Årsrapport 30700228 EY Godkendt Revisionspartnerselskab Værkmestergade 25 Postboks 330, 8100 Aarhus C 2023-10-01 2024-09-30 2022-10-01 2023-09-30 25275071 Baumer A/S Runetoften 19 8210 Aarhus V 2000-03-27 89317611 89317610 www.baumer.com info.dk@baumer.com EY Godkendt Revisionspartnerselskab 30700228 Værkmestergade 25 8100 Aarhus C 2024-12-05 Severino Bruno Regnskabsklasse C, mellemstor virksomhed Revisionspåtegning Grundlag for konklusion Konklusion true 2024-12-05 2024-12-05 CaseWare Working Papers Aarhus Kurt Møller Jensen CEO Oliver Vietze Chairman Severino Bruno Ib Vagner Pedersen Rasmus Rieder Frandsen Elected by the employees Ole Nielsen Elected by the employees Aarhus Jonas Busk State Authorised Public Accountant mne42771 61791000 57987000 52718000 39622000 38526000 32492000 31311000 26499000 Earnings before interest, taxes, depreciation and amortisation (EBITDA) Earnings before interest, taxes, depreciation and amortisation (EBITDA) Earnings before interest, taxes, depreciation and amortisation (EBITDA) Earnings before interest, taxes, depreciation and amortisation (EBITDA) Earnings before interest, taxes, depreciation and amortisation (EBITDA) 30328000 29194000 24233000 1252000 -277000 -1252000 -85000 -164000 38502000 36064000 29325000 29211000 24297000 Profit before tax Profit before tax Profit before tax Profit before tax Profit before tax 23339000 23204000 18948000 6260000 6883000 6936000 4890000 5579000 Fixed assets Fixed assets Fixed assets Fixed assets Fixed assets 100927000 64376000 51711000 57336000 50175000 Non-fixed assets Non-fixed assets Non-fixed assets Non-fixed assets Non-fixed assets 58647000 62226000 55754000 -1733000 -1989000 -3710000 -1326000 -2619000 45466000 42127000 36923000 50699000 16959000 12771000 17225000 15720000 Current liabilities other than provisions Current liabilities other than provisions Current liabilities other than provisions Current liabilities other than provisions Current liabilities other than provisions 16567000 23472000 21638000 -3710000 -1224000 -2399000 -20000000 -18000000 -12625000 34158000 8721000 -7143000 4248000 6614000 Total cash flows Total cash flows Total cash flows Total cash flows Total cash flows 41.6 55.7 50.2 49.5 45.9 52.2 75.4 77.5 67.7 66.2 55.1 57 53.3 58.7 54.2 68229000 65286000 16020000 14488000 14959000 14457000 37250000 36341000 1313000 246000 61000 523000 38502000 36064000 8314000 7803000 30188000 28261000 248000 268000 248000 268000 3345000 3991000 1852000 1949000 209000 280000 268000 57000 5674000 6277000 338000 338000 338000 338000 6260000 6883000 8221000 9465000 105000 256000 2167000 2103000 10493000 11824000 12108000 8718000 11672000 11249000 268000 357000 24048000 20324000 66386000 32228000 100927000 64376000 107187000 71259000 6000000 6000000 24915000 19727000 25000000 28000000 55915000 53727000 55000 74000 518000 499000 573000 573000 2518000 3176000 37026000 5539000 6359000 4307000 4796000 3937000 50699000 16959000 50699000 16959000 107187000 71259000 6000000 19727000 28000000 5188000 25000000 0 28000000 6000000 24915000 25000000 30188000 28261000 9331000 10105000 1314000 -1456000 40833000 36910000 1313000 246000 61000 523000 6280000 5942000 35805000 30691000 147000 160000 1733000 1989000 233000 179000 -1647000 -1970000 0 20000000 0 -20000000 34158000 8721000 32228000 23507000 66386000 32228000 1213000 246000 100000 0 61000 58000 0 465000 8332000 7742000 -18000 61000 25000000 28000000 5188000 261000 2525000 147000 2672000 2257000 167000 2424000 248000 12894000 5907000 1699000 57000 416000 870000 0 447000 0 855000 0 0 236000 0 0 -236000 13546000 5922000 1699000 268000 8903000 3958000 1419000 0 1298000 836000 71000 0 0 724000 0 0 10201000 4070000 1490000 0 3345000 1852000 209000 268000 338000 338000 338000 12000 6000000 6000000 74000 13000 55000 74000 34926000 32266000 4432000 4156000 1857000 1326000 41215000 37748000 41215000 37748000 63 62 2372000 2185000 101000 163000 -1252000 0 0 -277000 8314000 7803000 -2000 3000 -1331000 1768000 -3724000 -2177000 -3688000 -2387000 19000 102000 Today, the Board of Directors and the Executive Board have discussed and approved the annual report of Baumer A/S for the financial year 1 October 2023 - 30 September 2024. The annual report is prepared in accordance with the Danish Financial Statements Act. In our opinion, the financial statements give a true and fair view of the financial position of the Company at 30 September 2024 and of the results of the Company's operations and cash flows for the financial year 1 October 2023 - 30 September 2024. Further, in our opinion, the Management's review gives a fair review of the matters discussed in the Management's review. We recommend that the annual report be approved at the annual general meeting. To the shareholders of Baumer A/S We have audited the financial statements of Baumer A/S for the financial year 1 October 2023 - 30 September 2024, which comprise income statement, balance sheet, statement of changes in equity, cash flow statement and notes, including 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 financial position of the Company at 30 September 2024 and of the results of the Company's operations as well as the cash flows for the financial year 1 October 2023 - 30 September 2024 in accordance with the Danish Financial Statements Act. We conducted our audit in accordance with International Standards on Auditing (ISAs) and the 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 our report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Independence We are independent of the Company 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. 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 Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting in preparing the financial statements unless Management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so. Our objectives are to obtain reasonable assurance as to 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 the 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 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 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 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 Company to cease to continue as a going concern. Evaluate the overall presentation, structure and contents of the financial statements, including the note disclosures, 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's review. Our opinion on the financial statements does not cover the Management's review, 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's review and, in doing so, consider whether the Management's review is materially inconsistent with the financial statements or our knowledge obtained during the audit, or otherwise appears to be materially misstated. Moreover, it is our responsibility to consider whether the Management's review provides the information required under the Danish Financial Statements Act. Based on the work we have performed, we conclude that the Management's review is in accordance with the financial statements and has been prepared in accordance with the requirements of the Danish Financial Statement Act. We did not identify any material misstatement of the Management's review. The Company develops, manufactures, and sells electronic instruments for pressure, temperature, conductivity, and level measurement for use in manufacturing processes within the process industry. Furthermore, the company sells instruments and sensors as a supplement to its own products within the motion control and sensor industry segment. The company serves customers directly in the Scandinavian markets, while the rest of the world is served indirectly through sister companies. The Company reached a profit after tax in the financial year of DKK 30,188 thousand which is considered satisfactory. The result achieved expected level for 2023/24. The primary reason behind this is an increased sales in the Nordic marked. The Company's expenses for product development have been expensed. Equity stood at DKK 55,915 thousand on 30 September 2024, equivalent to 52,2 % of the balance sheet total. In 2024/25, gross profit and profit are expected to achieve a minor growth or remain on same level due to a challenged European market. Gross profit is expected to be in the range of DKK 65,000 – 70,000 thousand and a profit in the range of DKK 27,000 – 32,000 thousand. The annual report of Baumer A/S for 2023/24 has been prepared in accordance with the provisions in the Danish Financial Statements Act applying to medium-sized reporting class C entities. The accounting policies used in the preparation of the financial statements are consistent with those of last year. Reporting currency The financial statements are presented in Danish kroner (DKK'000). On initial recognition, transactions denominated in foreign currencies are translated at the exchange rate at the transaction date. Foreign exchange differences arising between the exchange rates at the transaction date and the date of payment are recognised in the income statement as financial income or financial expenses. Receivables and payables and other monetary items denominated in foreign currencies are translated at the exchange rate at the balance sheet date. The difference between the exchange rates at the balance sheet date and the date at which the receivable or payable arose or was recognised in the most recent financial statements is recognised in the income statement as financial income or financial expenses. The Company has chosen IAS 11/IAS 18 as interpretation for revenue recognition. Income from the sale of goods and finished goods is recognised in revenue at the time of delivery and when the risk passes to the buyer, provided that the income can be made up reliably and is expected to be received. Revenue is measured net of all types of discounts/rebates granted. Also, revenue is measured net of VAT and other indirect taxes charged on behalf of third parties. The items revenue, production costs and other operating income have been aggregated into one item in the income statement called gross profit in accordance with section 32 of the Danish Financial Statements Act. Production costs comprise costs incurred in generating the revenue for the year. Such costs include direct and indirect costs of raw materials, consumables and production staff, rent and leases, as well as depreciation on production plant. Production costs also comprise research and development costs that do not qualify for capitalisation and amortisation of capitalised development costs. Also, provision for losses on construction contracts is recognised. Distribution costs comprise costs related to the distribution of goods sold in the year and to sales campaigns, etc. carried out in the year, including costs related to sales staff, advertising, exhibitions and amortisation/depreciation. Sales and marketing costs are recognised in the income statement when the Company obtains control of the sales or marketing product. Administrative expenses include expenses incurred in the year for company management and administration, including expenses relating to administrative staff, Management, office premises and expenses as well as amortisation/depreciation of assets used for administrative purposes. Other operating income comprise items of a secondary nature relative to the Company's core activities, including gains on the sale of fixed assets. include wages and salaries, including compensated absence and pension to the Company's employees, as well as other social security contributions, etc. The item is net of refunds from public authorities. The item comprises amortisation/depreciation of intangible assets and property, plant and equipment. The basis of amortisation/depreciation, which is calculated as cost less any residual value, is amortised/depreciated on a straight line basis over the expected useful life. The expected useful lives of the assets are as follows: Acquired intangible assets 3-5 years Plant and machinery 5-7 years Other fixtures and fittings, tools and equipment 3-5 years Leasehold improvements 5 years Financial income and expenses are recognised in the income statements at the amounts that concern the financial year. Net financials include interest income and expenses as well as allowances and surcharges under the advance-payment-of-tax scheme, etc. Tax for the year includes current tax on the year's expected taxable income and the year's deferred tax adjustments. The portion of the tax for the year that relates to the profit/loss for the year is recognised in the income statement, whereas the portion that relates to transactions taken to equity is recognised in equity. Goodwill acquired and software are measured at cost less accumulated amortisation. Intangible assets are amortised on a straight-line basis over their estimated useful lives, which are assessed at five years. Other intangible assets are measured at cost less accumulated amortisation and impairment losses. Development costs and internally accumulated rights are recognised in the income statement as costs in the year of acquisition. Property, plant and equipment Items of property, plant and equipment are measured at cost less accumulated depreciation and impairment losses. Cost includes the acquisition price and costs directly related to the acquisition until the time at which the asset is ready for use. Depreciation is provided on a straight-line basis over the expected useful lives of the assets. The expected useful lives are as follows: Leasehold improvements: 5 years Plant and machinery: 5-7 years Fixtures and fittings, tools and equipment: 3-5 years Gains or losses are calculated as the difference between the selling price less selling costs and the carrying amount at the date of disposal. Gains and losses from the disposal of property, plant and equipment are recognised in the income statement as other operating income or other operating expenses. Every year, intangible assets and property, plant and equipment are reviewed for impairment. Where there is indication of impairment, an impairment test is made for each individual asset or group of assets, respectively, generating independent cash flows. The assets are written down to the higher of the value in use and the net selling price of the asset or group of assets (recoverable amount) if it is lower than the carrying amount. Where an impairment loss is recognised on a group of assets, a loss must first be allocated to goodwill and then to the other assets on a pro rata basis. Impairment tests are conducted on assets or groups of assets when there is evidence of impairment. The carrying amount of impaired assets is reduced to the higher of the net selling price and the value in use (recoverable amount). The recoverable amount is the higher of the net selling price of an asset and its value in use. The value in use is calculated as the present value of the expected net cash flows from the use of the asset or the group of assets and the expected net cash flows from the disposal of the asset or the group of assets after the end of the useful life. Previously recognised impairment losses are reversed when the reason for recognition no longer exists. Inventories are measured at cost in accordance with the weighted average method. Where the net realisable value is lower than cost, inventories are written down to this lower value. Goods for resale are measured at cost, which comprises the cost of acquisition plus delivery costs as well as other costs directly attributable to the acquisition. Finished goods and work in progress are measured at cost, comprising the cost of raw materials, consumables, direct wages and salaries and indirect production overheads. The Company has chosen IAS 39 as interpretation for impairment write-down of financial receivables. Receivables are measured at amortised cost, which usually corresponds to the nominal value. Provisions are made for bad debts on the basis of objective evidence that a receivable or a group of receivables are impaired. Provisions are made to the lower of the net realisable value and the carrying amount. Prepayments recognised under "Assets" comprise prepaid expenses regarding subsequent financial reporting years. Cash comprise cash and short term securities which are readily convertible into cash and subject only to minor risks of changes in value. Proposed dividends Dividend proposed for the year is recognised as a liability once adopted at the annual general meeting (declaration date). Dividends expected to be distributed for the financial year are presented as a separate item under "Equity". Dividend proposed for the year is recognised as a liability once adopted at the annual general meeting (declaration date). Dividends expected to be distributed for the financial year are presented as a separate item under "Equity". Provisions are recognised when the Company has a legal or constructive obigation as a result of a past event at the balance sheet date and it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation. Guarantee commitments comprise expected cost of repairs within the guarantee period and are recognised based on previous experience with work performed under guarantees. Current tax payables and receivables are recognised in the balance sheet as the estimated income tax charge for the year, adjusted for prior-year taxes and tax paid on account. Deferred tax is measured according to the liability method on all temporary differences between the carrying amount and the tax base of assets and liabilities. However, deferred tax is not recognised on temporary differences relating to goodwill which is not deductible for tax purposes and on office premises and other items where temporary differences, apart from business combinations, arise at the date of acquisition without affecting either profit/loss for the year or taxable income. Where alternative tax rules can be applied to determine the tax base, deferred tax is measured based on Management's intended use of the asset or settlement of the liability, respectively. Deferred tax is measured according to the tax rules and at the tax rates applicable at the balance sheet date when the deferred tax is expected to crystallise as current tax. Deferred tax assets are recognised at the expected value of their utilisation; either as a set-off against tax on future income or as a set-off against deferred tax liabilities in the same legal tax entity. Changes in deferred tax due to changes in the tax rate are recognised in the income statement. Other payables Other payables are measured at net realisable value. The cash flow statement shows the Company's net cash flows broken down according to operating, investing and financing activities, the year's changes in cash and cash equivalents as well as the cash and cash equivalents at the beginning and the end of the year. Cash flows from operating activities are calculated as the profit/loss for the year adjusted for non cash operating items, changes in working capital and paid corporate income tax. Cash flows from investing activities comprise payments in connection with acquisitions and disposals of entities and activities and of intangible assets, property, plant and equipment and investments. Cash flows from financing activities comprise changes in the size or composition of the Company's share capital and related expenses as well as raising of loans, repayment of interest bearing debt and payment of dividends to shareholders. Cash and cash equivalents comprise cash, short term bank loans and short term securities which are readily convertible into cash and which are subject only to insignificant risks of changes in value. Financial ratios are calculated in accordance with the Danish Finance Society's guidelines. Management does net know of any events occured after the financial year, which have an effect on the Company's future activities. DKK 122 thousand of calculated tax on taxable income for the year relates to the Swedish branch. Prepayments include accrual of expenses relating to subsequent financial years. The Company's share capital has remained DKK 6,000 thousand over the past 5 years. Other provisions comprise provisions for warranty commitments, totalling DKK 518 thousand. Warranty provisions relate to expected warranty expenses in accordance with usual guarantee commitments applicable to the sale of goods. The obligation is expected to be settled over the warranty period. Staff costs are recognised as follows in the financial statements: Production costs 25,925 24,545 Distribution costs 12,045 10,295 Administrative expenses 3,245 2,908 41,215 37,748 Remuneration to the Board of Directors and the Executive Board totals DKK 1.354 thousand (2022/23: DKK 1,313 thousand). Other rent and lease liabilities: DKK'000 2023/24 2022/23 Rent and lease liabilities 1,176 1,224 Liabilities relate to leased premises in Sweden and Denmark, respectively. Parties exercising control Related party Domicile Basis for control Parent company Baumer Holding AG Switzerland Participating interest 100% Information about consolidated financial statements Parent Domicile Baumer Holding AG Switzerland Related party transactions Baumer A/S was engaged in the below related party transactions: DKK'000 2023/24 2022/23 Sale of goods to related parties 89,413 89,983 Purchase of goods from related parties 49,040 48,874 Purchase of services from related parties (management fee, licenses etc.) 10,359 7,859 Receivables from related parties 11,671 11,249 Payables to related parties 37,013 5,539 25275071 2023-10-01 2024-09-30 25275071 2023-10-01 25275071 2023-09-30 25275071 2024-09-30 25275071 2022-10-01 25275071 2023-10-01 2024-09-30 1 25275071 2023-10-01 2024-09-30 2 25275071 2023-10-01 2024-09-30 3 25275071 2023-10-01 2024-09-30 4 25275071 2023-10-01 2024-09-30 5 25275071 2024-09-30 1 25275071 2023-10-01 2024-09-30 1 25275071 2023-10-01 2024-09-30 1 25275071 2023-10-01 e:AcquiredIntangibleAssetsMember 25275071 2023-10-01 2024-09-30 e:AcquiredIntangibleAssetsMember 25275071 2024-09-30 e:AcquiredIntangibleAssetsMember 25275071 2023-10-01 e:OtherReceivablesMember 25275071 2024-09-30 e:OtherReceivablesMember 25275071 2023-10-01 e:PlantAndMachineryMember 25275071 2023-10-01 2024-09-30 e:PlantAndMachineryMember 25275071 2024-09-30 e:PlantAndMachineryMember 25275071 2023-10-01 e:FixturesFittingsToolsAndEquipmentMember 25275071 2023-10-01 2024-09-30 e:FixturesFittingsToolsAndEquipmentMember 25275071 2024-09-30 e:FixturesFittingsToolsAndEquipmentMember 25275071 2023-10-01 e:LeaseholdImprovementsMember 25275071 2023-10-01 2024-09-30 e:LeaseholdImprovementsMember 25275071 2024-09-30 e:LeaseholdImprovementsMember 25275071 2023-10-01 e:PropertyPlantAndEquipmentInProgressMember 25275071 2023-10-01 2024-09-30 e:PropertyPlantAndEquipmentInProgressMember 25275071 2024-09-30 e:PropertyPlantAndEquipmentInProgressMember 25275071 2023-10-01 e:ContributedCapitalMember 25275071 2024-09-30 e:ContributedCapitalMember 25275071 2023-10-01 e:RetainedEarningsMember 25275071 2023-10-01 2024-09-30 e:RetainedEarningsMember 25275071 2024-09-30 e:RetainedEarningsMember 25275071 2023-10-01 e:ProposedDividendRecognisedInEquityMember 25275071 2023-10-01 2024-09-30 e:ProposedDividendRecognisedInEquityMember 25275071 2024-09-30 e:ProposedDividendRecognisedInEquityMember 25275071 2022-10-01 2023-09-30 25275071 2021-10-01 2022-09-30 25275071 2022-09-30 25275071 2020-10-01 2021-09-30 25275071 2021-09-30 25275071 2019-10-01 2020-09-30 25275071 2020-09-30 25275071 2023-10-01 2024-09-30 0 25275071 2023-10-01 2024-09-30 2 25275071 2022-10-01 2023-09-30 2 25275071 2021-10-01 2022-09-30 2 25275071 2020-10-01 2021-09-30 2 25275071 2019-10-01 2020-09-30 2 25275071 2023-10-01 2024-09-30 5 25275071 2022-10-01 2023-09-30 5 25275071 2021-10-01 2022-09-30 5 25275071 2020-10-01 2021-09-30 5 25275071 2019-10-01 2020-09-30 5 25275071 2023-10-01 2024-09-30 6 25275071 2022-10-01 2023-09-30 6 25275071 2021-10-01 2022-09-30 6 25275071 2020-10-01 2021-09-30 6 25275071 2019-10-01 2020-09-30 6 25275071 2023-10-01 2024-09-30 10 25275071 2022-10-01 2023-09-30 10 25275071 2021-10-01 2022-09-30 10 25275071 2020-10-01 2021-09-30 10 25275071 2019-10-01 2020-09-30 10 25275071 2022-10-01 2023-09-30 0 25275071 2021-10-01 2022-09-30 0 25275071 2020-10-01 2021-09-30 0 25275071 2019-10-01 2020-09-30 0 25275071 2023-09-30 1 25275071 2023-10-01 2024-09-30 24 25275071 2022-10-01 2023-09-30 24 25275071 2021-10-01 2022-09-30 24 25275071 2020-10-01 2021-09-30 24 25275071 2019-10-01 2020-09-30 24 iso4217:DKK xbrli:shares xbrli:pure