xbrli:pureiso4217:DKK631292162021-01-012021-12-31631292162021-01-012021-12-311631292162021-01-012021-12-311631292162021-01-012021-12-311631292162021-01-012021-12-312631292162021-01-012021-12-313631292162021-01-012021-12-312631292162021-01-012021-12-31631292162020-01-012020-12-31631292162021-01-012021-12-31fsa:RetainedEarningsMember631292162021-01-012021-12-31fsa:ProposedDividendRecognisedInEquityMember631292162021-01-012021-12-31fsa:ProposedDividendRecognisedInEquityMember631292162020-01-012020-12-31fsa:ProposedDividendRecognisedInEquityMember631292162021-01-012021-12-31fsa:RetainedEarningsMember631292162020-01-012020-12-31fsa:RetainedEarningsMember631292162021-12-31631292162020-12-31631292162021-01-01fsa:ContributedCapitalMember631292162021-01-01fsa:RetainedEarningsMember631292162021-01-01fsa:ProposedDividendRecognisedInEquityMember631292162021-01-01631292162021-12-31fsa:ContributedCapitalMember631292162021-12-31fsa:RetainedEarningsMember631292162021-12-31fsa:ProposedDividendRecognisedInEquityMemberGrundlag for konklusionKonklusion2022-04-192022-04-19Regnskabsklasse C, mellemstor virksomhed339635562020-01-012020-12-31Aarhus C80002City Tower, VærkmestergadeDeloitte Statsautoriseret RevisionspartnerselskabKoldingKolding6000Revisionspåtegning2021-12-312021-01-01 21PlatinvejNovadan ApS63129216631292166000 KoldingPlatinvej 21NOVADAN ApSÅrsrapportThe Board of Directors and the Executive Board have today considered and approved the annual report of Novadan ApS for the financial year 01.01.2021 - 31.12.2021.The annual report is presented in accordance with the Danish Financial Statements Act.In our opinion, the financial statements give a true and fair view of the Entity’s financial position at 31.12.2021 and of the results of its operations for the financial year 01.01.2021 - 31.12.2021.We believe that the management commentary contains a fair review of the affairs and conditions referred to therein.We recommend to the Annual General Meeting that the financial statements for the next financial year not be audited.We recommend the annual report for adoption at the Annual General Meeting.KoldingFilippo Nello PasquiniCEOMichael R ZimmermanManoela Pereira FryBirgit AndersenChairmanTo the shareholder of Novadan ApSWe have audited the financial statements of Novadan ApS for the financial year 01.01.2021 - 31.12.2021, which comprise the income statement, balance sheet, statement of changes in equity and notes, including a summary of significant accounting policies. The financial statements are prepared in accordance with the Danish Financial Statements Act. In our opinion, the financial statements give a true and fair view of the Entity’s financial position at 31.12.2021 and of the results of its operations for the financial year 01.01.2021 - 31.12.2021 in accordance with the Danish Financial Statements Act.We conducted our audit in accordance with International Standards on Auditing (ISAs) and additional requirements 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 this auditor’s report. We are independent of the Entity in accordance with the International Ethics Standards Board for Accountants’ International Code of Ethics for Professional Accountants (IESBA Code) and the additional ethical requirements applicable in Denmark, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the IESBA Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.Management is responsible for the preparation of financial statements that give a true and fair view in accordance with 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 Entity’s ability to continue as a going concern, for disclosing, as applicable, matters related to going concern, and for using the going concern basis of accounting in preparing the financial statements unless Management either intends to liquidate the Entity or to cease operations, or has no realistic alternative but to do so.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. Reasonable 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 conducted in accordance with ISAs and the additional requirements applicable in Denmark, we exercise professional 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 Entity’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 in preparing the financial statements, and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Entity’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 Entity to cease to continue as a going concern. Evaluate the overall presentation, structure and content of the financial statements, including the disclosures in the notes, and whether the financial statements represent the underlying transactions and events in a manner that gives a true and fair view. 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.Management is responsible for the management commentary. Our opinion on the financial statements does not cover the management commentary, and we do not express any form of assurance conclusion thereon. In connection with our audit of the financial statements, our responsibility is to read the management commentary and, in doing so, consider whether the management commentary is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. Moreover, it is our responsibility to consider whether the management commentary provides the information required under the Danish Financial Statements Act. Based on the work we have performed, we conclude that the management commentary is in accordance with the financial statements and has been prepared in accordance with the requirements of the Danish Financial Statements Act. We did not identify any material misstatement of the management commentary. AarhusHenrik VedelMikael Møllermne10052mne47835State Authorised Public AccountantState Authorised Public AccountantFinancial highlights2021 DKK'0002020 DKK'0002019 DKK'0002018 DKK'0002017 DKK'000Key figuresGross profit/loss86,50693,67083,31078,17774,491Operating profit/loss27,96936,22627,26919,82010,000Net financials456115(450)(638)(1.076)Profit/loss for the year22,13428,33820,92614,9126,949Total assets101,918104,42290,72487,592142,908Investments in property, plant and equipment1,2341,1301,8527865,193Equity75,14578,01164,67363,747115,402RatiosReturn on equity (%)28.9039.7232.5916.6547.50Equity ratio (%)73.7374.7171.2972.7880.75Financial highlights are defined and calculated in accordance with the current version of "Recommendations & Ratios" issued by the CFA Society Denmark.Return on equity (%) :Profit/loss for the year * 100 Average equityEquity ratio (%) :Equity * 100 Total assetsPrimary activitiesThe main activity of the company is production and marketing of cleaning and disinfecting agents together with chemicals, accessories and equipment for industrial and professional use. Development in activities and financesThe financial result of the period was a profit before tax of 28.425k compared to a profit of 36.341k in 2020. The result in 2021 is considered to be satisfactory.Profit/loss for the year in relation to expected developmentsThe profit of DKK 22,134 k in 2021 were lower than the expected level of DKK 25 – 30m. The lower profit was due to extraordinary sales in 2020 and to higher prices for raw material in the last quarter of 2021. The profit for the year is considered satisfactory by the Company’s Management. OutlookFor the financial year 2022, an increase is expected in activity and earnings levels compared to 2021. However, we can see that profit for 2022 may be affected by heavily increasing prices on raw materials and inflation in the 2 first Quarters. We hope, however, that this will decrease during end of 2022. Management's expectation for the profit in 2022 is approx. DKK 26 - 32m. Knowledge resourcesThe company staff has extensive competence concerning industrial cleaning and hygiene solutions ensuring a high standard of hygiene and rational cleaning methods within the private and the public sector. Environmental performanceThe company is environmentally conscious and focuses strongly on reducing the environmental stress caused by the running of the company and the use of the products. Both the working environment and the external environment are monitored. Novadan is categorized as a hazardous company in column 3 and has completed a risk assessment report showing that Novadan has a high security level internally as well as externally. NOVADAN ApS is ISO 14001:2015 certified. The company is among the leading Nordic suppliers of swan labelled products for industrial cleaning and hygiene solutions. At present, 174 different swan labelled products are on the market. Quality Issues NOVADAN ApS is ISO 9001:2015 certified Research and development activitiesDuring the year, the development activites have been focused on increasing the efficiency and the enviormental performance of our concepts. Events after the balance sheet dateNo events have occurred after the balance sheet date to this date, which would influence the evaluation of this annual report.8650593293670412396550313494863418881553224954572796934836226321133739412504848814951135522284252473634128362915028003103221337452833818071337451500000015000000250000007133745333818043672775249019004367277524901937366673975479176102175977391276941514562429970239376124299702393761107100161179423615415459107023571476303314056548301784922475890540922354364255321872508030436306175182753031870301046055979713610297106786908191208202926279861019182181044222226000000600000054144699470109541500000025000000751446997801095460000004701095425000000780109546000000541446991500000084713297692784713297692718354740134838021095006215480596704746214710732287259263872543434125926387254343411019182181044222220-25000000-250000001 Events after the balance sheet dateNo events have occurred after the balance sheet date to this date, which would influence the evaluation of this annual report. 2 Staff costs2021 DKK2020 DKKWages and salaries33,716,62732,698,275Pension costs2,851,7872,787,605Other staff costs713,737707,75537,282,15136,193,635Average number of full-time employees6971Remuneration of the management 2020 amount to DKK 0 (2019 DKK 0). Reffering to section 986 of the Danish Financial Statement Act, information on salary to the excecutive board is excluded69713 Depreciation, amortisation and impairment losses2021 DKK2020 DKKAmortisation of intangible assets881,7421,439,919Depreciation of property, plant and equipment1,473,1541,602,8122,354,8963,042,7314 Other financial income2021 DKK2020 DKKExchange rate adjustments1,327,9851,244,702Other financial income9,4095,7821,337,3941,250,4845 Other financial expenses2021 DKK2020 DKKFinancial expenses from associates32,54016Exchange rate adjustments846,8031,130,602Other financial expenses2,1524,904881,4951,135,522 2021 DKK2020 DKKFinancial expenses from associates32,54016Exchange rate adjustments846,8031,130,602Other financial expenses2,1524,904881,4951,135,5226 Tax on profit/loss for the year2021 DKK2020 DKKCurrent tax6,421,2978,296,704Change in deferred tax(129,795)(293,601)6,291,5028,003,1037 Proposed distribution of profit and loss2021 DKK2020 DKKOrdinary dividend for the financial year15,000,00025,000,000Retained earnings 7,133,7453,338,180 22,133,74528,338,1808 Intangible assetsAcquired licences DKKGoodwill DKKCost beginning of year9,019,23632,120,000Cost end of year9,019,23632,120,000Amortisation and impairment losses beginning of year(3,770,217)(32,120,000)Amortisation for the year(881,742)0Amortisation and impairment losses end of year(4,651,959)(32,120,000)Carrying amount end of year4,367,27709 Property, plant and equipmentPlant and machinery DKKOther fixtures and fittings, tools and equipment DKKCost beginning of year54,369,04118,528,068Additions1,190,78243,685Cost end of year55,559,82318,571,753Depreciation and impairment losses beginning of year(50,393,562)(18,352,091)Depreciation for the year(1,429,594)(43,560)Depreciation and impairment losses end of year(51,823,156)(18,395,651)Carrying amount end of year3,736,667176,10210 Financial assetsDeposits DKKCost beginning of year2,393,761Changes in accounting policies36,209Cost end of year2,429,970Carrying amount end of year2,429,970 Deposits DKKCost beginning of year2,393,761Changes in accounting policies36,209Cost end of year2,429,970Carrying amount end of year2,429,97011 Receivables from group enterprisesTogether with other Danish Group companies, the company has entered into a cash pool arrangement, according to which another company is liable as sole contractor towards the bank. The balance of the cash pool arrangement DKK 13,211k is included in “Receiveables from group enterprises”. 12 PrepaymentsPrepayments comprise incurred costs relating to subsequent financial years. Prepayments are measured at amortised cost which usually corresponds to the nominal value. 13 Deferred tax2021 DKK2020 DKKIntangible assets960,8011,154,784Property, plant and equipment(352,278)(418,108)Inventories281,067283,575Receivables(42,458)(43,324)Deferred tax847,132976,927 Changes during the year2021 DKK2020 DKKBeginning of year976,9271,270,528Recognised in the income statement(129,795)(293,601)End of year847,132976,927 13 Deferred tax14 Contingent liabilitiesThe Entity participates in a Danish joint taxation arrangement where ITW Danmark ApS serves as the administration company. According to the joint taxation provisions of the Danish Corporation Tax Act, the Entity is therefore liable for income taxes etc for the jointly taxed entities. Rental Commitments The company has entered a rental agreement for the business areas Platinvej 13, 21,27, 29 og 31, which expire 30.06.2027. The annual rent is DKK 4,410k. The company has entered rental agreements which can be terminated with 6 months' notice. The annual rent is 385k. The company has entered a rental agreement regarding automobile with an average period of rent for 3 years. The annual rent is 945k. 15 Related parties with controlling interestRelated parties with a controlling interest in Novadan ApS includes the ultimative parent company of the company, Illionis Tool Works Inc. through the sole shareholder ITW Denmark ApS, Silkeborg.16 Non-arm’s length related party transactionsOnly related party transactions not conducted on an arm’s length basis are disclosed in the annual report. No such transactions have been conducted in the financial year.17 Group relationsName and registered office of the Parent preparing consolidated financial statements for the smallest group: • Illinois Tool Works Inc. • 155 Harlem Avenue • Glenview, IL 60025 • USA This annual report has been prepared in accordance with the provisions of the Danish Financial Statements Act governing reporting class C enterprises (medium).The accounting policies applied to these financial statements are consistent with those applied last year.falseRecognition and measurementAssets are recognised in the balance sheet when it is probable as a result of a prior event that future economic benefits will flow to the Entity, and the value of the asset can be measured reliably. Liabilities are recognised in the balance sheet when the Entity has a legal or constructive obligation as a result of a prior event, and it is probable that future economic benefits will flow out of the Entity, and the value of the liability can be measured reliably. On initial recognition, assets and liabilities are measured at cost. Measurement subsequent to initial recognition is effected as described below for each financial statement item. Anticipated risks and losses that arise before the time of presentation of the annual report and that confirm or invalidate affairs and conditions existing at the balance sheet date are considered at recognition and measurement. Income is recognised in the income statement when earned, whereas costs are recognised by the amounts attributable to this financial year.Foreign currency translationOn initial recognition, foreign currency transactions are translated applying the exchange rate at the transaction date. Receivables, payables and other monetary items denominated in foreign currencies that have not been settled at the balance sheet date are translated using the exchange rate at the balance sheet date. Exchange differences that arise between the rate at the transaction date and the rate in effect at the payment date, or the rate at the balance sheet date, are recognised in the income statement as financial income or financial expenses. Property, plant and equipment, intangible assets, inventories and other non-monetary assets that have been purchased in foreign currencies are translated using historical rates.Gross profit or lossThe company has in relation to the Danish Financial Statements Act § 32 Chosen not to show the net revenues. RevenueRevenue from the sale of manufactured goods and good for resale is recognised in the income statement when delivery is made and risk passed to the buyer. Production costsCost of sales comprises direct and indirect costs incurred to earn revenue. In cost of sales, costs of raw materials, consumables, production staff and depreciation of production plant are included. Cost of production also includes costs of development projects. Distribution costsDistribution costs comprise costs incurred for distribution of goods sold and also sales campaigns, including costs for sales and distribution staff, advertising costs as well as depreciation, amortisation and impairment losses. Administrative expensesAdministrative expenses comprise expenses incurred for management and administration of the Company, including expenses for the administrative staff and the Management, stationary and the office supplies as well as depreciation and amortisation. Other financial incomeOther financial income comprises interest income, realised and unrealised capital gains on securities and transactions in foreign currencies and cash discounts, etc. Other financial expensesOther financial expenses comprise interest expenses, net capital or exchange losses on securities, payables and transactions in foreign. Tax on profit/loss for the yearTax for the year, which consists of current tax for the year and changes in deferred tax, is recognised in the income statement by the portion attributable to the profit for the year and recognised directly in equity by the portion attributable to entries directly in equity.The Entity is jointly taxed with all Danish group enterprises. The current Danish income tax is allocated among the jointly taxed entities proportionally to their taxable income (full allocation with a refund concerning tax losses).GoodwillGoodwill is the positive difference between cost and fair value of assets and liabilities arising from a-quisitions. Goodwill is amortised straight-line over its estimated useful life, which is fixed based on the experience gained by Management for each business area. Useful life is determined based on an assessment of whether the amount of goodwill includes intangible resources of a temporary nature that cannot be separated and recognised as separate assets. Management has estimated useful lives to 20 years. Goodwill is written down to the lower of recoverable amount and carrying amount. Intellectual property rights etcIntellectual property rights etc comprise development projects completed and in progress with related intellectual property rights, acquired intellectual property rights and prepayments for intangible assets. Intellectual property rights acquired are measured at cost less accumulated amortisation. Patents are amortised on a straight-line basis over their remaining duration, and licences are amortised over the term of the agreement. Intellectual property rights etc are written down to the lower of recoverable amount and carrying amount. Estimated useful lives and residual values are reassessed annually. Property, plant and equipmentPlant and machinery as well as other fixtures and fittings, tools and equipment, cars and leasehold improvements are measured at cost less accumulated depreciation and impairment losses. The basis of depreciation is cost less estimated residual value after the end of useful life. Straight-line depreciation is made on the basis of the following estimated useful lives of the assets: Plant and machinery3-15 yearsOther fixtures and fittings, tools and equipment1-5 yearsEstimated useful lives and residual values are reassessed annually. Items of property, plant and equipment are written down to the lower of recoverable amount and carrying amount.InventoriesInventories are measured at the lower of cost using the FIFO method and net realisable value. Cost of goods for resale, raw materials and consumables consist of purchase price plus landing costs. Cost of manufactured good and work in progress consist of costs of raw materials, consumables and direct labour costs as well as indirect production costs. ReceivablesReceivables are measured at amortised cost, usually equalling nominal value less writedowns for bad and doubtful debts.Tax payable or receivableCurrent tax payable or receivable is recognised in the balance sheet, stated as tax computed on this year's taxable income, adjusted for prepaid tax.PrepaymentsPrepayments comprise incurred costs relating to subsequent financial years. Prepayments are measured at cost.DividendDividend is recognised as a liability at the time of adoption at the general meeting. Proposed dividend for the financial year is disclosed as a separate item in equity. Extraordinary dividend adopted in the financial year is recognised directly in equity when distributed and disclosed as a separate item in Management's proposal for distribution of profit/loss.Deferred taxDeferred tax is recognised on all temporary differences between the carrying amount and the tax-based value of assets and liabilities, for which the tax-based value is calculated based on the planned use of each asset. Deferred tax assets, including the tax base of tax loss carryforwards, are recognised in the balance sheet at their estimated realisable value, either as a set-off against deferred tax liabilities or as net tax assets.Operating leasesLease payments on operating leases are recognised on a straight-line basis in the income statement over the term of the lease.Other financial liabilitiesOther financial liabilities are measured at amortised cost, which usually corresponds to nominal value.Cash flow statementIn pursuance of section 86 of the Danish Financial Statements Act, the preparation of cash flow statement is exluded as it contained in the cash flow statement for the ultimate parent company Illinois Tool Works Inc., Illinois, USA. 2022-04-19Birgit Andersen