governance documents and other material.

Analyst coverage

TCM Group is currently covered by four analysts:

Aktieinfo, John Stihøj

Carnegie, Oliver Røst Benneballe

Danske Bank, Anders Christian Preetzmann

SEB, Kristian Tornøe Johansen

Contact

For further information, please contact:

CEO Torben Paulin +45 21210464

CFO Jan Boendorf Madsen +45 40119158

Investor Relations: ir@tcmgroup.dk

Annual general meeting

The Annual General Meeting will be held on

Thursday 9 April 2026 at 5 p.m.

Share information

Exchange: Nasdaq Copenhagen

Trading symbol: TCM018

Identification number/ISIN: DK0060915478

Number of shares: 10.5 million shares of DKK 0.1 each with one vote

Share classes: 1

Sector: Kitchens, bathrooms and storage

Segment: SMALL CAP

Svane Køkkenet

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consolidated financial statements ..................................... 53

Financial statements of The Parent company ................. 83

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Consolidated financial statements

Consolidated income statement ..................................................... 54

Statement of comprehensive income .......................................... 54

Consolidated balance sheet as at 31 December .................. 55

Consolidated statement of changes

in shareholders’ equity ...................................................................... 56

Consolidated cash flow statement ............................................. 57

Notes to the consolidated financial statements ............... 58

Definitions .................................................................................................... 82

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Consolidated income statement

DKK’000 | Note | 2025 | 2024
Revenue | 4 | 1,279,197 | 1,203,783
Cost of goods sold | 5, 6, 8 | (988,723) | (948,377)
Gross profit |  | 290,474 | 255,406
Selling expenses | 5, 6, 8 | (120,059) | (101,429)
Administrative expenses | 5, 6, 7, 8 | (86,675) | (83,060)
Adjustment of contingent payment obligation |  | 4,500 | 9,500
Other operating income |  | 10,095 | 9,891
Operating profit before non-recurring items |  | 98,335 | 90,308
Non-recurring items, net | 9 | 17,950 | 0
Operating profit |  | 116,285 | 90,308
Share of profit in associates |  | (1,345) | 5,733
Financial income | 10 | 1,142 | 1,190
Financial expenses | 10 | (22,187) | (27,788)
Profit before tax |  | 93,895 | 69,443
Tax for the year | 11 | (16,125) | (11,768)
Net profit for the year |  | 77,770 | 57,675
Earnings per share (EPS) |  |  |
Earnings per share before dilution, DKK | 21 | 7.51 | 5.52
Earnings per share after dilution, DKK | 21 | 7.48 | 5.51

statement of comprehensive income

DKK’000 | Note | 2025 | 2024
Net profit for the year |  | 77,770 | 57,675
Other comprehensive income |  |  |
Items that may be reclassified to the income statement when specific conditions are met: |  |  |
Change in market value of currency hedges |  | 28 | 127
Reclassification of currency hedges from equity to be recognised in: |  |  |
Revenue |  | (1) | 1,220
Tax on value adjustments of currency hedges |  | (6) | (296)
Other comprehensive income for the year |  | 21 | 1,051
Total comprehensive income for the year |  | 77,791 | 58,726

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Consolidated balance sheet as AT 31 December

DKK’000 | Note | 2025 | 2024
ASSETS |  |  |
Intangible assets | 12 |  |
Goodwill |  | 519,748 | 411,998
Brands |  | 219,356 | 177,211
Customer contracts |  | 35,625 | 40,375
Other intangible assets |  | 8,179 | 7,591
Other intangible assets in progress |  | 89,173 | 54,928
|  | 872,081 | 692,103
Property, plant and equipment | 13 |  |
Buildings |  | 108,898 | 111,729
Land and land improvements |  | 15,627 | 15,623
Property, plant and equipment under construction and prepayments |  | 877 | 10,656
Machinery and other technical equipment |  | 65,931 | 53,345
Equipment, tools, fixtures and fittings |  | 5,820 | 5,113
Right-of-use assets | 14 | 41,986 | 39,494
|  | 239,139 | 235,960
Financial assets |  |  |
Investments in associates | 15 | 0 | 49,793
Lease receivables | 14 | 395 | 7,587
Other financial assets | 16 | 3,829 | 8,256
|  | 4,224 | 65,636
Total non-current assets |  | 1,115,444 | 993,699
Inventories |  |  |
Raw materials and consumables |  | 53,236 | 49,431
Semi-finished products |  | 31,915 | 27,341
Finished products |  | 16,885 | 12,375
| 17 | 102,036 | 89,147
Current receivables |  |  |
Trade receivables | 25 | 90,389 | 57,914
Lease receivables | 14 | 5,640 | 6,714
Receivables from associates |  | 0 | 1,923
Other receivables | 15 | 32,451 | 26,372
Prepaid expenses and accrued income | 4, 18 | 4,497 | 1,676
|  | 132,977 | 94,599
Cash and cash equivalents |  | 30,816 | 29,099
Total current assets |  | 265,829 | 212,845
Total assets |  | 1,381,273 | 1,206,544

Consolidated balance sheet AS AT 31 December

DKK’000 | Note | 2025 | 2024
SHAREHOLDERS’ EQUITY AND LIABILITIES |  |  |
Share capital | 19, 21 | 1,051 | 1,051
Treasury shares | 19 | (18) | (7)
Value adjustments of cash flow hedges | 20 | 120 | 99
Retained earnings |  | 581,101 | 557,019
Proposed dividend | 22 | 46,493 | 31,322
Total shareholders’ equity |  | 628,747 | 589,484
Deferred tax | 23 | 76,725 | 66,629
Mortgage loans | 3, 24 | 33,933 | 35,220
Bank loans | 3, 24 | 240,083 | 193,607
Lease liabilities | 3, 14 | 37,195 | 43,703
Other liabilities | 3 | 38,500 | 43,000
Total non-current liabilities |  | 426,436 | 382,159
Mortgage loans | 3, 24 | 1,287 | 1,236
Bank loans | 3, 24 | 81,428 | 21,759
Lease liabilities | 3, 14 | 13,636 | 12,291
Prepayments from customers |  | 7,246 | 0
Trade payables | 3 | 127,893 | 122,285
Current tax liabilities |  | 4,138 | 1,408
Other liabilities | 3 | 89,321 | 75,629
Deferred income |  | 1,141 | 293
Total current liabilities |  | 326,090 | 234,901
Total shareholders’ equity and liabilities |  | 1,381,273 | 1,206,544

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Statements

Financial statements

Consolidated statement of changes in shareholders’ equity

DKK’000 | Share capital | Treasury shares | Value adjustments of cash flow hedges | Retained earnings | Proposed divideNd | Total equity
Opening balance, 1 January 2025 | 1,051 | (7) | 99 | 557,019 | 31,322 | 589,484
Net profit for the year | 0 | 0 | 0 | 31,277 | 46,493 | 77,770
Other comprehensive income for the year | 0 | 0 | 21 | 0 | 0 | 21
Total comprehensive income for the year | 0 | 0 | 21 | 31,277 | 46,493 | 77,791
Dividend paid | 0 | 0 | 0 | 0 | (30,985) | (30,985)
Adjustment, dividend | 0 | 0 | 0 | 337 | (337) | 0
Share-based incentive programme | 0 | 0 | 0 | 720 | 0 | 720
Purchase of treasury shares | 0 | (11) | 0 | (8,252) | 0 | (8,263)
Transfer, exercised shares | 0 | 0 | 0 | (0) | 0 | 0
Closing balance, 31 December 2025 | 1,051 | (18) | 120 | 581,101 | 46,493 | 628,747
Opening balance, 1 January 2024 | 1,051 | (12,087) | (916) | 541,605 | 0 | 529,653
Net profit for the year | 0 | 0 | 0 | 26,353 | 31,322 | 57,675
Other comprehensive income for the year | 0 | 0 | 1,051 | 0 | 0 | 1,051
Total comprehensive income for the year | 0 | 0 | 1,051 | 26,353 | 31,322 | 58,726
Adjustment, cash flow hedges | 0 | 0 | (36) | 36 | 0 | 0
Transfer | 0 | 12,080 | 0 | (12,080) | 0 | 0
Share-based incentive programme | 0 | 0 | 0 | 1,105 | 0 | 1,105
Transfer, exercised shares | 0 | 0 | 0 | (0) | 0 | 0
Closing balance, 31 December 2024 | 1,051 | (7) | 99 | 557,019 | 31,322 | 589,484

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Statements

Financial statements

Consolidated cash flow statement

DKK’000 | Note | 2025 | 2024
Operating activities |  |  |
Operating profit |  | 116,285 | 90,308
Depreciation/amortisation |  | 37,504 | 35,587
Other non-cash operating items |  | (23,964) | (8,235)
Income tax paid |  | (17,789) | (13,724)
Change in inventories |  | (7,054) | 3,390
Change in operating receivables |  | (27,422) | 19,446
Change in operating liabilities |  | 9,841 | (23,285)
Cash flow from operating activities |  | 87,401 | 103,487
Investing activities |  |  |
Investments in property, plant and equipment |  | (16,464) | (20,983)
Investments in intangible assets |  | (34,304) | (28,270)
Sale of property, plant and equipment |  | 65 | 0
Investments in financial assets |  | 477 | 153
Acquisition of entities (business combinations) | 26 | (79,324) | 0
Dividends from associates |  | 6,750 | 4,500
Cash flow from investing activities |  | (122,800) | (44,600)
Operating cash flow before acquisition of entities |  | 43,925 | 58,887
Operating cash flow after acquisition of entities |  | (35,399) | 58,887

DKK’000 | Note | 2025 | 2024
Financing activities |  |  |
Interest paid |  | (21,654) | (24,810)
Interest received |  | 939 | 1,190
Proceeds from loans | 27 | 125,616 | 36,757
Repayments of loans | 27 | (21,240) | (49,136)
Repayments of lease liabilities | 14 | (7,618) | (5,980)
Purchase of treasury shares |  | (8,263) | 0
Dividend paid |  | (30,985) | 0
Cash flow from financing activities |  | 36,795 | (41,979)
Cash flow for the year |  | 1,396 | 16,908
Cash and cash equivalents at the beginning of the year |  | 29,099 | 13,285
Cash flow for the year |  | 1,396 | 16,908
Exchange rate differences on cash and cash equivalents |  | 321 | (1,094)
Cash and cash equivalents at year-end |  | 30,816 | 29,099
Specification |  |  |
Cash and cash equivalents at year-end |  | 30,816 | 29,099
|  | 30,816 | 29,099

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notes to the consolidated financial statements

1. Accounting policies .............................................................................................................................................................................. 59 2. Significant accounting estimates and judgements ................................................................................................................... 63 3. Financial risks ........................................................................................................................................................................................ 64 4. Revenue and segment information ................................................................................................................................................ 66 5. Staff costs ................................................................................................................................................................................................ 66 6. Average number of employees during the period ...................................................................................................................... 68 7. Audit fees ................................................................................................................................................................................................. 68 8. Depreciation/amortisation and impairment by function ....................................................................................................... 68 9. Non-recurring items ........................................................................................................................................................................... 69 10. Financial income and expenses ....................................................................................................................................................... 69 11. Corporation tax ..................................................................................................................................................................................... 70 12. Intangible assets ................................................................................................................................................................................... 70 13. Property, plant and equipment ........................................................................................................................................................ 72 14. Leases ....................................................................................................................................................................................................... 72 15. Investments in associates .................................................................................................................................................................. 74 16. Other financial assets .......................................................................................................................................................................... 75 17. Inventories .............................................................................................................................................................................................. 75 18. Prepaid expenses and accrued income .......................................................................................................................................... 75 19. Share capital ........................................................................................................................................................................................... 75 20. Value adjustments of currency hedges .......................................................................................................................................... 76 21. Earnings per share ............................................................................................................................................................................... 76 22. Dividend ................................................................................................................................................................................................... 76 23. Deferred tax ............................................................................................................................................................................................ 77 24. Bank loans and mortgage loans ....................................................................................................................................................... 77 25. Financial assets and liabilities ......................................................................................................................................................... 77 26. Acquisition of entities (business combinations) ........................................................................................................................ 78 27. Changes in liabilities attributable to financing activities ....................................................................................................... 80 28. Pledged assets, contingent liabilities and commitments ........................................................................................................ 81 29. Related party transactions ................................................................................................................................................................. 81 30. Events after the balance sheet date ................................................................................................................................................. 81 31. Companies in TCM Group ................................................................................................................................................................... 81

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Statements

Financial statements

Notes to the consolidated financial statements

1. Accounting policies

Principles applied in the preparation of the consolidated financial statements

The consolidated financial statements are presented in accordance with IFRS accounting standards as adopted by the EU and additional requirements of the Danish Financial Statements Act.

The accounting policies are unchanged compared with last year.

Implementation of new standards, amendments and interpretations

TCM Group has assessed the effect of the new standards, amendments and interpretations. TCM Group has con-cluded that all standards, amendments and interpreta-tions effective for financial years beginning on or after 1 January 2025 are either not relevant to the Group or have no significant effect on the consolidated financial statements.

Change in estimates of depreciation periods for machinery and other technical equipment

In 2025, TCM Group reassessed the estimated useful lives of certain machinery and other technical equip-ment. Machinery and other technical equipment was previously depreciated over 3–10 years; this has been changed to 5–12 years. As a result, depreciation expense in 2025 is DKK 4.2 million lower, which will be offset over the coming years.

Reporting under the ESEF Regulation

The Commission Delegated Regulation (EU) 2019/815 on the European Single Electronic Format (ESEF Regula-tion) requires listed companies in the EU to use a par-ticular electronic reporting format for their annual reports. More specifically, the annual report must be prepared in XHTML format with iXBRL tagging of the consolidated financial statements, including notes.

TCM Group’s iXBRL tagging follows the ESEF taxonomy disclosed in the annexes to the ESEF Regulation and

developed based on the IFRS taxonomy published by the IFRS Foundation.

The line items in the consolidated financial statements are XBRL-tagged to the elements of the ESEF taxonomy that are considered to match the content of those line items. For line items not considered to be covered by line items defined in the taxonomy, entity-specific exten-sions to the taxonomy have been incorporated. Except for subtotals, these extensions are anchored to standard elements of the ESEF taxonomy.

In compliance with the requirements of the ESEF Regu-lation, the annual report approved by Management comprises a ZIP file, tcm-group-2025-12-31-en.zip, which includes an XHTML file that can be opened using standard web browsers, and a number of technical XBRL files enabling mechanical retrieval of the XBRL data incorporated.

General principles

Assets and liabilities are recognised at historic acquisi-tion cost, except for certain financial assets and liabili-ties and non-current assets held for sale. Financial assets and liabilities measured at fair value comprise derivative instruments. Non-current assets held for sale are recognised at the lower of the carrying amount and fair value, less selling expenses.

The parent company’s functional currency is the Danish krone (DKK), which is also the presentation currency for the parent company and the Group. Accordingly, the consolidated financial statements are presented in DKK. All amounts are stated in DKK thousand, unless indi-cated otherwise.

New IFRS standards that have not yet been applied

A number of new or amended IFRS standards will come into effect in future financial years, but have not been applied in advance when preparing these consolidated financial statements.

The Group has assessed these standards and interpreta-tions and concluded that they are not expected to have a material impact on the Group’s financial statements, except for IFRS 18.

IFRS 18 Presentation and Disclosure in Financial State-ments: This introduces new requirements that will help to achieve comparability of the financial performance of similar entities and provide more relevant information and transparency. The main expected change is that operating profit will include foreign exchange gains/losses and loss on monetary items.

Classification, etc.

Non-current assets essentially comprise amounts that are expected to be recovered more than 12 months after the balance sheet date. Current assets essentially com-prise amounts that are expected to be recovered within 12 months of the balance sheet date. Non-current liabil-ities comprise amounts that TCM Group has an uncon-ditional right to pay more than 12 months after the bal-ance sheet date. Other liabilities comprise current liabilities.

Consolidation principles and business combinations

Subsidiaries

Subsidiaries are companies where TCM Group has con-trol. Control entails the direct or indirect right to shape a company’s financial or operational strategies in a bid to receive financial benefits. When assessing whether con-trol exists, potential voting shares that can be immedi-ately utilised or converted must be taken into account.

The financial statements of subsidiaries are included in the consolidated financial statements from the date that the controlling interest arises and until the date on which the controlling interest ceases.

If ownership is reduced to such an extent that the con-trolling interest is lost, any remaining holdings are rec-ognised at fair value and the change in value is recog-nised in the income statement.

Transactions that are eliminated through consolidation

Intra-group receivables and liabilities, income and expenses, and unrealised gains or losses that arise from transactions between Group companies are eliminated fully in the preparation of the consolidated financial statements.

Business combinations

Business combinations are recognised in accordance with the acquisition method. This means the acquired identifi-able assets and assumed liabilities and contingent liabili-ties are recognised at the fair value on the acquisition date. The consideration is measured at the fair value of the consideration transferred to the former owner of the acquiree. Acquisition-related costs are recognised as non-recurring items in the income statement as incurred.

Goodwill arising from business combinations is calcu-lated as the total of the consideration transferred, any non-controlling interests and the fair value of previ-ously held interests (for step acquisitions) less the fair value of the subsidiary’s identifiable assets and assumed liabilities. If the difference is negative, it is recognised directly in net profit for the year.

Contingent consideration in acquisitions is measured at fair value on both the acquisition date and continuously thereafter, with changes in value recognised in the income statement.

For acquisitions of subsidiaries involving non- controlling interests, the Group recognises net assets attributable to non-controlling interests at the fair value of all the net assets either excluding or including goodwill. The principle is decided individually for each acquisition.

When a business combination is achieved in stages, the Group’s previously held interests in the acquired entity are remeasured to its acquisition-date fair value, and the resulting gain or loss, if any, is recognised in the income statement.

When a controlling interest is achieved, changes in ownership are recognised as a reallocation of sharehold-ers’ equity between the parent company’s owners and

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Financial statements

1. Accounting policies (continued)

non-controlling interests, without any remeasurement of the subsidiary’s net assets.

Segment reporting

An operating segment is a part of the Group that con-ducts business activities from which it earns revenue and incurs expenses and for which independent finan-cial information is available. Furthermore, the results of an operating segment are monitored by the company’s chief operating decision maker to evaluate them and to allocate resources to the operating segment. TCM Group has only one operating segment, which is producing and selling kitchens, bathrooms and storage.

Revenue recognition

The Group sells kitchen products through a number of independent stores, DIY chains and other retailers. Rev-enue is recognised in the income statement when con-trol of the products has been transferred to the cus-tomer. Control is transferred when the products are delivered, which occurs when the Group has objective evidence that all criteria for transfer of risk have been satisfied. Revenue is only recognised to the extent that it is highly probable that a significant reversal will not occur. Products are often sold with retrospective volume discounts.

The Group owns a few retailers, which provide installa-tion services. When the Group provides installation ser-vices, revenue is recognised as a performance obligation satisfied over time. Revenue is recognised for these installation services based on the percentage of comple-tion of the contract.

When using the percentage-of-completion method, revenue is recognised at the amount that corresponds to the selling price of the work performed during the financial year. The stage of completion is measured based on the ratio between the expenses incurred and the total expenses expected for the contracts. In situa-tions where it is probable that total contract expenses

will exceed total revenue from the contract, the expected loss is recognised as an expense in the income statement.

Net revenue is recognised at the fair value of the consid-eration agreed, excluding VAT, duties and discounts in relation to the sale.

Cost of goods sold

Cost of goods sold includes the manufacturing costs incurred to achieve the revenue for the year. These con-sist of raw materials, direct labour costs, in- and out-bound transportation costs, and indirect costs related to manufacturing, such as salaries, energy and mainte-nance costs, as well as depreciation of production facil-ities and equipment.

Non-recurring items

Non-recurring items are applied in connection with the presentation of the profit or loss for the year to distin-guish income and expenses that are special and of a non-recurring nature from the consolidated operating profit for the year. Non-recurring items are assessed item by item and comprise transaction costs related to business combinations, as well as gains or losses on major disposals.

Operating expenses (selling and administrative expenses)

Operating expenses primarily comprise selling and administrative expenses. Selling expenses include staff costs, marketing costs, losses (incl. provisions for losses) on trade receivables, and other costs related to sales and marketing activities. Administrative expenses include staff costs and other costs related to administration.

Share of profit/loss in associates

The Group’s share of associates’ results after tax and elimination of the proportionate share of internal profit/loss is recognised in the income statement.

Financial income and expenses

Financial income and expenses comprise interest income on bank balances and receivables, interest expense on loans, gain/loss on interest rate swaps as well as exchange rate differences on financial items.

Interest income on receivables and interest expense on liabilities are calculated in accordance with the effective interest rate method. The effective interest rate is the interest rate that makes the present value of all future receipts and disbursements during the fixed-interest term equal to the carrying amount of the receivable or liability. The calculation includes all fees paid or received by contractual parties that are part of the effec-tive interest rate, i.e. transaction costs and surplus and deficit values.

Tax

Tax costs for the year comprise current tax and deferred tax. Income taxes are recognised in the income state-ment except when the underlying transaction is recog-nised in other comprehensive income or in sharehold-ers’ equity, in which case the associated tax effects are recognised directly in other comprehensive income or in shareholders’ equity.

Current tax is tax that is to be paid or received regarding the current year, calculated using the tax rates set or set in principle on the balance sheet date. This item also includes adjustments to current tax attributable to pre-vious periods.

Deferred tax is calculated according to the balance sheet method on all temporary differences arising between the carrying amount and tax base of assets and liabilities.

The tax effect attributable to tax loss carryforwards that could be utilised against future profits is capitalised as a deferred tax asset. This applies to both accumulated loss carryforwards at the acquisition date and losses arising subsequently.

Deferred tax is measured at the tax rates that are expected to apply to the period when the asset is realised or the liability is settled. Deferred tax is recognised in

the balance sheet as a non-current asset or liability. The income tax liability is recognised as a current receivable or current liability.

If the actual outcome differs from the amounts initially recognised, the differences will affect current tax and deferred tax in the period in which these calculations are made.

Intangible assets

Goodwill comprises the amount by which the cost of the acquired entity exceeds the established fair value of identifiable net assets, as recognised in the acquisition analysis. In connection with the acquisition of entities, goodwill is allocated to cash-generating units and the fair value of each brand is measured. Since goodwill and the Svane Køkkenet brand have an indefinite useful life, they are not amortised. The indefinite useful life is justi-fied by the long life of the brand, as there is no intention of changing the brand set-up. Thus, it is not possible to determine a useful life. Instead, goodwill and the Svane Køkkenet brand are subject to impairment testing annu-ally or if an indication of impairment arises. The carry-ing amount comprises the cost less any accumulated impairment losses. A description of the method and assumptions applied when conducting impairment tests is found in note 12 Intangible assets.

Other intangible assets with definite useful life, includ-ing the AUBO brand and the Celebert brand/domain, are recognised at cost less accumulated amortisation and any impairment. This also includes capitalised costs for purchases, and internal and external costs for the devel-opment of software for the Group’s IT operations, pat-ents and licences. Amortisation is calculated according to the straight-line method based on the estimated use-ful life of the asset (3-10 years).

Property, plant and equipment

Property, plant and equipment are recognised at cost with deductions for depreciation and any impairment. Cost includes expenses that can be directly attributed to the acquisition. Costs for repairs and maintenance are recognised as costs in the income statement in the period in which they arise.

Notes to the consolidated financial statements (continued)

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Statements

Financial statements

If an asset’s carrying amount exceeds its estimated recoverable amount, the asset is written down to the recoverable amount, and the write-down is recognised in the income statement.

In the income statement, operating profit is reduced by straight-line depreciation, which is calculated on the original cost less estimated residual value after useful life and is based on the estimated useful life of the assets as follows:

Buildings 40 yearsMachinery and other technical equipment5-12 yearsEquipment, tools, fixtures and fittings3-5 yearsLand is not depreciated.

Expected useful life and residual value are reviewed annually.

Research and product development

Costs for product development are expensed immedi-ately as and when they arise and are presented in administrative expenses.

Product development within the Group is mainly in the form of design development and is conducted continu-ously to adapt to current style trends. To a large extent, product development is based on the further develop-ment of existing materials and designs, which is why no portion of the costs for product development is recog-nised as an intangible asset. The Group does not carry out research and development in the true sense, or to any significant extent.

Leases

When entering into an agreement, the company assesses whether an agreement is a lease agreement or contains a lease element. A lease is an agreement that transfers the right to control the use of an identifiable asset for a period against payment. In assessing whether an agree-ment contains a lease item that has been transferred to

the lessee, it is necessary to consider whether the lessee has the right, during the useful life, to obtain virtually all the economic benefits from the use of the identifiable asset and the right to decide on the use of the identifi- able asset.

The company recognises a right of use (the asset) and a lease obligation at the start of the lease period.

The right-of-use asset is measured at cost, which is cal-culated as the present value of the lease obligation plus any direct costs associated with entering into the lease, any costs for demolition and disposal of the asset at the end of the lease period that the lessee is obliged to pay, and prepaid lease payments.

The right-of-use asset is depreciated on a straight-line basis over the shorter of the lease term and the useful life of the asset. If the lease agreement contains a pur-chase option that the company expects to exercise, the right-of-use asset is depreciated on a straight-line basis over the total expected useful life of the asset.

The company’s vehicle leases include a service element in the payments to the lessor. This service element is deducted from the lease payment when measuring the lease obligation. Where the company cannot reliably separate lease and non-lease items, it is considered a single lease payment.

Short leases of less than 12 months and leases where the underlying asset has a low value are not recognised in the balance sheet.

The lease obligation, which is recognised under lease liabilities, is measured at the present value of the remaining lease payments, discounted by the company’s incremental loan interest rate if the implicit interest rate is not stated in the lease agreement or cannot reason- ably be determined. The lease payment consists of fixed and variable lease payments that are regulated by index

or interest rate, guaranteed residual values, the exercise of purchase options and the cost of cancelling the lease. The lease obligation is subsequently adjusted if:

The value of the index or interest rate on which the lease payments are based changes.

There is a change in the exercise of options to extend or shorten the lease period due to a material event or material change in circumstances that are within the control of the lessee.

The lease term is changed as a result of exercising an option to extend or shorten the lease term.

The estimate of a residual value guarantee is changed.

The contract is renegotiated or modified.

Subsequent adjustment of the lease obligation is recog-nised as a correction to the right-of-use asset. However, if the right-of-use asset has a value of DKK 0, a negative reassessment of the right-of-use asset is recognised in the income statement.

Lease periodThe company recognises the lease obligations on the basis of the future payments during the lease period. The lease period consists of the non-cancellable period and periods covered by extension and termination options.

The company rents properties for production and for retail leases. Often leases do not have a fixed expiry date, but continue after the non-cancellable period until the lessee terminates the contract. When determining the lease term, the company therefore assesses whether it is reasonably certain of exercising or not exercising exten-sion options.

Retail leases are in all cases subleased to franchisees on the same terms, for which reason the lease term is esti-mated to be the same period. The right-of-use asset is therefore recognised under lease receivables in the bal-ance sheet.

Incremental borrowing rateThe company has chosen to subdivide its leases into the following categories:

Rental contracts for premises

Vehicles

The borrowing rate is set on initial recognition. If the company considers there is a change in the residual value guarantee, termination or renewal options, the incremental borrowing rate is revised.

For the company’s vehicles, the incremental borrowing rate is calculated based on the company’s borrowing rate. This interest rate takes into account credit assess-ments, collateral, leasing periods, etc.

For rental contracts for premises, the possibility of using mortgage financing of real estate has been taken into account when calculating the incremental borrow-ing rate.

Investments in associates

Investments in associates are measured using the equity method, whereby the investments in the balance sheet are measured at the proportionate share of the compa-nies’ net asset value calculated in accordance with the Group’s accounting policy after elimination of the pro-portionate share of unrealised internal profit/loss and with addition of value added on acquisition, including goodwill.

Investments in associates are tested for impairment if an indication of impairment arises.

Inventories

Inventories comprise finished and semi-finished prod-ucts and raw materials. Inventories are valued according to the first-in, first-out (FIFO) principle, at the lower of cost and net realisable value on the balance sheet date. The realisable value comprises the estimated sales price in the ongoing operations less selling expenses. Cost of finished and semi-finished products is measured at manufacturing cost including raw materials, direct labour, other direct expenses and production-related overheads based on normal production capacity.

Intra-group profits on inventories are eliminated in the consolidated financial statements.

1. Accounting policies (continued)

Notes to the consolidated financial statements (continued)

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Financial statements

Financial instruments

Financial instruments recognised in the balance sheet include cash and cash equivalents, loans, trade receiv-ables and derivative instruments on the asset side. On the liability side, there are trade payables, loan liabilities and derivative instruments.

Recognition in and derecognition from the balance sheet

A financial asset or a financial liability is entered in the balance sheet when the company becomes a party in accordance with the contractual terms of the instru-ment. A receivable is recognised when the company has performed a service and a contractual payment obliga-tion arises for the counterparty, even if no invoice has been issued. Trade receivables are recognised in the bal-ance sheet when revenue is recognised and an invoice has been issued. A liability is recognised when the coun-terparty has performed a service and a contractual pay-ment obligation arises, even if an invoice has not been received. Accounts payable are recognised when a ser-vice or product has been received.

A financial asset is derecognised from the balance sheet when the rights resulting from the agreement have been realised, expire or the company loses control over them. The same applies to a part of a financial asset. A finan-cial liability is derecognised from the balance sheet when the obligation resulting from the agreement has been realised or is extinguished in some other manner. The same applies to a part of a financial liability.

A financial asset and a financial liability may only be offset against each other and recognised net in the bal-ance sheet if there is a legal right to offset the amounts and the intention is to settle the items in a net amount or to simultaneously sell the asset and settle the debt.

The acquisition or divestment of financial assets is rec-ognised on the transaction date for on-demand transac-tions, which is the date when the company undertakes to acquire or sell the asset.

Measurement

Financial instruments that are not derivative instru-ments are initially recognised at cost corresponding to the instrument’s fair value plus transaction costs. Transaction costs for derivative instruments are imme-diately expensed. On initial recognition, a financial instrument is classified on the basis of the purpose underlying the acquisition of the instrument. This clas-sification determines how the financial instrument is measured after initial recognition, as described below. For the recognition of derivative instruments, refer to cash flow hedges below.

Receivables and liabilities in foreign currencies

Receivables and liabilities in foreign currencies are val-ued at the balance sheet date rate. Exchange rate fluctu-ations pertaining to operating receivables and liabilities are recognised in operating profit, while exchange rate fluctuations pertaining to financial receivables and lia-bilities are recognised in net financial items.

Loans and trade receivables

Loans and trade receivables comprise financial assets that are not derivative instruments, that have fixed or fixable payments and that are not listed on an active market. For TCM Group, this category includes non-current financial assets, and trade receivables and other receivables recognised as current assets. These assets are valued at amortised cost. Amortised cost is determined based on the effective rate calculated on the acquisition date. Loans and trade receivables are recog-nised at the amounts that are expected to be received, i.e. less any provisions for decreases in value. Receiv-ables with short maturities are not discounted.

Cash and cash equivalents

Cash and cash equivalents are defined as cash and bank balances and short-term investments with maturities not exceeding three months from the acquisition date.

Financial liabilities

All transactions pertaining to financial liabilities are recognised on the settlement date. Liabilities (except for

derivative instruments with negative values) are meas-ured at amortised cost.

Financial liabilities related to contingent payment obli-gations are initially measured at fair value based on the estimated future performance of the acquired entity. These assumptions are then reviewed at each balance sheet date and the contingent payment obligation adjusted accordingly, with the adjustment being recog-nised in other income/other expenses.

Cash flow hedges, interest rate risk

Interest swaps can be used to hedge the uncertainty of highly probable forecast interest rate flows for borrow-ing at variable interest, whereby the company receives variable interest and pays fixed interest. Interest rate swaps are measured at fair value in the balance sheet. The interest coupon portion is recognised in the income statement on an ongoing basis as a portion of interest expense. Unrealised changes in the fair value of interest rate swaps are recognised in other comprehensive income and are included as a portion of the hedging reserve until the hedged item impacts net profit for the year and as long as the criteria for hedge accounting and effectiveness are fulfilled. The gain or loss attributable to the ineffective portion of unrealised changes in the value of interest rate swaps is recognised in the income statement.

Derivative financial instruments

On initial recognition in the balance sheet, derivative financial instruments are measured at cost and subse-quently at fair value. Derivative financial instruments are recognised under other receivables/other payables.

Changes that comply with the requirements for hedging of the future cash flow of a recognised asset or liability are recognised in the statement of comprehensive income.

Impairment

The carrying amounts of the Group’s non-financial assets are reviewed at each reporting date for indica-tions of impairment. If any such indication exists, the recoverable amount is estimated in accordance with IAS

36. Financial assets are tested for impairment in accord-ance with IFRS 9.

Impairment testing of intangible assets and property, plant and equipment

If there is an indication of impairment, the recoverable amount of the asset is tested in accordance with IAS 36 (see below). For goodwill and assets with indefinite life, e.g. certain brands, the recoverable amount is calculated annually. When testing for impairment, if it is not poss-ible to establish essentially independent cash flows for an individual asset, the assets must be grouped at the lowest level at which it is possible to identify essentially independent cash flows, known as cash-generating units (CGUs).

Impairment losses are recognised when the carrying amount of an asset or a CGU exceeds the recoverable amount. Impairment losses are recognised in the income statement. Impairment losses related to assets attribut-able to a CGU are primarily allocated to goodwill. Subse-quently, other assets included in the CGU are impaired on a proportionate basis.

The recoverable amount is the higher of fair value less selling expenses and value in use. When calculating the value in use, future cash flows are discounted using a dis-count factor that takes into account the risk-free interest rate and the risk associated with the specific asset or CGU.

Impairment of financial assets

Trade receivables are recognised initially at their trans-action price less allowance for expected credit losses over the lifetime of the receivable and are subsequently measured at amortised cost adjusted for changes in expected credit losses. The expected credit losses on trade receivables are estimated based on the level of unsecured balances past due.

Receivables that the Group has no reasonable expecta-tion of recovering are written off in part or entirely.

Allowances for expected credit losses and write-offs for trade receivables are recognised in the income state-ment and included in selling expenses.

1. Accounting policies (continued)

Notes to the consolidated financial statements (continued)

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Impairment reversal

An impairment loss on assets that come under the scope of IAS 36 is reversed if there is an indication that the impairment is no longer pertinent and that there has been a change in the assumptions upon which the calcu-lation of the recoverable amount was based. However, an impairment loss on goodwill and brands with indefinite useful life is never reversed. A reversal is only performed to the extent that the carrying amount of the asset after the reversal does not exceed the carrying amount that would have been recognised, less depreciation where applicable, if no impairment had been posted.

An impairment loss on loans and trade receivables rec-ognised at amortised cost is reversed if the previous rea-sons for the impairment loss no longer exist and full pay-ment can be expected to be received from the customer.

Contingent liabilities

A contingent liability is disclosed when the company has a possible obligation deriving from an event the exist-ence of which will be confirmed only by one or more uncertain future events, or when there is an obligation that has not been recognised as a liability or provision because an outflow of resources is not likely to be required, or alternatively because it is not possible to estimate the amount concerned sufficiently reliably.

Shareholders’ equity

Dividends

Dividends are recognised as a liability after the Annual General Meeting has approved the dividend.

Treasury shares

Treasury shares are primarily acquired to finance TCM Group’s share-based long-term incentive programme for the Executive Management. Treasury shares are deducted from the share capital on cancellation at their nominal value of DKK 0.1 per share. Differences between this amount and the amount paid to acquire or received

for disposing of treasury shares are deducted directly in retained earnings.

Statement of cash flows

The cash flow statement shows the cash flows from operating, investing and financing activities for the year, the year’s changes in cash and cash equivalents as well as cash and cash equivalents at the beginning and end of the year.

The cash flow effect of acquisitions and disposals of entities is shown separately in cash flows from investing activities. Cash flows from acquired entities are recog-nised in the cash flow statement from the date of acqui-sition, and cash flows from entities disposed of are rec-ognised up until the date of disposal.

Cash flows from operating activities are calculated according to the indirect method as operating profit adjusted for non-cash operating items, changes in working capital and corporation tax paid.

Cash flows from investing activities comprise payments in connection with acquisitions and disposals of entities and activities, intangible assets and property, plant and equipment, and other non-current assets as well as div-idends received.

Cash flows from financing activities comprise changes in the size or composition of the share capital and related costs as well as the raising of loans, repayment of interest-bearing debt, interest and payment of divi-dends to shareholders.

Earnings per share

The calculation of earnings per share is based on consol-idated net profit attributable to the parent company shareholders and the weighted average number of shares outstanding during the year. When calculating earnings per share after dilution, the average number of shares outstanding is adjusted to take into account the

dilutive effects of potential ordinary shares, including employee share options. The options are dilutive if the exercise price is lower than the share price. The greater the difference between the exercise price and the share price, the greater the dilution. For options, the exercise price is added to the value of future services.

Employee benefits

Long-term remuneration

The Group operates schemes that reward employees for long service. The obligation is deemed insignificant and the Group therefore recognises the expense at the time of the employee’s anniversary.

The Group has an equity-settled, share-based long-term incentive (LTI) programme for the Executive Man-agement, which is governed by the Remuneration Policy. The LTI is a share-based programme consisting of annual individual performance share unit (PSU) plans with rolling 3-year performance periods. The fair value of employee services rendered in return for the grant of shares is recognised as an expense and allocated over the vesting period. At the end of each reporting period, TCM Group revises its estimates of the number of shares expected to vest. TCM Group recognises the impact of the revision, if any, of the original estimates in the income statement and in a corresponding adjustment to equity over the remaining vesting period. Adjustments relating to prior years are included in the income state-ment in the year of adjustment.

Short-term remuneration

Short-term remuneration of employees is calculated without discounting and is recognised as a cost when the related services are rendered. A provision is recognised for the anticipated cost of bonus payments when the Group has a current legal or contractual obligation to make such payments, based on the services being ren-dered by the employees and the possibility of reliably estimating the obligation.

2. Significant accounting estimates and judgements

Preparing the consolidated financial statements in accordance with IFRS requires Management to make assessments, estimates and assumptions that affect the application of accounting policies and the recognised amounts of assets, liabilities, income and expenses. The actual outcome may differ from these estimates and assessments. Estimates and assumptions are regularly reviewed. Changes to estimates are recognised in the period in which the change is made if the change affects only that period, or in the period in which the change is made and future periods if the change affects both cur-rent and future periods. Assessments made by Manage-ment in the application of IFRS that have a material impact on the consolidated financial statements and estimates made that may lead to significant adjustments in the consolidated financial statements in future finan-cial years are primarily the following:

Impairment testing of goodwill and brands

Goodwill and brands with indefinite useful life are rec-ognised at cost less any accumulated impairment. The Group performs annual impairment tests of goodwill and brands in accordance with the accounting policies. The assumptions and assessments made pertaining to expected cash flows and the discount rate in the form of weighted average cost of capital are described in note 12.

Acquisition of entities

In applying the acquisition method of accounting, esti-mates are an integral part of assessing fair values of several identifiable assets acquired and liabilities assumed, as observable market prices are typically not available. Valuation techniques where estimates are applied typically relate to determining the present value of future uncertain cash flows or assessing other events in which the outcome is uncertain at the date of acquisi-tion. Significant estimates are typically applied in accounting for intangible assets, deferred tax, contin-gent consideration and contingent liabilities.

1. Accounting policies (continued)

Notes to the consolidated financial statements (continued)

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3. Financial risks

Foreign exchange risk

TCM Group has currency exposure and risks related to sales in NOK. In accordance with the Group’s foreign currency policy, forward contracts are used to mitigate such risks. Forward contracts are used to hedge 50-100% of the expected cash flows in NOK on a 6-month rolling basis. Based on the net position (trade receivables and bank deposits less trade payables) in NOK at the balance sheet date, a 10% change in the year-end rate would impact net profit and equity by DKK 3.5 million. Apart from NOK, revenue is only invoiced in DKK, and purchases are mainly in DKK or EUR. Due to the current fixed rate of the DKK vis-à-vis EUR, EUR cash flows related to purchases were not hedged during the year. Purchase-related cash flows in currencies other than DKK, EUR and NOK amounted to DKK 2.0 million (2024: DKK 1.4 million) and were not hedged during the year.

Credit risk

TCM Group’s customer base comprises professional customers. Credit management and payment terms are monitored for each customer group. Customers who make regular purchases are subject to continuous credit assessments. Credit insurance, bank guarantees and other collateral are utilised for the different markets and customer categories.

Actual losses on trade receivables in 2025 amounted to DKK 2.2 million (2024: DKK 4.3 million), primarily related to bankruptcies of two stores in Denmark and Norway. Expensed actual losses of DKK 2.2 million and the decrease in provisions of DKK 0.1 million amounted to a total of DKK 2.1 million, equal to 0.2% of net revenue for the year.

Financial exposure and Liquidity risk

The Group maintains four credit facilities with Nykredit Bank:

1) DKK 220 million committed facility: This facility has been extended by 1 year and expires in March 2027. It includes one further 1-year extension option available on similar terms.

2) DKK 110 million committed facility: Established in 2023 to support the acquisition of AUBO Production A/S, this facility has been extended by 2 years and expires in 2028.

3) DKK 50 million uncommitted facility: This 1-year facility expires in March 2026.

4) DKK 50 million committed facility: Established in 2025 to support the acquisition of Celebert ApS, this facility expires in 2030.

At 31 December 2025, the book value of the credit facil-ities was DKK 322 million and the facilities comprised an unused amount of DKK 108 million with a further DKK 31 million in cash. Based on our scenarios for 2026, the cur-rent credit facilities provide sufficient headroom, and the forecast leverage will be within the covenants agreed in the credit facility agreements.

The facility agreements with Nykredit Bank contain a leverage covenant of 4.0 for the remaining financing period. No covenants were breached during the period.

Mortgage loans with a nominal amount of DKK 35 mil-lion (2024: DKK 36 million) are amortised over 20 years and expire in 2044.

Interest-rate risk

It is Group policy to hedge interest rate risk on loans when it is assessed that the debt is material. The Group manages interest rate risk by maintaining an appropri-ate mix of fixed- and floating-rate borrowings, and by using interest rate swaps.

Forward Exchange contracts | 2025 DKK’000 | 2024 DKK’000
NOK forward contracts, contract value | 14,958 | 18,300
NOK forward contracts, average forward rate | 65.0 | 63.1
NOK forward contracts, maturity – months | 1-3 | 1-4
NOK forward contracts, carrying amount (fair value) | 155 | 127
NOK forward contracts, fair value adjustment | 27 | 1,347

Age analysis, trade receivables | 2025 DKK’000 | 2024 DKK’000
Trade receivables before impairment |  |
Non-due trade receivables | 83,393 | 52,179
Past due trade receivables, 0-30 days | 7,418 | 4,455
Past due trade receivables, 30-90 days | 540 | 134
Past due trade receivables, >90 days | 6,581 | 8,764
Trade receivables before impairment | 97,932 | 65,532
Of which overdue | 14,539 | 13,353
Overdue secured receivables | 4,404 | 4,774
- Impaired | 0 | 0
Total overdue secured receivables after impairment | 4,404 | 4,774
Overdue unsecured receivables | 10,135 | 8,579
- Impaired | (7,543) | (7,618)
Total overdue unsecured receivables after impairment | 2,592 | 961
Impairment loss recognised in the income statement during the period | 2,198 | 4,314

Notes to the consolidated financial statements (continued)

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The interest rates on the Nykredit facilities are currently variable, and the interest rates on the mortgage loans are currently fixed.

For the Group’s floating-rate cash and cash equivalents and debt to banks, an increase in the interest rate level of 1% p.a. relative to the actual interest rates would have had a negative impact on net profit for the year and on equity at 31 December 2025 of DKK 2.8 million (2024: DKK 2.2 million).

Assumptions for analysis of interest rate sensitivity

The stated sensitivities are calculated based on the financial assets and liabilities recognised at 31 December 2025. No adjustments have been made for instalments, raising of loans, etc. during the year.

The computed expected fluctuations are based on the current market situation and expectations for market developments in the interest rate level.

Capital management

The Board of Directors has adopted a dividend policy with a target payout ratio of 40-60% of consolidated net profit for the year, subject to the overall financial posi-tion and leverage.

The Board of Directors proposes to the Annual General Meeting to distribute an ordinary dividend of DKK 4.50 per share. Excluding treasury shares, this corresponds to DKK 46 million.

Fair value hierarchy of financial instruments measured at fair value in the balance sheet

Interest rate swaps are valued using an income approach (discounted cash flow). Expected future cash flows are based on relevant observable swap rates and discounted using a discount rate that reflects the credit risk of the relevant counterparties (level 2).

The classification of financial instruments measured at fair value is disaggregated in accordance with the fair value hierarchy:

Quoted prices in an active market for identical instruments (level 1)

Quoted prices in an active market for similar assets or liabilities, or other valuation methods where all significant inputs are based on observable market data (level 2)

Valuation methods where no significant input is based on observable market data (level 3)

Carrying amount of derivative financial instruments | 2025 DKK’000 | 2024 DKK’000
Hedging – currency fluctuation (level 2) | (154) | (127)
Contingent payment obligation, AUBO Production A/S (level 3) | 3,500 | 8,000
| 3,346 | 7,873

The fair value of financial assets and financial liabilities measured at amortised cost is approximately equal to the carrying amount, because of the short maturity of the financial assets and the floating rate on the financial liabilities.

MATurity structure, financial and operational liabilities – undiscounted cash flows

DKK million | Nominal amount, functional currency | 0-6 months | 6-12 months | 2-3 years | 4-5 years | Later than 5 years | Total
2025 |  |  |  |  |  |  |
Bank loans | 321.5 | 78.6 | 16.0 | 230.3 | 21.2 | 0.0 | 346.1
Mortgage loans | 35.2 | 1.5 | 1.5 | 5.9 | 5.9 | 38.6 | 53.4
Lease liabilities | 50.8 | 8.7 | 7.4 | 15.6 | 7.6 | 16.1 | 55.4
Trade payables | 127.9 | 127.9 | 0.0 | 0.0 | 0.0 | 0.0 | 127.9
Other liabilities | 127.8 | 81.9 | 8.6 | 42.6 | 0.0 | 0.0 | 133.1
Financial and operational liabilities at 31 December 2025 |  | 298.6 | 33.5 | 294.4 | 34.7 | 54.7 | 715.9

The fair value of mortgage loans at 31 December 2025 amounted to DKK 35.8 million (2024: DKK 36.7 million). All other financial liabilities are measured at cost or amortised cost, which constitutes fair value.

DKK million | Nominal amount, functional currency | 0-6 months | 6-12 months | 2-3 years | 4-5 years | Later than 5 years | Total
2024 |  |  |  |  |  |  |
Bank loans | 215.4 | 28.5 | 5.8 | 198.3 | 0.0 | 0.0 | 232.6
Mortgage loans | 36.5 | 1.5 | 1.5 | 5.9 | 5.9 | 41.5 | 56.3
Lease liabilities | 56.0 | 7.8 | 7.0 | 20.1 | 9.8 | 19.7 | 64.4
Trade payables | 122.3 | 122.3 | 0.0 | 0.0 | 0.0 | 0.0 | 122.3
Other liabilities | 118.6 | 68.8 | 8.2 | 6.9 | 43.5 | 0.0 | 127.4
Financial and operational liabilities at 31 December 2024 |  | 228.9 | 22.5 | 231.2 | 59.2 | 61.2 | 603.0

Notes to the consolidated financial statements (continued)

3. Financial risks (continued)

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4. Revenue and segment information

The Group’s business activities are managed within a single operating segment, which is producing and selling kitchens, bathrooms and storage. “Kitchens and related products” covers products for kitchens. The Group’s Management moni-tors the operating segment’s results to evaluate it and to allocate resources.

DKK’000 | Revenue from customers 2025 | Intangible assets and property, plant and equipment 2025 | Revenue from customers 2024 | Intangible assets and property, plant and equipment 2024
Geographic areas |  |  |  |
Denmark | 1,025,307 | 1,071,845 | 969,042 | 882,438
Norway | 242,886 | 39,375 | 222,897 | 45,625
Other countries | 11,004 | 0 | 11,844 | 0
| 1,279,197 | 1,111,220 | 1,203,783 | 928,063

DKK’000 | 2025 | 2024
Revenue by category |  |
Revenue, core business* | 900,754 | 895,463
Revenue, third party | 307,402 | 308,320
Revenue, retailers | 71,041 | 0
| 1,279,197 | 1,203,783
Timing of revenue recognition |  |
Recognised over time** | 7,769 | 0
Recognised at a point in time | 1,271,428 | 1,203,783
| 1,279,197 | 1,203,783

* Revenue from core business has been reduced for revenue from owned retail stores. In 2024, the Group had no retail stores.

** Revenue recognised over time relates to the retail category.

Revenue consists of sale of goods and services.

In 2025, two single customers, with revenue of DKK 195 million (2024: DKK 186 million) and DKK 140 million (2024: <10% of revenue) respectively, individually exceeded 10% of revenue. In 2024 one additional customer, with revenue of DKK 134 million, exceeded 10% of revenue. These revenues are attributed to the kitchens, bathrooms and storage segment.

Contract balances

Contract assets comprise unbilled amounts representing the Group’s right to consideration for the products and services transferred to date.

DKK’000 | 2025 | 2024
Contract assets (accrued income) | 1,552 | 0

5. Staff Costs

Total costs for employee benefits |  |
DKK’000 | 2025 | 2024
Salaries and other remuneration | 237,270 | 219,069
Social security costs | 6,211 | 6,079
Pension costs – defined contribution plans | 24,460 | 21,208
Other staff costs | 116 | 258
Total employee costs | 268,057 | 246,614

The average number of employees and the number of men and women among board members and the Executive Management are described in note 6.

Notes to the consolidated financial statements (continued)

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Remuneration and other benefits |  |  |  |  |  |  |
DKK’000 | Base salary/ Directors’ fees |  |  |  |  |  |
|  | Variable re-muneration, cash-based (STI) | Variable re-muneration, share-based (LTI) | Other benefits | Pension costs | Total | Number of individuals
2025 |  |  |  |  |  |  |
Board of Directors | 2,500 | 0 | 0 | 0 | 0 | 2,500 | 6
Executive Management | 4,908 | 1,024 | 720 | 559 | 567 | 7,778 | 2
Total | 7,408 | 1,024 | 720 | 559 | 567 | 10,278 | 8
2024 |  |  |  |  |  |  |
Board of Directors | 2,547 | 0 | 0 | 0 | 0 | 2,547 | 6
Executive Management | 4,602 | 1,901 | 1,105 | 612 | 501 | 8,721 | 2
Total | 7,149 | 1,901 | 1,105 | 612 | 501 | 11,268 | 8
|  |  |  |  |  | 2025 | 2024
Number of performance share units |  |  |  |  |  |  |
As at 1 January |  |  |  |  | 93,908 | 65,766 |
Granted during the year |  |  |  |  | 33,842 | 37,885 |
Exercised during the year |  |  |  |  | (3,485) | (1,949) |
Forfeited during the year |  |  |  |  | (46,733) | (7,794) |
As at 31 December |  |  |  |  | 77,532 | 93,908 |

Shares granted in 2025 were issued at an exercise price of DKK 74 per share.

|  |  | 2025 | 2024
Performance Share Units outstanding at year-end have the following expiry dates |  |  |  |
31 March 2025 |  |  | 0 | 17,427
31 March 2026 |  |  | 28,482 | 38,596
31 March 2027 |  |  | 26,184 | 37,885
31 March 2028 |  |  | 22,866 | 0
Total |  |  | 77,532 | 93,908
Weighted average remaining contractual life of performance share units outstanding at year-end |  |  | 1.18 | 1.47
DKK’000 | 2025 | Estimated exercise ratio | 2024 | Estimated exercise ratio
Fair value at 31 December |  |  |  |
Granted in 2022 | 0 | n.a. | 227 | 20%
Granted in 2023 | 928 | 84% | 1,230 | 82%
Granted in 2024 | 1,313 | 85% | 1,900 | 85%
Granted in 2025 | 1,113 | 67% | 0 | n.a.
Total | 3,354 |  | 3,357 |

Fair value is estimated based on the expected exercise ratio for the maximum number of performance share units and the share price when the LTI programme was granted (share price in 2025: DKK 73).

Employees, including the Board of Directors and the Executive Management, have the opportunity to buy kitchens, bathrooms and storage solutions at a discounted price. Purchases are made indirectly through an independent store. The total value of the purchases made by the Board of Directors and the Executive Management during the year was DKK 39 thousand (2024: DKK 340 thousand).

The Remuneration Report for the Board of Directors and the Executive Management is available on TCM Group’s website.

5. Staff Costs (continued)

Notes to the consolidated financial statements (continued)

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Board of Directors

Remuneration of members of the Board of Directors is determined by resolutions passed at the Annual General Meeting.

Executive Management

The Executive Management, which in 2025 consisted of two individuals, received salaries and pension contributions during the financial year 2025 amounting to DKK 5.5 million (2024: DKK 5.1 million) plus variable remuneration and other benefits amounting to a total of DKK 7.8 million (2024: DKK 8.7 million).

In addition to base salary, the Executive Management has a short-term incentive (STI) programme and a long-term incentive (LTI) programme, which are governed by the Remuneration Policy. The STI programme for 2025 is capped at up to 50% of the annual base salary and is based on annual KPIs. The bonus criteria for the STI programme are revenue, EBITDA and NWC ratio. The STI programme includes a threshold for the EBITDA target that, if not achieved, will result in no STI bonus being paid, regardless of performance on other KPIs.

The LTI programme is granted exclusively to the Executive Management and consists of annual individual performance share unit plans with rolling 3-year performance periods for the periods 2023-2025, 2024-2026 and 2025-2027. When the LTI programme is granted to the participants, a maximum of up to 50% of the annual base salary is converted to a maximum number of performance share units based on the current share price, i.e. an average over a 3-month period. At the end of each performance period, the performance share units may be converted into shares in TCM Group, which will be granted free of charge. The performance measures for the LTI programme are all 3-year accumulative and com-prise absolute total shareholder return on the company’s share, EBITDA and carbon emissions reductions. The fair value of the LTI programme is estimated on an annual basis.

6. Average number of employees during the period

| 2025 | 2024
Average number of employees | 498 | 460
Board members | 6 | 6
Of which women | 2 | 2
Executive Management | 2 | 2
Of which women | 0 | 0

The Board of Directors consisted of six members at the date of approval of the consolidated financial statements.

As of the approval date, the Executive Management consisted of one member.

7. Audit fees

In addition to the statutory audit, PricewaterhouseCoopers Statsautoriseret Revisionspartnerselskab, the auditors appointed at the Annual General Meeting, provides other assurance engagements and other services to the Group.

DKK’000 | 2025 | 2024
Specification by type of cost |  |
Statutory audit | 1,463 | 1,199
Other assurance engagements | 235 | 0
Tax and indirect tax advisory | 3 | 32
Other services | 437 | 128
| 2,138 | 1,359

The fee for non-audit services delivered by PricewaterhouseCoopers Statsautoriseret Revisionspartnerselskab to the company amounted to DKK 0.7 million in 2025 and consisted of various accounting advisory services, including due diligence in connection with the Celebert ApS acquisition. In 2024, the fee for non-audit services delivered by Pricewa-terhouseCoopers Statsautoriseret Revisionspartnerselskab to the company amounted to DKK 0.2 million and consisted of various accounting advisory services.

8. Depreciation/amortisation and impairment by function

DKK’000 | Depreciation/ amortiSation 2025 | Impairment 2025 | Depreciation/ amortiSation 2024 | Impairment 2024
Cost of goods sold | 24,171 | 0 | 23,131 | 0
Selling expenses | 9,715 | 0 | 7,689 | 0
Administrative expenses | 3,618 | 0 | 4,767 | 0
Total depreciation/amortisation and impairment | 37,504 | 0 | 35,587 | 0

Notes to the consolidated financial statements (continued)

5. Staff Costs (continued)

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9. Non-recurring items

DKK’000 | 2025 | 2024
Transaction costs related to business combinations | 2,308 | 0
Fair value adjustment of TCM Group’s 45% stake in Celebert ApS | (20,258) | 0
Total | (17,950) | 0

The table below shows how the income statement (extract) would have been presented if no adjustment for non-recurring items had been made:

DKK’000 | 2025 | 2024
Revenue | 1,279,197 | 1,203,783
Cost of goods sold | (988,723) | (948,377)
Gross profit | 290,474 | 255,406
Selling expenses | (120,059) | (101,429)
Administrative expenses | (88,983) | (83,060)
Adjustment of contingent payment obligation | 4,500 | 9,500
Other operating income | 30,353 | 9,891
Operating profit | 116,285 | 90,308

TCM Group presents non-recurring items separately to ensure comparability. Non-recurring items consist of income and expenses that are special and of a non-recurring nature. For 2025, non-recurring items consisted of transaction costs related to business combinations and fair value adjustment of TCM Group’s 45% stake in Celebert ApS. There were no non-recurring items in 2024.

10. Financial income and expenses

DKK’000 | 2025 | 2024
Financial income |  |
Interest income on financial assets measured at amortised cost | 777 | 862
Interest income on discounted subleases | 162 | 328
Foreign exchange gains | 203 | 0
Total | 1,142 | 1,190
Financial expenses |  |
Interest expense on liabilities measured at amortised cost | 18,460 | 21,409
Interest expense on discounted lease liabilities | 2,788 | 2,750
Foreign exchange losses | 0 | 2,361
Other financial costs | 939 | 1,268
Total | 22,187 | 27,788

Notes to the consolidated financial statements (continued)

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Financial statements

11. Corporation tax

DKK’000 | Income statement | Other comprehensive income | Total comprehensive income
Tax for the year can be specified as follows: |  |  |
Current tax | 17,806 | 6 | 17,812
Change in deferred tax during the year | (1,681) | 0 | (1,681)
Total | 16,125 | 6 | 16,131
Tax for the previous year can be specified as follows: |  |  |
Current tax | 13,145 | 296 | 13,441
Change in deferred tax during the year | (1,377) | 0 | (1,377)
Total | 11,768 | 296 | 12,064

Reconciliation of the effective tax rate for the period can be specified as follows:

DKK’000 | % | 2025 | % | 2024
Tax rate | 22.0 | 20,657 | 22.0 | 15,277
Non-taxable income | (5.8) | (5,447) | (4.8) | (3,351)
Non-deductible expenses | 1.1 | 1,020 | 0.2 | 144
Other | (0.1) | (105) | (0.4) | (302)
Effective tax rate for the year | 17.2 | 16,125 | 17.0 | 11,768

Non-taxable income primarily relates to income from adjustment of contingent payment obligations, step-up alloca-tion and result of associates. Non-deductible expenses primarily relate to transaction costs in connection with acqui-sitions and result of associates.

12. Intangible assets

DKK’000 | Goodwill | Brands | Customer contracts | Other intangible assets | Other intangible assets in progress
Opening cost at 1 January 2025 | 415,350 | 179,461 | 47,500 | 60,585 | 56,839
Acquisition of entities | 107,750 | 44,012 | 0 | 5,774 | 0
Investments for the period | 0 | 0 | 0 | 59 | 34,245
Disposals for the period | (3,352) | 0 | 0 | 0 | 0
Closing cost at 31 December 2025 | 519,748 | 223,473 | 47,500 | 66,418 | 91,084
Opening amortisation and impairment at 1 January 2025 | 3,352 | 2,250 | 7,125 | 52,994 | 1,911
Disposals for the period | (3,352) | 0 | 0 | 0 | 0
Amortisation for the period | 0 | 1,867 | 4,750 | 5,245 | 0
Closing amortisation and impairment at 31 December 2025 | 0 | 4,117 | 11,875 | 58,239 | 1,911
Closing carrying amount at 31 December 2025 | 519,748 | 219,356 | 35,625 | 8,179 | 89,173

Notes to the consolidated financial statements (continued)

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DKK’000 | Goodwill | Brands | Customer contracts | Other intangible assets | Other intangible assets in progress
Opening cost at 1 January 2024 | 415,350 | 179,461 | 47,500 | 53,578 | 35,576
Investments for the period | 0 | 0 | 0 | 0 | 28,270
Transfer | 0 | 0 | 0 | 7,007 | (7,007)
Closing cost at 31 December 2024 | 415,350 | 179,461 | 47,500 | 60,585 | 56,839
Opening amortisation and impairment at 1 January 2024 | 3,352 | 750 | 2,375 | 50,755 | 1,911
Amortisation for the period | 0 | 1,500 | 4,750 | 2,239 | 0
Closing amortisation and impairment at 31 December 2024 | 3,352 | 2,250 | 7,125 | 52,994 | 1,911
Closing carrying amount at 31 December 2024 | 411,998 | 177,211 | 40,375 | 7,591 | 54,928

Impairment testing of goodwill and brand

At the end of 2025, recognised goodwill amounted to DKK 519.6 million (2024: DKK 412.0 million) and recognised brand value amounted to DKK 219.4 million (2024: DKK 172.2 million).

Goodwill is allocated to a cash-generating unit (CGU) when the unit is acquired. TCM Group currently has three CGUs: TCM Group from the acquisition of TCM Group in 2016, DKK 370 million (2024: DKK 370 million), AUBO from the acquisition of AUBO Production A/S in 2023, DKK 42 million (DKK 42 million), and Celebert from the acquisition of Celebert ApS in 2025, DKK 108 million (2024: 0 million). All CGUs are part of the Group’s operating segment “Produc-ing and selling kitchens, bathrooms and storage”.

Acquired goodwill in 2025 related to the acquisition of Celebert ApS, DKK 107.7 million. Disposal of goodwill in 2025 arose from the divestment of Svane Alnabru AS, DKK 3.4 million, which was fully impaired in 2023.

Goodwill is tested annually for impairment by calculating the expected recoverable amount of the CGU. The recovera-ble amount is calculated as the expected cash flow discounted by a weighted average cost of capital (WACC) after tax for the CGU. The recoverable amount, calculated in conjunction with this, is compared to the carrying amount for the CGU. The starting point of the calculation is the estimated future cash flows based on the financial budget for the forthcoming financial year. A forecast for the next four years is prepared based on this budget and expectations regarding market trends and sales mix in the years ahead, reflecting past experience.

When estimating expected future cash flows, key assumptions include projected demand growth, increases in net sales, improvements in gross and operating margins, as well as requirements for working capital and CapEx. Various macroeconomic indicators - such as data on residential property sales in the markets where the Group operates - are considered to analyse the business environment, supported by both external and internal assessments. Based on these analyses, Management has applied a projected low- to mid-single-digit growth rate in net sales over the forecast period, driven by an anticipated positive development in residential property sales and an anticipated recovery in the B2B project market, as described in the Management Review. This assumption is applicable for all performed impair-ment tests.

Gross and operating margins are expected to improve gradually during the forecast period, reflecting changes in the sales mix and the implementation of various strategic initiatives. These assumptions also account for the Group’s long-term strategic efforts, including differentiated branding, central sourcing, manufacturing optimisation and product development. To project cash flows beyond the initial 5-year period, a growth rate of 3% (2024: 2%) has been applied.

The WACC is calculated based on the average debt-to-equity ratio of large companies in similar industries and the respective costs of debt and equity. The cost of shareholders’ equity is determined under the assumption that all investors require at least the same level of return as for risk-free government bonds, supplemented by a risk premium reflecting the estimated risks associated with investments in CGUs. The required return on debt-financed capital is similarly calculated using the return on risk-free government bonds, with an added borrowing margin to account for estimated company-specific risk. A current tax rate of 22% is applied.

In 2025, the Group’s weighted cost of capital before tax amounted to 12.1% (2024: 11.4%) and after tax to 9.97% (2024: 9.25%), which is applicable for all performed impairment tests.

The acquisition cost of the Svane brand, DKK 172.0 million, with indefinite useful life is subject to an annual impair-ment test using the relief from royalty method. The recoverable amount is calculated using the expected cash flow based on the budget for the forthcoming financial year, a forecast for the next four years and a royalty on the expected brand revenue, discounted by a WACC after tax. The WACC is based on similar assumptions to the above. The recovera-ble amount is compared to the carrying amount. The acquisition value of the AUBO brand is amortised over the expected useful life, which has been set at 5 years.

Testing of goodwill and brand did not lead to any impairment in 2025 or 2024. In Management’s assessment, likely changes in the basic assumptions will not lead to the carrying amount exceeding the recoverable amount.

12. Intangible assets (continued)

Notes to the consolidated financial statements (continued)

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13. Property, plant and equipment

DKK’000 | Buildings | Land and land improve-ments | Property, plant and equipment under con-struction and prepayments | Machinery and other technical equipment | Equipment, tools, fixtures and fittings
Opening cost at 1 January 2025 | 130,066 | 15,623 | 10,656 | 102,807 | 15,215
Acquisition of entities | 0 | 0 | 0 | 0 | 1,773
Investments for the period | 831 | 4 | 877 | 13,942 | 809
Transfer | 0 | 0 | (10,656) | 10,523 | 133
Disposals for the period | 0 | 0 | 0 | (614) | (344)
Closing cost at 31 December 2025 | 130,897 | 15,627 | 877 | 126,658 | 17,586
Opening depreciation and impairment at 1 January 2025 | 18,337 | 0 | 0 | 49,462 | 10,102
Disposals for the period | 0 | 0 | 0 | (614) | (201)
Depreciation for the period | 3,662 | 0 | 0 | 11,879 | 1,865
Closing depreciation and impairment at 31 December 2025 | 21,999 | 0 | 0 | 60,727 | 11,766
Closing carrying amount at 31 December 2025 | 108,898 | 15,627 | 877 | 65,931 | 5,820

DKK’000 | Buildings | Land and land improve- ments | Property, plant and equipment under con-struction and prepayments | Machinery and other technical equipment | Equipment, tools, fixtures and fittings
Opening cost at 1 January 2024 | 129,382 | 14,248 | 6,130 | 88,847 | 14,945
Investments for the period | 684 | 1,375 | 10,656 | 7,875 | 394
Transfer | 0 | 0 | (6,130) | 6,130 | 0
Disposals for the period | 0 | 0 | 0 | (45) | (124)
Closing cost at 31 December 2024 | 130,066 | 15,623 | 10,656 | 102,807 | 15,215
Opening depreciation and impairment at 1 January 2024 | 14,705 | 0 | 0 | 34,863 | 7,807
Disposals for the period | 0 | 0 | 0 | (45) | (124)
Depreciation for the period | 3,632 | 0 | 0 | 14,644 | 2,419
Closing depreciation and impairment at 31 December 2024 | 18,337 | 0 | 0 | 49,462 | 10,102
Closing carrying amount at 31 December 2024 | 111,729 | 15,623 | 10,656 | 53,345 | 5,113

No impairment was charged to property, plant and equipment in 2025 or 2024.

14. Leases

Right-of-use assets

DKK’000 | Rental of premises | Equipment, tools, fixtures and fittings | Total
Opening cost at 1 January 2025 | 52,320 | 7,525 | 59,845
Acquisition of entities | 6,567 | 0 | 6,567
Additions | 1,859 | 2,686 | 4,545
Disposals for the period | 0 | (1,306) | (1,306)
Closing cost at 31 December 2025 | 60,746 | 8,905 | 69,651
Opening depreciation and impairment at 1 January 2025 | 16,838 | 3,513 | 20,351
Disposals for the period | 0 | (921) | (921)
Depreciation for the period | 5,875 | 2,360 | 8,235
Closing depreciation and impairment at 31 December 2025 | 22,713 | 4,952 | 27,665
Closing carrying amount at 31 December 2025 | 38,033 | 3,953 | 41,986

DKK’000 | Rental of premises | Equipment, tools, fixtures and fittings | Total
Opening cost at 1 January 2024 | 50,272 | 9,584 | 59,856
Additions | 2,048 | 2,807 | 4,855
Disposals for the period | 0 | (4,866) | (4,866)
Closing cost at 31 December 2024 | 52,320 | 7,525 | 59,845
Opening depreciation and impairment at 1 January 2024 | 12,756 | 5,642 | 18,398
Disposals for the period | 0 | (4,502) | (4,502)
Depreciation for the period | 4,082 | 2,373 | 6,455
Closing depreciation and impairment at 31 December 2024 | 16,838 | 3,513 | 20,351
Closing carrying amount at 31 December 2024 | 35,482 | 4,012 | 39,494

Notes to the consolidated financial statements (continued)

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Lease receivables

Subleases are specified as follows:

| 2025 |  | 2024 |
DKK’000 | Book value | Undiscounted value | Book value | Undiscounted value
Falling due for payment within 1 year | 5,640 | 5,699 | 6,715 | 7,029
Falling due for payment within 1-2 years | 395 | 396 | 5,146 | 5,321
Falling due for payment within 2-3 years | 0 | 0 | 1,539 | 1,626
Falling due for payment within 3-4 years | 0 | 0 | 901 | 923
Falling due for payment within 4-5 years | 0 | 0 | 0 | 0
Falling due for payment after 5 years | 0 | 0 | 0 | 0
Total | 6,035 | 6,095 | 14,301 | 14,899

Subleases falling due for payment later than 1 year after the balance sheet date are presented as financial assets. Subleases falling due for payment within 1 year from the balance sheet date are presented as current receivables, but are not included in the calculation of net working capital.

Lease liabilities

In 2025, the total amount of cash flows related to lease liabilities was DKK -10.4 million (2024: DKK -8.8 million), of which the interest payments related to the recognised lease liabilities were DKK 2.8 million (2024: DKK 2.8 million) and repayments DKK 7.6 million (2024: DKK 6.0 million).

DKK’000 | 2025 | 2024
Opening balance, 1 January | 55,993 | 62,347
Non-cash change |  |
Acquisition of entities | 2,349 | 0
New lease liabilities | 4,545 | 4,855
Terminated leases | (392) | (204)
Subleases settled directly by the franchisee | (4,048) | (5,025)
| 2,454 | (374)
Financing cash flows |  |
Repayment of loans | (7,616) | (5,980)
| (7,616) | (5,980)
Closing balance, 31 December | 50,831 | 55,993

14. Leases (continued)

Notes to the consolidated financial statements (continued)

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DKK’000 | 2025 | 2024
Maturity of contractual cash flow |  |
0-6 months | 8,717 | 7,842
6-12 months | 7,381 | 7,061
2-3 years | 15,594 | 20,081
4-5 years | 7,640 | 9,786
5 years or later | 16,128 | 19,657
| 55,460 | 64,427
DKK’000 | 2025 | 2024
Amounts recognised in the income statement |  |
Cost of short-term leases | 593 | 498
Variable leasing costs that are not included in leasing liabilities | 128 | 161
| 721 | 659

TCM Group leases various assets such as production buildings, warehouses, office buildings, retail property buildings, company cars, etc.

The portfolio of lease commitments for short-term leases at year-end is similar to the portfolio of short-term leases that have been expensed during the period.

TCM Group has not entered into any significant leases, not yet commenced, to which it is committed.

15. Investments in associates

DKK’000 | 2025 | 2024
Cost at start of year | 61,837 | 61,270
Additions | 4,257 | 567
Transfer | (61,178) | 0
Divestment | (4,916) | 0
Carrying amount at year-end | 0 | 61,837
Value adjustments at start of year | (12,044) | (13,276)
Impairment | (3,499) | (567)
Dividend received | (6,750) | (4,500)
Share of profit/(loss) | 2,154 | 6,299
Transfer | 15,981 | 0
Divestment | 4,158 | 0
Value adjustments at year-end | 0 | (12,044)
Carrying amount at year-end | 0 | 49,793

The associate Celebert ApS sells kitchens, bathrooms and storage solutions online and has a balance sheet date of 31 December. On 25 November 2025, TCM Group A/S acquired the remaining 55% of the shares in Celebert ApS and there-fore now owns 100% of the company. See note 26 for further information about the acquisition. At 25 November 2025, Celebert ApS posted a gross profit of DKK 35 million and a net profit of DKK 7 million.

The associate Svane Alnabru AS operates the Svane Køkkenet Alnabru store in Oslo, Norway. On 18 December 2025, TCM Group acquired the remaining 40% af the shares and therefore owns 100% af the shares in the company. Before the acquisition, TCM Group exercised a committed capital increase of DKK 4.0 million, which was impaired to the book value of the company. On 30 December 2025, TCM Group sold 100% of the shares to an external party. See note 26 for further information about the transactions. At 30 December 2025, Svane Alnabru AS posted a gross profit of DKK 5 million and a net loss of DKK 1 million.

Notes to the consolidated financial statements (continued)

14. Leases (continued)

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16. Other financial assets

DKK’000 | 2025 | 2024
Other financial assets |  |
Receivables falling due in 12 months or later | 2,341 | 6,919
Deposits | 1,488 | 1,337
Total | 3,829 | 8,256

17. Inventories

DKK’000 | 2025 | 2024
Raw materials and consumables | 55,425 | 51,617
Semi-finished products | 37,587 | 32,052
Finished products | 17,287 | 12,832
Total write-down of inventories | (8,263) | (7,354)
| 102,036 | 89,147

Cost of goods sold recognised as an expense during the period was DKK 988.7 million (2024: DKK 948.4 million) and write-downs of inventories recognised as an expense during the period totalled DKK 0.9 million (2024: DKK 2.2 million).

18. Prepaid expenses and accrued income

DKK’000 | 2025 | 2024
Contract work in progress | 1,552 | 0
Other prepaid expenses | 2,945 | 1,676
Total | 4,497 | 1,676

19. Share capital

Share capital | No. of registered shares | No. of shares outstanding | Nominal value
At 1 January 2025 | 10,513,638 | 10,440,587 | 1,051,364
Purchase of treasury shares | 0 | (112,331) | 0
Performance shares | 0 | 3,485 | 0
At 31 December 2025 | 10,513,638 | 10,331,741 | 1,051,364
At 1 January 2024 | 10,513,638 | 10,438,638 | 1,051,364
Performance shares | 0 | 1,949 | 0
At 31 December 2024 | 10,513,638 | 10,440,587 | 1,051,364

The share capital amounted to nominal DKK 1,051,364. Each share has a nominal value of DKK 0.1. All of the registered shares are fully paid. All shares are ordinary shares of the same class.

Treasury shares | No. of shares | NominAl value | % of shares
At 1 January 2025 | 73,051 | 7,305 | 0.7
Used to settle performance shares | (3,485) | (348) | 0.0
Purchase of treasury shares | 112,331 | 11,233 | 1.0
At 31 December 2025 | 181,897 | 18,190 | 1.7
At 1 January 2024 | 75,000 | 7,500 | 0.7
Used to settle performance shares | (1,949) | (195) | 0.0
At 31 December 2024 | 73,051 | 7,305 | 0.7

The purchase of treasury shares in 2025 is intended for the future LTI programme.

Notes to the consolidated financial statements (continued)

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20. Value adjustments of currency hedges

DKK’000 | Value adjustments of cash flow hedges 2025 | Total 2025 | Value adjustments of cash flow hedges 2024 | Total 2024
Opening balance | 99 | 99 | (916) | (916)
Adjustment, cash flow hedges | 0 | 0 | (36) | (36)
Value adjustments of currency hedges before tax | 27 | 27 | 1,347 | 1,347
Tax on value adjustments of currency hedges | (6) | (6) | (296) | (296)
Closing balance | 120 | 120 | 99 | 99

Hedging reserve

The fair value adjustment of unrealised gains/losses on forward exchange contracts is adjusted in equity.

The forward exchange contracts, which have been entered into with the company’s usual bank connection, cover periods of 0-12 months from the balance sheet date.

21. Earnings per share

Earnings per share before dilution

Earnings per share before dilution are calculated by dividing profit attributable to the shareholders by the weighted average number of outstanding ordinary shares during the period.

| 2025 | 2024
Profit attributable to shareholders (DKK'000) | 77,770 | 57,675
Weighted average number of outstanding ordinary shares before dilution | 10,349,205 | 10,440,012
Earnings per share before dilution (DKK) | 7.51 | 5.52

Earnings per share after dilution

To calculate earnings per share after dilution, the weighted average number of outstanding ordinary shares was adjusted for the dilution effect of all potential ordinary shares. These potential ordinary shares were attributable to the long-term incentive (LTI) programmes awarded to the Executive Management in 2023, 2024 and 2025, cf. note 5.

If all the performance targets set for the first plan, PSU 2023-2025, 2024-2026 and 2025-2027, are achieved in full, the aggregate allocated maximum number of share units and, accordingly, shares to be awarded will be 77,532 shares (gross earnings).

| 2025 | 2024
Weighted average number of outstanding ordinary shares | 10,349,205 | 10,440,012
Management performance share scheme | 43,869 | 35,319
Weighted average number of outstanding ordinary shares after dilution | 10,393,074 | 10,475,331
Earnings per share after dilution | 7.48 | 5.51

22. Dividend

The Board of Directors proposes to the Annual General Meeting to distribute an ordinary dividend of DKK 4.50 per share. Excluding treasury shares, this corresponds to DKK 46 million.

Notes to the consolidated financial statements (continued)

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23. Deferred tax

DKK’000 | Deferred tax assets | Deferred tax liabilities | Net
Opening balance, 1 January 2025 | 0 | 66,629 | 66,629
Acquisition of entities | 0 | 11,777 | 11,777
Recognised in net profit for the year | 0 | (1,681) | (1,681)
Closing balance, 31 December 2025 | 0 | 76,725 | 76,725
Opening balance, 1 January 2024 | 0 | 68,032 | 68,032
Adjustment related to prior years | 0 | (26) | (26)
Recognised in net profit for the year | 0 | (1,377) | (1,377)
Closing balance, 31 December 2024 | 0 | 66,629 | 66,629

Change in deferred tax liabilities for the period: The corporation tax rate in Denmark for the year is 22.0%. There are no tax loss carryforwards.

Deferred tax liabilities |  |  |  |  |  |
DKK’000 | Temporary differences in intangible assets |  |  |  |  |
|  | Temporary differences in property, plant and equipment | Temporary differences in inventories | Temporary differences in receivables | Temporary differences in mortgage debt | Total
At 1 January 2025 | 49,539 | 17,989 | 871 | (1,475) | (295) | 66,629
Acquisition of entities | 11,776 | 1 | 0 | 0 | 0 | 11,777
Recognised in net profit for the year | (2,571) | 908 | (87) | 253 | (184) | (1,681)
At 31 December 2025 | 58,744 | 18,898 | 784 | (1,222) | (479) | 76,725
At 1 January 2024 | 50,635 | 18,335 | 504 | (1,032) | (410) | 68,032
Adjustment related to prior years | 0 | 0 | 0 | 0 | (26) | (26)
Recognised in net profit for the year | (1,096) | (346) | 367 | (443) | 141 | (1,377)
At 31 December 2024 | 49,539 | 17,989 | 871 | (1,475) | (295) | 66,629

24. Bank loans and mortgage loans

Refer to note 3 for additional information regarding bank loans and mortgage loans.

DKK’000 | 2025 | 2024
Maturity structure |  |
Within 1 year | 82,714 | 22,995
Between 1 and 5 years | 245,778 | 199,078
Later than 5 years | 28,239 | 29,749
Total | 356,731 | 251,822

25. Financial assets and liabilities

2025 DKK’000 | Financial assets and liabilities measured at fair value | Financial assets measured at amortised cost | Financial liabilities measured at amortised cost | Total carrYing amount
Other long-term receivables | 0 | 3,829 | 0 | 3,829
Trade receivables | 0 | 90,389 | 0 | 90,389
Other receivables | 154 | 32,298 | 0 | 32,452
Cash and cash equivalents | 0 | 30,816 | 0 | 30,816
Total | 154 | 157,332 | 0 | 157,486
Non-current interest-bearing liabilities | 0 | 0 | 331,212 | 331,212
Current interest-bearing liabilities | 0 | 0 | 76,350 | 76,350
Accounts payable | 0 | 0 | 127,893 | 127,893
Other non-current liabilities | 3,500 | 0 | 35,000 | 38,500
Other current liabilities | 0 | 0 | 89,321 | 89,321
Total | 3,500 | 0 | 659,776 | 663,276

Notes to the consolidated financial statements (continued)

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2024 DKK’000 | Financial assets and liabilities measured at fair value | Financial assets measured at amortised cost | Financial liabilities measured at amortised cost | Total carrying amount
Other long-term receivables | 0 | 8,256 | 0 | 8,256
Trade receivables | 0 | 57,914 | 0 | 57,914
Other receivables | 127 | 26,245 | 0 | 26,372
Cash and cash equivalents | 0 | 29,099 | 0 | 29,099
Total | 127 | 121,514 | 0 | 121,641
Non-current interest-bearing liabilities | 0 | 0 | 272,529 | 272,529
Current interest-bearing liabilities | 0 | 0 | 35,285 | 35,285
Accounts payable | 0 | 0 | 122,285 | 122,285
Other non-current liabilities | 8,000 | 0 | 35,000 | 43,000
Other current liabilities | 0 | 0 | 75,921 | 75,921
Total | 8,000 | 0 | 541,020 | 549,020

26. Acquisition of ENTITIES (business combinations)

2025: Acquisition of Celebert ApS

On 25 November 2025, TCM Group A/S acquired the remaining 55% of the shares in Celebert ApS and therefore now owns 100% of the company. The acquisition supports TCM Group’s strategy of strengthening its position in the fast-growing online sales channel.

| DKK’000
Purchase consideration |
Cash paid | 80,000
Purchase price | 80,000

The total fair value of the shares can be specified as follows:

| DKK’000
Purchase consideration |
Total purchase price, 55% of the shares | 80,000
Fair value, 45% of the shares | 65,455
Total fair value, 100% of the shares | 145,455

The book value of the existing 45% shareholding amounted to DKK 45.2 million as of the closing date. A net revalua-tion of DKK 20.3 million has been recognised in the income statement and presented as a non-recurring item.

25. Financial assets and liabilities (continued)

Notes to the consolidated financial statements (continued)

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DKK’000 | Fair value | Acquired carrying amount
Assets and liabilities included in the acquisition |  |
Cash and cash equivalents | 6,613 | 6,613
Property, plant and equipment | 2,023 | 1,036
Intangible assets: design rights | 5,774 | 0
Intangible assets: brand value/domains | 44,012 | 0
Financial assets | 152 | 152
Inventories | 2,247 | 2,247
Trade receivables and other receivables | 6,463 | 6,463
Accounts payable and other operating liabilities | (14,018) | (14,018)
Tax payable | (2,707) | (2,707)
Other interest-bearing liabilities | (987) | 0
Deferred taxes, net | (11,777) | (824)
Net identifiable assets acquired | 37,795 | (1,038)
Goodwill | 107,660 |
Net assets acquired | 145,455 |

Goodwill is attributable to the high profitability of the acquired business. It will not be deductible for tax purposes.

Revenue attributable to Celebert ApS since the acquisition date amounted to DKK 11.6 million, and net profit amounted to DKK -0.2 million.

If the acquisition had occurred on 1 January 2025, consolidated pro-forma revenue and profit for the period ended 31 December 2025 would have been approximately DKK 135 million and DKK 3 million respectively.

These amounts have been calculated using the subsidiary’s results and adjusting them for:• differences in the accounting policies of the Group and the subsidiary

• the additional depreciation and amortisation that would have been charged assuming the fair value adjustments to property, plant and equipment and intangible assets had applied from 1 January 2025, together with the consequen-tial tax effects.

The fair value of trade receivables amounted to DKK 0.9 million. The gross contractual receivables amounted to DKK 1.0 million, of which DKK 0.1 million is considered uncollectible.

| DKK’000
Purchase consideration - cash outflow |
Purchase consideration paid in cash | 80,000
Cash and cash equivalents in acquired subsidiaries | (6,613)
Reduction in the Group’s cash and cash equivalents in conjunction with acquisition | 73,387

Transaction costs for the acquisition amounted to DKK 2.3 million and are presented under non-recurring items. Of the transaction costs, DKK 2.3 million was recognised in Q4 2025.

2025: Acquisition of four retail stores

On 1 January 2025, TCM Group completed the acquisition of the Svane Køkkenet retail stores in Aalborg and Hjørring. On 1 September 2025, TCM Group completed the acquisition of the AUBO retail store in Esbjerg and the Nettoline retail store in Kolding. The total consideration for the four retail stores amounted to DKK 2.7 million, which, based on the preliminary purchase price allocation (PPA), is assessed to correspond to the fair value of the acquired assets. Accord-ingly, no material goodwill has been recognised in connection with the transactions.

Notes to the consolidated financial statements (continued)

26. Acquisition of ENTITIES (business combinations) (continued)

TCM Group

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At A Glance

Statements

Financial statements

DKK’000 | Fair value | Acquired carrying amount
Assets and liabilities included in the acquisitions |  |
Property, plant and equipment | 736 | 736
Financial assets | 12 | 12
Inventories | 3,588 | 3,588
Trade receivables and other receivables | 2,277 | 2,277
Accounts payable and other operating liabilities | (4,019) | (4,019)
Net identifiable assets acquired | 2,594 | 2,594
Goodwill | 90 |
Net assets acquired | 2,684 |

2025: Acquisition and disposal of Svane Alnabru AS

On 18 December 2025, TCM Group acquired the remaining 40% of the shares in Svane Alnabru AS. The total considera-tion amounted to DKK 0.0 million. Before the aquisition, TCM Group exercised a committed capital increase of DKK 4.0 million, which was impaired to the book value of the company. On 22 December 2025, TCM Group sold 100% of the shares to an external party. The total consideration amounted to DKK 0.8 million, which corresponded to the book value.

2024: Acquisition of entities

There were no acquisitions in the year ending 31 December 2024.

27. Changes in liabilities attributable to financing activities

DKK’000

Mortgage

loans

Bank

loans

Total

Opening balance, 1 January 2025

36,456

215,365

251,821

Non-cash change

Amortisation of borrowing costs

4

530

534

4

530

534

Financing cash flows

Proceeds from loans

0

50,000

50,000

Repayment of loans

(1,240)

(20,000)

(21,240)

Changes in committed facility

0

75,616

75,616

(1,240)

105,616

104,376

Closing balance, 31 December 2025

35,220

321,511

356,731

DKK’000

Mortgage

loans

Bank

loans

Total

Opening balance, 1 January 2024

25,254

238,328

263,582

Non-cash change

Amortisation of borrowing costs

88

530

618

88

530

618

Financing cash flows

Proceeds from loans

36,757

0

36,757

Repayment of loans

(25,643)

(20,000)

(45,643)

Changes in committed facility

0

(3,493)

(3,493)

11,114

(23,493)

(12,379)

Closing balance, 31 December 2024

36,456

215,365

251,821

Notes to the consolidated financial statements (continued)

26. Acquisition of ENTITIES (business combinations) (continued)

TCM Group

80

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At A Glance

Statements

Financial statements

28. Pledged assets, contingent liabilities and commitments

In respect of its commitment to Nykredit Bank, the Group has issued a pledge ban on the Group’s assets.

In respect of its financing agreements with Nykredit Bank, the Group has pledged company assets of DKK 100 million (2024: DKK 100 million) with charges on goodwill, property, plant and equipment (excluding land and buildings), inventories and trade receivables. The carrying amount of the pledged assets at 31 December 2025 was DKK 298.9 mil-lion (2024: DKK 273.6 million).

As collateral for debt to the mortgage lender, DKK 35.3 million (2024: DKK 36.5 million), land and buildings have been pledgedwith a carrying amount at 31 December 2025 of DKK 78.0 million (2024: DKK 79.8 million).

Guarantees related to AB92 - provision of work and supplies within building and engineering – amounted to DKK 7.4 million (2024: DKK 0.3 million).

The Group has contingent liabilities pertaining to subcontractor guarantees that arise in normal commercial opera-tions. No significant liabilities are expected to arise as a result of these contingent liabilities.

Other bank guarantees amounted to DKK 0.3 million (2024: DKK 0.3 million).

The Group has given a guarantee of maximum 12 months’ rent to a third party, corresponding to DKK 2.3 million (2024: DKK 2.2 million).

As of the balance sheet date, the Group has entered into non-cancellable agreements related to the future purchase of goods and services amounting to DKK 63 million (2024: DKK 77 million).

29. Related party transactions

Related parties with a controlling interest

As at 31 December 2025, there were no related parties with a controlling interest in the company.

Transactions between related parties

During the financial period, the Group had the following transactions with related parties:

See note 5 for information on remuneration of the Executive Management and the Board of Directors.

The Group had transactions with the associate Celebert ApS in the period 1 January to 25 November 2025. Transactions related to sales amounted to DKK 27.8 million (2024: DKK 45.6 million) and transactions related to administration fees amounted to DKK 0.2 million (2024: DKK 0.2 million).

The Group had transactions with the associate Svane Alnabru AS. Transactions related to sales amounted to DKK 7.0 million (2024: DKK 4.4 million) and transactions related to property leases amounted to DKK 1.8 million (2024: DKK 1.7 million).

There were no other transactions with related parties.

30. Events after the balance sheet date

No subsequent events have occurred that materially affect TCM Group’s financial position.

31. Companies in TCM Group

| Business registration no. | Domicile | Share of equity
Parent company |  |  |
TCM Group A/S | 37291269 | Holstebro |
Subsidiaries |  |  |
TCM Operations A/S | 75924712 | Holstebro | 100%
AUBO Production A/S | 28854846 | Aulum | 100%
Svane Køkkenet Aalborg ApS | 45313948 | Holstebro | 100%
Svane Køkkenet Hjørring ApS | 45313964 | Holstebro | 100%
Nettoline Kolding ApS | 45839559 | Kolding | 100%
AUBO Køkken og Bad Esbjerg 010925 ApS | 45837955 | Esbjerg | 100%
Celebert ApS | 27428959 | Aalborg | 100%

Notes to the consolidated financial statements (continued)

TCM Group

81

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At A Glance

Statements

Financial statements

Definitions

Key figures

Key figures and financial ratios have been defined and calculated as stated below:

The following key figures are not directly derived from the income statement or balance sheet and as such are defined as follows:

Adjusted EBITDA: | Operating profit before non-recurring items (Adjusted EBIT) plus depreciation and amortisation
Adjusted EBITA: | Operating profit before non-recurring items (Adjusted EBIT) plus amortisation
Adjusted EBIT: | Operating profit before non-recurring items
Net interest-bearing debt: | Current and non-current interest-bearing loans and borrowings less interest-bearing receivables and cash and cash equivalents
Net working capital: | The sum of inventories, trade receivables, other receivables (excluding subleases) and prepayments less the sum of prepayments from customers, trade payables and other liabilities

Ratios

Ratio | Calculation formula
Gross margin | Gross profit * 100
| Revenue
Adjusted EBITDA margin | Adjusted EBITDA * 100
| Revenue
Adjusted EBITA margin | Adjusted EBITA * 100
| Revenue
Adjusted EBIT margin | Adjusted EBIT * 100
| Revenue
EBIT margin | EBIT * 100
| Revenue
Solvency ratio | Equity * 100
| Balance sheet total
Leverage ratio | Net interest-bearing debt excluding tax liabilities
| 12 months’ adjusted EBITDA
NWC ratio | Net working capital * 100
| 12 months’ revenue
CapEx ratio excl. acquisitions | Investments in property, plant and equipment (CapEx) divided by revenue. CapEx excludes investments in connection with acquisitions.
Cash conversion ratio | Adjusted EBITDA less the change in net working capital and CapEx excluding acquisitions divided by adjusted EBITDA. The ratio is for the last 12 months.

The definition and calculation formula for earnings per share before and after dilution can be found in note 21 to the consolidated financial statements.

TCM Group

82

Annual report 2025

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governance

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At A Glance

Statements

Financial statements

parent company Financial statements

Statement of comprehensive income .......................................... 84

Balance sheet as at 31 December ................................................. 84

Statement of changes in shareholders’ equity ................... 85

Cash flow statement ............................................................................. 86

Notes to the parent company financial statements ........ 86

TCM Group

83

Annual report 2025

Performance Highlights

ESG

governance

Our business

At A Glance

Statements

Financial statements

Statement of comprehensive income

DKK’000

Note

2025

2024

Revenue

9,180

8,880

Gross profit

9,180

8,880

Administrative expenses

2, 3

(13,286)

(13,800)

Other operating income

4,500

9,500

Operating profit/(loss) before non-recurring items

394

4,580

Non-recurring items

0

0

Operating profit/(loss)

394

4,580

Dividends from subsidiaries

30,000

6,500

Financial income

4

10,512

10,675

Financial expenses

4

(14,282)

(20,032)

Profit before tax

26,624

1,723

Tax for the year

5

1,747

3,142

Net profit for the year

28,371

4,865

Other comprehensive income

Items that may be reclassified subsequently to the income statement

Value adjustments of cash flow hedges before tax

0

0

Tax on value adjustments of cash flow hedges

0

0

Other comprehensive income for the year

0

0

Total comprehensive income

28,371

4,865

Balance sheet as AT 31 December

DKK’000

Note

2025

2024

Assets

Non-current assets

Investments in subsidiaries

6

665,399

665,399

Financial non-current assets

665,399

665,399

Total non-current assets

665,399

665,399

Current assets

Receivables from subsidiaries

175,493

135,304

Other receivables

6

0

Deferred tax assets

653

432

Prepaid expenses and accrued income

1,399

451

Total current assets

177,551

136,187

Cash and cash equivalents

0

0

Total current assets

177,551

136,187

Total assets

842,950

801,586

TCM Group

84

Annual report 2025

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At A Glance

Statements

Financial statements

DKK’000

Note

2025

2024

Equity and liabilities

Share capital

1,051

1,051

Treasury shares

-18

(7)

Retained earnings

479,241

504,559

Proposed dividend

46,493

31,322

Total equity

526,767

536,925

Bank loans

7

200,083

193,607

Other payables

38,500

43,000

Total non-current liabilities

238,583

236,607

Current liabilities

Bank loans

7

71,428

21,759

Trade payables

2,258

1,431

Current tax liabilities

1,628

1,408

Other payables

2,286

3,456

Total current liabilities

77,600

28,054

Total liabilities

316,183

264,661

Total equity and liabilities

842,950

801,586

STATEMENT OF Changes in shareholders’ equity

DKK’000

Share capital

Treasury shares

Retained earnings

Proposed Dividend

Total

Opening balance, 1 January 2025

1,051

(7)

504,559

31,322

536,925

Net profit for the year

0

0

(18,122)

46,493

28,371

Total comprehensive income for the year

0

0

(18,122)

46,493

28,371

Dividend paid

0

0

0

(30,985)

(30,985)

Adjustment dividend

0

0

337

(337)

0

Share-based incentive programme

0

0

720

0

720

Purchase of treasury shares

0

(11)

(8,253)

0

(8,264)

Transfer, exercised share-based payment

0

0

(0)

0

0

Closing balance, 31 December 2025

1,051

(18)

479,241

46,493

526,767

Opening balance, 1 January 2024

1,051

(12,087)

541,991

0

530,955

Net profit for the year

0

0

(26,457)

31,322

4,865

Total comprehensive income for the year

0

0

(26,457)

31,322

4,865

Transfer

0

12,080

(12,080)

0

Share-based incentive programme

0

0

1,105

0

1,105

Transfer, exercised share-based payment

0

0

(0)

0

0

Closing balance, 31 December 2024

1,051

(7)

504,559

31,322

536,925

Balance sheet as AT 31 December (continued)

TCM Group

85

Annual report 2025

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At A Glance

Statements

Financial statements

Cash flow statement

DKK’000

NOTE

2025

2024

Operating activities

Operating profit/(loss)

394

4,580

Other non-cash operating items

(3,780)

(8,395)

Income tax paid

(17,789)

(12,163)

Change in operating receivables

(21,610)

40,582

Change in operating liabilities

(343)

1,216

Cash flow from operating activities

(43,128)

25,820

Dividend received

30,000

6,500

Cash flow from investing activities

30,000

6,500

Interest paid

(14,156)

(19,913)

Interest received

10,512

10,675

Proceeds from and repayment of loans

7

56,021

(23,082)

Purchase of treasury shares

(8,264)

0

Dividend paid

(30,985)

0

Cash flow from financing activities

13,128

(32,320)

Cash flow for the year

0

0

Cash and cash equivalents at the beginning of the year

0

0

Cash flow for the year

0

0

Cash and cash equivalents at year-end

0

0

Notes to the parent COMPANY financial statements

1. Significant accounting estimates and judgements

Determining the carrying amount of certain assets and liabilities requires an estimate of how future events will affect the value of those assets and liabilities at the balance sheet date. Estimates that are significant to the parent’s financial reporting are made, for instance, regarding valuation of investments in subsidiaries, which constitute a major share of the parent’s total assets.

Investments in subsidiaries are tested for impairment if events or other circumstances indicate that the carrying amount is not recoverable. Measuring investments in subsidiaries requires significant estimates to be made based on various assumptions, including expected future cash flows, discount rate and terminal value growth rates. The sensi- tivity to changes in the assumptions applied may be collectively and individually significant.

TCM Group

86

Annual report 2025

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At A Glance

Statements

Financial statements

2. STaff Costs

DKK’000

2025

2024

Total costs for employee benefits

Salaries and other remuneration

9,188

9,705

Social security costs

13

11

Pension costs – defined contribution plans

567

501

Total employee costs

9,768

10,217

The average number of employees in 2025 is 2 (2024: 2).

Other employee benefits for the Executive Management, including company cars and telephones, are presented as administrative expenses.

Remuneration and other benefits

DKK’000

Base salary/ Directors' fees

Variable remuneration, cash-based (STI)

Variable remuneration, share-based (LTI)

Other benefits

Pension costs

Total

Number of individuals

2025

Board of Directors

1,000

0

0

0

0

1,000

6

Executive Management

2,437

531

(94)

366

319

3,559

2

Total

3,437

531

(94)

366

319

4,559

8

2024

Board of Directors

1,019

0

0

0

0

1,019

6

Executive Management

2,299

916

536

322

271

4,344

2

Total

3,318

916

536

322

271

5,363

8

Refer to note 5 to the consolidated financial statements for a description of the short-term incentive (STI) and long- term incentive (LTI) programmes.

3. Audit fee

In addition to the statutory audit, PricewaterhouseCoopers Statsautoriseret Revisionspartnerselskab, the auditors appointed at the Annual General Meeting, provides other assurance engagements and other services to the company.

DKK’000

2025

2024

Specification by type of cost

Statutory audit

536

492

Other assurance engagements

0

0

Tax and indirect tax advisory

3

32

Other services

0

128

539

652

The fee for non-audit services delivered by PricewaterhouseCoopers Statsautoriseret Revisionspartnerselskab to the company amounted to DKK 0.0 million in 2025. In 2024, the fee for non-audit services delivered by Pricewaterhouse- Coopers Statsautoriseret Revisionspartnerselskab to the company amounted to DKK 0.2 million and consisted of vari- ous accounting advisory services.

4. Financial income and expenses

DKK’000

2025

2024

Financial income

Interest income from subsidiaries

10,512

10,675

Total

10,512

10,675

Financial expenses

Interest expense on liabilities measured at amortised cost

13,826

19,913

Other financial costs

455

119

Total

14,281

20,032

Notes to the parent COMPANY financial statements (continued)

TCM Group

87

Annual report 2025

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At A Glance

Statements

Financial statements

5. Corporation tax

DKK’000

Income

statement

Other

comprehensive income

Total comprehensive income

Tax for the year can be specified as follows:

Current tax

1,526

0

1,526

Change in deferred tax during the year

221

0

221

Total

1,747

0

1,747

Tax for the previous year can be specified as follows:

Current tax

2,895

0

2,895

Change in deferred tax during the year

247

0

247

Total

3,142

0

3,142

Reconciliation of the effective tax rate for the year can be specified as follows:

DKK’000

%

2025

%

2024

Tax rate

22.0

5,857

22.0

379

Non-taxable income

(28.5)

(7,590)

(204.3)

(3,520)

Non-deductible expenses

0.1

16

1.2

21

Other

(0.1)

(30)

(1.3)

(22)

Effective tax rate for the year

(6.6)

(1,747)

(182.4)

(3,142)

Non-taxable income relates primarily to adjustment of the contingent payment obligation and to dividends from subsidiaries.

6. Investments in subsidiaries

DKK’000

2025

2024

Investments in subsidiaries

Cost at start of year

665,399

665,399

Cost at end of year

665,399

665,399

Carrying amount at end of year

665,399

665,399

Investments in subsidiaries comprise: TCM Operations A/S, 100% AUBO Production A/S, 100%

See note 31 to the consolidated financial statements for a list of all companies in TCM Group.

The carrying amount of the parent’s investments in subsidiaries is tested for impairment if an indication of impair- ment exists. No indication of impairment has been identified.

Notes to the parent COMPANY financial statements (continued)

TCM Group

88

Annual report 2025

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Our business

At A Glance

Statements

Financial statements

7. Changes in liabilities attributable to the financing activities

DKK’000

Bank loans

Total

Opening balance, 1 January 2025

215,365

215,365

Non-cash change

Amortisation of borrowing costs

125

125

125

125

Financing cash flows

Repayment of loans

(20,000)

(20,000)

Changes in committed facility

76,021

76,021

56,021

56,021

Closing balance, 31 December 2025

271,511

271,511

Opening balance, 1 January 2024

238,328

238,328

Non-cash change

Amortisation of borrowing costs

119

119

119

119

Financing cash flows

Repayment of loans

(20,000)

(20,000)

Changes in committed facility

(3,082)

(3,082)

(23,082)

(23,082)

Closing balance, 31 December 2024

215,365

215,365

8. Guarantees, contingent liabilities and collateral

In respect of the Group’s commitment to Nykredit Bank, the company has issued a pledge ban on all assets.

TCM Group A/S is the management company under the Danish joint taxation scheme. Under the Danish Corporation Tax Act regulations and with effect from the 2016 financial year, TCM Group A/S is therefore liable for any income taxes, etc. for the jointly taxed companies and for any obligations to withhold tax at source on interest, royalties and returns for the jointly taxed companies.

9. Related parties

For a specification of related parties, refer to notes 29 and 31 to the consolidated financial statements.

See note 5 to the consolidated financial statements for information on remuneration of the Executive Management and the Board of Directors.

The management fees from subsidiaries in the financial year amounted to DKK 9.2 million (2024: DKK 8.9 million).

Intra-group transactions are carried out on arm’s length principles.

Aside from this, no transactions with the Executive Management, major shareholders or other related parties took place during the year.

10. Events after the balance sheet date

No subsequent events have occurred that materially affect TCM Group’s financial position.

Notes to the parent COMPANY financial statements (continued)

TCM Group

89

Annual report 2025

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At A Glance

Statements

Financial statements

11. Accounting policies

These parent financial statements have been prepared under the historical cost convention and are presented in accordance with IFRS accounting standards as adopted by the EU and additional requirements of the Danish Financial Statements Act.

Description of accounting policies applied

The accounting policies applied by the parent differ from the accounting policies described for the consoli- dated financial statements (see note 1 to the consoli- dated financial statements) as follows:

Dividend income

Distribution of profits accumulated by subsidiaries is taken to income in the parent’s income statement in the financial year in which the dividend is received. If a divi- dend is distributed that exceeds the subsidiary’s com- prehensive income for the year, an impairment test is performed.

Investments in subsidiaries

Investments in subsidiaries are measured at cost in the parent financial statements. If an indication of impair- ment exists, an impairment test is performed as described in the accounting policies for the consolidated financial statements. If the carrying amount exceeds the recoverable amount, investments are written down to such lower amount.

12. Financial risks

Translation exposure

The company does not have any subsidiaries in foreign countries, hence there is no translation exposure.

Credit risk

The company does not have any external activities. No material credit risk has been identified. The company has receivables from its subsidiaries as a result of inter- company financing. No significant risk has been identi- fied on these receivables.

Financial exposure

The Group maintains three credit facilities with Nykredit Bank:

1) DKK 220 million committed facility: This facility has been extended by 1 year and expires in March 2027. It includes one further 1-year extension option available on similar terms.

2) DKK 110 million committed facility: Established in 2023 to support the acquisition of AUBO Production A/S, this facility has been extended by 2 years and expires in 2028.

3) DKK 50 million uncommitted facility: This 1-year facility expires in March 2026.

The facility agreements with Nykredit Bank contain a leverage covenant of 4.0 for the remaining financing period. No covenants were breached during the period.

Interest rate risk

It is Group policy to fully or partially hedge interest rate risks on loans when it is assessed that the debt is mate- rial. The Group manages interest rate risk by maintain- ing an appropriate mix of fixed- and floating-rate bor- rowings, and using interest rate swaps.

The interest rates on the Nykredit facilities are currently variable.

For the company’s floating-rate cash and cash equiva- lents and debt to banks, an increase in interest rate level of 1% p.a. relative to the actual interest rates would have had a negative impact on the profit for the year and on equity at 31 December 2025 of DKK 2.6 million (2024: DKK 2.5 million).

Assumptions for analysis of interest rate sensitivity

The stated sensitivities are calculated on the basis of the financial assets and liabilities recognised at 31 December 2025. No adjustments have been made for instalments, raising of loans, etc. during the course of the year.

The computed expected fluctuations are based on the current market situation and expectations for market developments in interest rates.

Capital management

The Board of Directors has adopted a dividend policy with a target payout ratio of 40-60% of consolidated net profit for the year.

Liquidity risks

Liquidity is controlled centrally with the aim of using available liquidity efficiently, while keeping necessary reserves available. Available liquidity comprised DKK 108 million at 31 December 2025 (2024: DKK 204 million).

Notes to the parent COMPANY financial statements (continued)

TCM Group

90

Annual report 2025

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governance

Our business

At A Glance

Statements

Financial statements

Tvis, Forest

Statements

Management Statement on the annual report ..................... 92

Independent auditor’s reports ...................................................... 92

Performance Highlights

ESG

governance

Our business

At A Glance

Statements

Financial statements

TCM Group

91

Annual report 2025

Performance Highlights

ESG

governance

Our business

At A Glance

Statements

Financial statements

Management Statement on the annual report

The Board of Directors and the Executive Management have today considered and adopted the Annual Report for the financial year 1 January 2025 – 31 December 2025. The Consolidated Financial Statements and the Parent Company Financial Statements have been prepared in accordance with IFRS Accounting Standards as adopted by the EU and fur-ther requirements in the Danish Financial Statements Act.

In our opinion, the Consolidated Financial Statements and the Parent Company Financial Statements give a true and fair view of the Group’s and the Parent Company’s financial position at 31 December 2025 as well as of the results of their operations and the cash flows for the period 1 January 2025 – 31 December 2025.

In our opinion, the Management Review includes a true and fair account of the development in the operations and financial circumstances of the Group and the Parent Company, of the results for the year, and of the financial position of the Group and the Parent Company as well as a description of the most significant risks and elements of uncertainty facing the Group and the Parent Company.

In our opinion, the Annual Report of TCM Group A/S for the financial year 1 January to 31 December 2025 with the file name tcm-group-2025-12-31-en.zip has been prepared, in all material respects, in compliance with the ESEF Regula-tion. We recommend that the Annual Report be adopted at the Annual General Meeting.

Holstebro, 26 February 2026

Executive Management |  |
Torben Paulin |  |
Chief Executive Officer |  |
Board of Directors |  |
Anders Tormod Skole-Sørensen | Søren Mygind Eskildsen | Pernille Wendel Mehl
Chair | Deputy Chair |
Jan Amtoft | Erika Hummel | Björn Johan Olsson Lissner

Independent auditor's reports

To the shareholders of TCM Group A/S

Report on the audit of the Financial Statements

Our opinion

In our opinion, the Consolidated Financial Statements and the Parent Company Financial Statements give a true and fair view of the Group’s and the Parent Company’s financial position at 31 December 2025 and of the results of the Group’s and the Parent Company’s operations and cash flows for the financial year 1 January to 31 December 2025 in accordance with IFRS Accounting Standards as adopted by the EU and further requirements in the Danish Financial Statements Act.

Our opinion is consistent with our Auditor’s Long-form Report to the Audit Committee and the Board of Directors.

What we have auditedThe Consolidated Financial Statements and Parent Company Financial Statements of TCM Group A/S for the financial year 1 January to 31 December 2025 comprise income statement and statement of comprehensive income, balance sheet, statement of changes in equity, cash flow statement and notes, including material accounting policy informa-tion for the Group as well as for the Parent Company. Collectively referred to as the “Financial Statements”.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (ISAs) and the additional require-ments applicable in Denmark. Our responsibilities under those standards and requirements are further described in the Auditor’s responsibilities for the audit of the Financial Statements section of our report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

IndependenceWe are independent of the Group in accordance with the International Ethics Standards Board for Accountants’ Inter-national Code of Ethics for Professional Accountants (IESBA Code) as applicable to audits of financial statements of public interest entities, and the additional ethical requirements applicable in Denmark. We have also fulfilled our other ethical responsibilities in accordance with these requirements and the IESBA Code.

To the best of our knowledge and belief, prohibited non-audit services referred to in Article 5(1) of Regulation (EU) No 537/2014 were not provided.

AppointmentWe were first appointed auditors of TCM Group A/S on 5 April 2022 for the financial year 2022. We have been reap-pointed annually by shareholder resolution for a total period of uninterrupted engagement of 4 years including the financial year 2025.

TCM Group

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At A Glance

Statements

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Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the Financial Statements for 2025. These matters were addressed in the context of our audit of the Financial Statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Key audit matter | How our audit addressed the key audit matter
Acquisition of the remaining equity interest in Celebert ApS The remaining 55% of the shares in Celebert ApS were acquired with accounting effect as of 25 November 2025. When obtaining control of Celebert ApS, TCM Group A/S prepared a purchase price allocation (’PPA’) for the acquisition, resulting in assets and liabilities being separately recognised and valued in the opening balance. In order to determine the fair value of the separately identified assets and liabilities in a business combination, the valuation methodologies require input based on assumptions about the future and applied discounted cash flow forecasts, including WACC and growth in revenue and profit margin. The significant estimates mainly relate to assessing the fair value of acquired Design rights and brand/Domain value. We focused on the PPA because of the significance of the amounts and because the PPA requires significant judgements and estimates by Management. Reference is made to note 26 in the Consolidated Financial Statements. | Our audit procedures included assessing the appropriateness of the accounting policies for business combinations applied by Management and assessing compliance with applicable financial reporting standards. We challenged and assessed the completeness of identified assets and liabilities assumed as part of the PPA. We involved our internal specialists in assessing the valuation methodologies and WACC used by management and the valuation of the acquired assets and liabilities. We challenged the significant assumptions used to determine the fair value of the acquired assets and liabilities in the business combination, including the fair value of acquired Design rights and brand/Domain value. Finally, we assessed the adequacy of disclosures relating to the business combination.

Key audit matter | How our audit addressed the key audit matter
Impairment test of goodwill and brand At 31 December 2025 the Group’s intangible assets amount to DKK 872,081 thousand primarily related to goodwill of DKK 519,748 thousand and brand of DKK 219,356 thousand. Impairment tests related to goodwill and brand include significant judgement and estimation by Management, including determination of future growth rates for revenue, profit margins and investments in the budget and forecast periods, as well as royalty rate and discount rate. We focused on impairment tests related to goodwill and brand as impairment tests are complex and associated with subjectivity in the determination of significant assumptions and data used. We refer to note 12 in the consolidated financial statements. |
| We considered the appropriateness of the accounting policies for assessing the recoverability of the carrying amount of goodwill and brand. Our audit procedures included assessment of the applied impairment model with focus on significant assumptions in determination of future cash flows, including growth rates for revenue, profit margins and investments in the budget and forecast periods, as well as royalty rate and discount rate used. We assessed sensitivity analysis performed by Management to evaluate the impact of reasonable changes in key assumptions. Further, we evaluated the accuracy in Management’s estimates by comparing the budget for 2025 with actual figures. We also assessed the appropriateness of the disclosures related to impairment tests.

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Statement on the Management Review

Management is responsible for Management’s Review.

Our opinion on the Financial Statements does not cover Management’s Review, and we do not express any form of assur-ance conclusion thereon.

In connection with our audit of the Financial Statements, our responsibility is to read Management’s Review and, in doing so, consider whether Management’s Review is materially inconsistent with the Financial Statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated.

Moreover, we considered whether Management’s Review includes the disclosures required by the Danish Financial State-ments Act.

Based on the work we have performed, in our view, Management’s Review is in accordance with the Consolidated Finan-cial Statements and the Parent Company Financial Statements and has been prepared in accordance with the requirements of the Danish Financial Statements Act. We did not identify any material misstatement in Management’s Review.

Management’s responsibilities for the Financial Statements

Management is responsible for the preparation of consolidated financial statements and parent company financial statements that give a true and fair view in accordance with IFRS Accounting Standards as adopted by the EU and fur-ther requirements in the Danish Financial Statements Act, and for such internal control as Management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the Financial Statements, Management is responsible for assessing the Group’s and the Parent Compa-ny’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 Management either intends to liquidate the Group or the Parent Company or to cease operations, or has no realistic alternative but to do so.

Auditor’s responsibilities for the audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the Financial Statements 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. Rea-sonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs and the additional requirements applicable in Denmark 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 Financial Statements.

As part of an audit in accordance with ISAs and the additional requirements applicable in Denmark, we exercise pro-fessional judgement and maintain professional scepticism throughout the audit. We also:

Identify and assess the risks of material misstatement of the Financial Statements, 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.

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 and the Parent Company’s internal control.

Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by Management.

Conclude on the appropriateness of Management’s 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 and the Parent Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the Financial Statements 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 auditor’s report. However, future events or conditions may cause the Group or the Parent Company to cease to continue as a going concern.

Evaluate the overall presentation, structure and content of the Financial Statements, including the disclosures, and whether the Financial Statements represent the underlying transactions and events in a manner that gives a true and fair view.

Plan and perform the group audit to obtain sufficient appropriate audit evidence regarding the financial information of the entities or business units within the group as a basis for forming an opinion on the Consolidated Financial Statements. We are responsible for the direction, supervision and review of the audit work performed for purposes of the group audit. We remain solely responsible for our audit opinion.

We communicate with those charged with governance 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 those charged with governance with a statement that we have complied with relevant ethical require-ments regarding independence, and to communicate with them all relationships and other matters that may reasona-bly be thought to bear on our independence and, where applicable, actions taken to eliminate threats or safeguards applied.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the Financial Statements 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.

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Report on compliance with the ESEF Regulation

As part of our audit of the Financial Statements we performed procedures to express an opinion on whether the annual report of TCM Group A/S for the financial year 1 January to 31 December 2025 with the filename tcm-group-2025-12-31-en.zip is prepared, in all material respects, in compliance with the Commission Delegated Regulation (EU) 2019/815 on the European Single Electronic Format (ESEF Regulation) which includes requirements related to the preparation of the annual report in XHTML format and iXBRL tagging of the Consolidated Financial Statements including notes.

Management is responsible for preparing an annual report that complies with the ESEF Regulation. This responsibil-ity includes:

The preparing of the annual report in XHTML format;

The selection and application of appropriate iXBRL tags, including extensions to the ESEF taxonomy and the anchoring thereof to elements in the taxonomy, for all financial information required to be tagged using judgement where necessary;

Ensuring consistency between iXBRL tagged data and the Consolidated Financial Statements presented in human-readable format; and

For such internal control as Management determines necessary to enable the preparation of an annual report that is compliant with the ESEF Regulation.

Our responsibility is to obtain reasonable assurance on whether the annual report is prepared, in all material respects, in compliance with the ESEF Regulation based on the evidence we have obtained, and to issue a report that includes our opinion. The nature, timing and extent of procedures selected depend on the auditor’s judgement, including the assessment of the risks of material departures from the requirements set out in the ESEF Regulation, whether due to fraud or error. The procedures include:

Testing whether the annual report is prepared in XHTML format;

Obtaining an understanding of the company’s iXBRL tagging process and of internal control over the tagging process;

Evaluating the completeness of the iXBRL tagging of the Consolidated Financial Statements including notes;

Evaluating the appropriateness of the company’s use of iXBRL elements selected from the ESEF taxonomy and the creation of extension elements where no suitable element in the ESEF taxonomy has been identified;

Evaluating the use of anchoring of extension elements to elements in the ESEF taxonomy; and

Reconciling the iXBRL tagged data with the audited Consolidated Financial Statements.

In our opinion, the annual report of TCM Group A/S for the financial year 1 January to 31 December 2025 with the file name tcm-group-2025-12-31-en.zip is prepared, in all material respects, in compliance with the ESEF Regulation.

Aarhus, 26 February 2026

PricewaterhouseCoopers

Statsautoriseret Revisionspartnerselskab CVR No. 33771231

Claus Lindholm Jacobsen Claus Lyngsø Sørensen State Authorised Public Accountant State Authorised Public Accountant mne23328 mne34539

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