xbrli:pureiso4217:DKK421695522022-04-012023-03-31421695522022-04-012023-03-311421695522022-04-012023-03-311421695522022-04-012023-03-312421695522022-04-012023-03-312421695522022-04-012023-03-31421695522021-03-012022-03-31421695522022-04-012023-03-31fsa:ReserveForNetRevaluationAccordingToEquityMethodMember421695522022-04-012023-03-31fsa:RetainedEarningsMember421695522022-04-012023-03-31fsa:ProposedDividendRecognisedInEquityMember421695522023-03-31421695522022-03-31421695522022-04-01fsa:ContributedCapitalMember421695522022-04-01fsa:ReserveForNetRevaluationAccordingToEquityMethodMember421695522022-04-01fsa:RetainedEarningsMember421695522022-04-01fsa:ProposedDividendRecognisedInEquityMember421695522022-04-01421695522023-03-31fsa:ContributedCapitalMember421695522023-03-31fsa:ReserveForNetRevaluationAccordingToEquityMethodMember421695522023-03-31fsa:RetainedEarningsMember421695522023-03-31fsa:ProposedDividendRecognisedInEquityMemberGrundlag for konklusionKonklusion2023-10-102023-10-10Regnskabsklasse C, mellemstor virksomhed2021-03-012022-03-3133963556København S23006WeidekampsgadeDeloitte Statsautoriseret RevisionspartnerselskabKøbenhavnKøbenhavn K1261Revisionspåtegning2023-03-312022-04-012<br /><br />2PalægadeVivada Denmark ApS42169552339635562300 København SWeidekampsgade 6Deloitte Statsautoriseret RevisionspartnerselskabÅrsrapportThe Executive Board has today considered and approved the annual report of Vivada Denmark ApS for the financial year 01.04.2022 - 31.03.2023. 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 31.03.2023 and of the results of its operations for the financial year 01.04.2022 - 31.03.2023.We believe that the management commentary contains a fair review of the affairs and conditions referred to therein.We recommend the annual report for adoption at the Annual General Meeting.CopenhagenJoris Dietbert VoorhoeveHendrik Ebe ReitsmaTo the shareholders of Vivada Denmark ApSWe have audited the financial statements of Vivada Denmark ApS for the financial year 01.04.2022 - 31.03.2023, 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 31.03.2023 and of the results of its operations for the financial year 01.04.2022 - 31.03.2023 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:<br />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.
<br />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.
<br />Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates
and related disclosures made by Management.
<br />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.
<br />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.<br />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.
<br />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.CopenhagenClaus Jorch AndersenFrederik Juhl Hestbækmne33712mne47807State Authorised Public AccountantState Authorised Public AccountantFinancial highlights2022/23
DKK'0002021/22
DKK'000Key figuresGross profit/loss(12,592)(21,719)Operating profit/loss(12,592)(21,719)Net financials(11,217)(4,564)Profit/loss for the year(959,164)230,272Total assets2,736,6821,423,655Equity1,144,897832,218RatiosEquity ratio (%)41.8458.46Financial highlights are defined and calculated in accordance with the current version of "Recommendations & Ratios" issued by the CFA Society Denmark.Equity ratio (%)
:Equity * 100
Total assetsPrimary activitiesThe activities of the company are to own capital shares in other companies and related activities.
Development in activities and finances
The income statement for 2022-23 shows a loss of DKK 959.2 milion. The equity as of 31.03.2023 amounts to
DKK 1,144.9 milion including group contribution during the financial year amounting to DKK 1,247.7 milion.
The profit for the year is affected by recognition of income from group companies amounting to DKK
937.0 milion. The group companies' primary activity is to invest in investment properties.
The income from group companies is affected by fair value adjustments to investment properties and therefore subject to accounting estimates of the fair value adjustment. The total fair value adjustment in group companies amounts to a loss of DKK 280.8 milion pre tax.Profit/loss for the year in relation to expected developmentsIn the light of the turbulent market conditions during the finacial year, the result is as expected.Uncertainty relating to recognition and measurementThe income from group companies is affected by fair value adjustments to investment properties and therefore
subject to accounting estimates of the fair value adjustments.
There is significant uncertainty connected with valuation of investments properties owned by subsidiaries at fair
value, especially associated with determining the yield.
The total fair value adjustments in subsidiaries amounts to a loss of DKK 280.8 milion.OutlookFor the coming year, management expects a profit of DKK 125-130 million before tax.Events after the balance sheet dateThe Group has after the balanced sheet date acquired further property companies.
Project Nero 3
In December 2022, the Fund signed the SPAs for the acquisition of the Nero 3 portfolio from FB Gruppen for an asset value of DKK 637 milion. The portfolio consists of 243 residential units of an average unit size of 87 sqm located in Copenhagen area. The Nero portfolio is of finalizing the annual report under construction and is expecting of finalizing of 31.12.2025. The acquisition price of the Nero 3 portfolio is equivelant to the fair value of exciting portfolios recognized as of 31.03.2023. Management has on this basis assessed that the portfolio is valued in line with existing portfolios an therefore not of risk of impairment.
The financing expects to be on normal market terms for Danish Mortgage loans, both regarding interest and LTV levels.
Project Trinity 2
On the 21st of July 2022 the Fund signed the SPA for the acquisition of the Trinity 2 portfolio from J&N Gruppen for an asset value of DKK 575.8 milion. The project consists of six development assets in Skovlunde, Denmark, structured as a forward purchase and delivered in three phases. The first phase delivered in May-24 consists of 76 residential and 1 supermarket, the second phase delivered in Sep-24 includes 78 residential and 7 commercial units and the last phase delivered in Jan-25 includes 30 residential and 3 commercial units.
No other events have occurred after the balance sheet date to this date, which would influence the evaluation of
this annual report.-12591572-21718981-9369826962576663165885254298962377006915814460579-960790884231382993-16270501110959-959163834230272034-947288050-1175671201056913361215949266104570292014391249993403649952655074265138606791526550742651386067915476754658636542554101230000034607732106536920778803983847619229023417694291835811981607905375871422736682170142365505740000400000375619921039165422794615675105691336011448967588322176674000037561992794615675083221766740000010391654221056913361553096456566536451155309645656653645189885321644686279533510799252868740721763285920326038703503868895624900939159178541259143739027366821701423655057124770674612477067460-15670000015670000001042289879-104228987901 Events after the balance sheet dateThe Group has after the balanced sheet date acquired further property companies.
Project Nero 3
In December 2022, the Fund signed the SPAs for the acquisition of the Nero 3 portfolio from FB Gruppen for an asset value of DKK 637 milion. The portfolio consists of 243 residential units of an average unit size of 87 sqm located in Copenhagen area. The Nero portfolio is of finalizing the annual report under construction and is expecting of finalizing of 31.12.2025. The acquisition price of the Nero 3 portfolio is equivelant to the fair value of exciting portfolios recognized as of 31.03.2023. Management has on this basis assessed that the portfolio is valued in line with existing portfolios an therefore not of risk of impairment.
The financing expects to be on normal market terms for Danish Mortgage loans, both regarding interest and LTV levels.
Project Trinity 2
On the 21st of July 2022 the Fund signed the SPA for the acquisition of the Trinity 2 portfolio from J&N Gruppen for an asset value of DKK 575.8m. The project consists of six development assets in Skovlunde, Denmark, structured as a forward purchase and delivered in three phases. The first phase delivered in May-24 consists of 76 residential and 1 supermarket, the second phase delivered in Sep-24 includes 78 residential and 7 commercial units and the last phase delivered in Jan-25 includes 30 residential and 3 commercial units.
No other events have occurred after the balance sheet date to this date, which would influence the evaluation of
this annual report.2 Other financial income2022/23
DKK2021/22
DKKFinancial income from group enterprises58,808,2259,896,237Other interest income44,317058,852,5429,896,2373 Other financial expenses2022/23
DKK2021/22
DKKFinancial expenses from group enterprises70,030,48213,473,206Other interest expenses38,676987,37370,069,15814,460,579<br />2022/23
DKK2021/22
DKKFinancial expenses from group enterprises70,030,48213,473,206Other interest expenses38,676987,37370,069,15814,460,5794 Tax on profit/loss for the year2022/23
DKK2021/22
DKKCurrent tax(928,501)2,176,328Refund in joint taxation arrangement(698,549)(1,065,369)(1,627,050)1,110,9595 Proposed distribution of profit and loss2022/23
DKK2021/22
DKKOrdinary dividend for the financial year105,691,3360Retained earnings(1,064,855,170)230,272,034 (959,163,834)230,272,034-10648551702302720346 Financial assetsInvestments in group enterprises
DKKReceivables from group enterprises
DKKCost beginning of year1,008,140,928340,364,995Additions1,250,098,2171,098,760,004Cost end of year2,258,239,1451,439,124,999Revaluations beginning of year37,561,9920Adjustments on equity24,136,1790Share of profit/loss for the year(820,799,033)0Dividend(156,700,000)0Other adjustments(126,489,017)0Revaluations end of year(1,042,289,879)0Carrying amount end of year1,215,949,2661,439,124,999The income from group companies is affected by fair value adjustments to investment properties and therefore
subject to accounting estimates of the fair value adjustments. The total fair value adjustment in group companies amounts to a loss of DKK 280.7 milion. Investments in subsidiariesRegistered inCorporate formEquity
interest
%Vivada Properties DK IDenmarkApS100.00Vivada Properties DK IIDenmarkApS100.00Ejendomsselskabet KongelundsvejDenmarkA/S100.00Skovlunde By Invest IDenmarkA/S100.00Skovlunde 2 ADenmarkApS100.00Sinbad HoldCo 1 DenmarkApS100.00Nightingale HoldingDenmarkApS100.00Nightingale Holding IIDenmarkApS100.00Hans Property HoldingDenmarkApS100.00Vivada Properties DK VII HoldCoDenmarkApS100.00<br />Investments in group enterprises
DKKReceivables from group enterprises
DKKCost beginning of year1,008,140,928340,364,995Additions1,250,098,2171,098,760,004Cost end of year2,258,239,1451,439,124,999Revaluations beginning of year37,561,9920Adjustments on equity24,136,1790Share of profit/loss for the year(820,799,033)0Dividend(156,700,000)0Other adjustments(126,489,017)0Revaluations end of year(1,042,289,879)0Carrying amount end of year1,215,949,2661,439,124,9997 PrepaymentsPrepayments consists of prepaid costs for coming finacial year.8 Non-current liabilities other than provisionsDue after more than 12 months
2022/23
DKKOutstanding after 5 years
2022/23
DKKPayables to group enterprises1,553,096,4561,553,096,4561,553,096,4561,553,096,456010 Contingent liabilitiesThe Entity serves as the administration company in a Danish joint
taxation arrangement. 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, and for obligations, if any, relating to
the withholding of tax on interest, royalties and
dividend for these entities.
The Entity has issued a letter of support to the subsidiaries by which the Parent is irrevocably obligated to
support the subsidiary in fulfilling its obligations until 30 September 2024.11 Assets charged and collateralCredit lines by banks is secured by pledge of shares in subsidiaries. Carrying amount of pledged shares in
subsidiaries is DKK 1,214,747 thousands.12 Related parties with controlling interestVivada Nordics B.V., The Netherlands, owns all shares in the Entity, thus exercising control. 13 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.14 Group relationsName and registered office of the Parent preparing consolidated financial statements for the largest group:
Vivada Nordics B.V., Minervalaan 63, 1077 NR Amsterdam, The Netherlands.Name and registered office of the Parent preparing consolidated financial statements for the smallest group:
Vivada Nordics B.V., Minervalaan 63, 1077 NR Amsterdam, The Netherlands.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.falseConsolidated financial statementsReferring to section 112(1) of the Danish Financial Statements Act, no consolidated financial statements have
been prepared.Recognition 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.Gross profit or lossGross profit or loss comprises revenue and external expenses.Other external expensesOther external expenses include expenses relating to the Entity’s ordinary activities, including expenses for
premises, stationery and office supplies, marketing costs, etc. This item also includes writedowns of
receivables recognised in current assets.Income from investments in group enterprisesIncome from investments in group enterprises comprises the pro rata share of the individual enterprises’ profit/loss after full elimination of intra-group profits or losses.Other financial incomeOther financial income comprises interest income, including interest income on receivables from group
enterprises, payables and transactions in foreign currencies, amortisation of financial assets, and tax relief under
the Danish Tax Prepayment Scheme etc.Other financial expensesOther financial expenses comprise interest expenses, including interest expenses on payables to group
enterprises, payables and transactions in foreign currencies, amortisation of financial liabilities, and tax
surcharge under the Danish Tax Prepayment Scheme etc.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).Investments in group enterprisesInvestments in group enterprises are recognised and measured according to the equity
method. The equity
method is considered to be a consolidation method and transaction cost are expensed, when incurred. This
means that investments are measured at the pro rata share of the enterprises’ equity value plus or minus
unrealised intra-group profits or losses.
Group enterprises with negative equity value are measured at DKK 0. Any receivables from these enterprises
are written down to net realisable value based on a specific assessment. If the Parent has a legal
or constructive
obligation to cover the liabilities of the relevant enterprise, and it is probable that such
obligation will involve a
loss, a provision is recognised that is measured at present value of the costs
necessary to settle the obligations at
the balance sheet date.
Upon distribution of profit or loss, net revaluation of investments in group enterprises is transferred to
the
reserve for net revaluation according to the equity method in equity.
Investments in group enterprises are written down to the lower of recoverable amount and carrying amount.The accounting policies applied to material financial statement items of group enterprises are:
Investment property: Investment properties are measured at fair value which is equivalent to the amount at
which the individual property may be sold to an independent buyer at the balance sheet date. The financial year's
adjustments of the properties’ fair value are recognised in the income statement.ReceivablesReceivables are measured at amortised cost, usually equalling nominal value, less writedowns for bad and
doubtful debts.Joint taxation contributions receivable or payableCurrent joint taxation contributions payable or joint taxation contributions receivable are recognised in the
balance sheet, calculated as tax computed on the taxable income for the year, which has been adjusted for
prepaid tax. For tax losses, joint taxation contributions receivable are only recognised if such losses are
expected
to be used under the joint taxation arrangement.<br />Tax receivable or payableCurrent tax receivable or payable 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.CashCash comprises cash in hand and bank deposits.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.Other financial liabilitiesOther financial liabilities are measured at amortised cost, which usually corresponds to nominal value.Cash flow statementReferring to section 86(4) of the Danish Financial Statements Act, the Entity has prepared no cash flow statement as such statement is included in the consolidated cash flow statement of Vivada Nordics B.V.
2023-10-10Joris Dietbert Voorhoeve