ÅrsrapportKaren Bach Lück2024-11-28RevisionspåtegningRegnskabsklasse BBeierholmLangagervej 19220 Aalborg Ø2022-07-012023-06-302023-07-012024-06-3040134336Zite A/SStudsgade298000Aarhus CAarhus CBeierholm32895468Tangen98200Aarhus NDanmarktrueWe have on this day presented the annual report for the financial year 01.07.23 - 30.06.24 for Zite A/S.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 company's assets, liabilities and financial position as at 30.06.24 and of the results of the company's activities for the financial year 01.07.23 - 30.06.24.We believe that the management's review includes a fair review of the matters dealt with in the management's review.The annual report is submitted for adoption by the general meeting.Aarhus C2024-11-28Peer BrændholtAlbert Crilles Sebastian FunderChairmanMichael Kaltoft PatersonMorten EskildsenJesper Angelsø HjortshøjPeter Herlev EnevoldsenMogens KristensenMads Heide MikkelsenPeer BrændholtLars Bo HansenTo the Shareholder of Zite A/S OpinionWe have audited the financial statements of Zite A/S for the financial year 01.07.23 - 30.06.24, which comprise income statement, balance sheet, statement of changes in equity and notes to the financial statements, including material accounting policy information. 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 company's financial position at 30.06.24 and of the results of the company's operations for the financial year 01.07.23 - 30.06.24 in accordance with the Danish Financial Statements Act.Basis for OpinionWe 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 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. 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 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, it is 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 during the audit, or otherwise appears to be materially misstated. Moreover, it is our responsibility to consider whether management’s review provides the information required by law and regulations. 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 Danish Financial Statements Act. We did not identify any material misstatement of the management’s review.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 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 judgment 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 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. Aarhus2024-11-28Lars ØstergaardState Authorised Public Accountantmne26806Primary activities The company's primary activities consist of providing advertising and marketing services – and more specific designing and running in-house agencies Development in activities and financial affairs The income statement for the period 1 July 2023 to 30 June 2024 shows a loss of DKK -1,872,454 compared to a loss of DKK -1,926,087 for the period 1 July 2022 – 30 June 2023. The balance sheet reflects equity totalling of DKK 1,971,699 as of 30 June 2024. The earnings for the financial year were below expectations with 3 mio. DKK due to lower revenue and activity than expected. In response to the reduced activity, management reduced costs, thereby minimizing the overall loss. Outlook For the upcoming financial year, the company anticipates a revenue increase of approximately 15% and expects to achieve a positive profit in the range of 0.5-1 million DKK. The company has published The 2024 In-House Barometer, a report based on feedback from 1,000 marketing professionals across Europe and the U.S. In the report, 56% of respondents expect a growth in permanent headcount within their in-house agencies, while only 9% anticipate a decrease. Based on these insights, we foresee a larger share of marketing functions being insourced, particularly within the company’s key markets. The company has significantly boosted brand awareness in the market, progressing from building a market presence in Denmark from scratch to establishing ZITE as the reference point for this type of in-house model. Additionally, the company launched and operates The In-House Club Denmark, a network of 20 leading businesses with in-house agencies in Denmark. Management anticipates increased activity levels for 2024/25 and is confident in the availability of adequate liquidity to support growth. Focus on satisfied customers The company is dedicated to maintaining high levels of customer satisfaction while fostering strategic collaborations that ensure long-term relevance for its customers. To achieve this, customer satisfaction is continuously monitored. Currently, the average satisfaction score stands at 5.2 out of 6, which management considers to be highly satisfactory. Focus on employee satisfaction The company considers its employees its greatest asset. They are physically located at clients’ premises daily, acting as our direct ambassadors. To maintain a positive work environment, the company continuously measures employee satisfaction across various parameters and has achieved certification as a "Happy Workplace" by ZOIOS, thanks to high scores in employee satisfaction and Employee NPS. Subsequent events No important events have occurred after the end of the financial year. 3955848038312972426538754076990925450520395662430-3356143-266089396074353502120020645823445677503225-2640871-2583274-768417-657187-1872454-1926087960743535021-2833197-24611081182329633349655237551030317936147857036318957649350211895764935021225724215053848454249085802075628514390821023616317950356797385502544058222294699818746592229469981874659225204240202519765000005000001495764535021-24065280913219716993844153720395681972039568190602050060205028279341622632015860506431433288301296974104170424420372554868362316050215748954231605021635100425204240202519764000000-6815240100000208548010000000535021-24611085000005350212809132960743-28331975000001495764-2406537809736363310373371804280626862827571122484406092138059582750436440466754896220347016124152201256853428849932303179355041-295450-303179534289095230-23795-6123790-17810-236695289206-41605-55986801182334965504000004000001895764ZITE I A/SAarhus100The annual report is presented in accordance with the provisions of the Danish Financial Statements Act (Årsregnskabsloven) for enterprises in reporting class B with application of provisions for a higher reporting class. Income is recognised in the income statement as earned, including value adjustments of financial assets and liabilities. All expenses, including depreciation, amortisation, impairment losses and write-downs, are also recognised in the income statement. Assets are recognised in the balance sheet when it is probable that future economic benefits will flow to the company, and the value of such assets can be measured reliably. Liabilities are recognised in the balance sheet when it is probable that future economic benefits will flow from the company, and the value of such liabilities can be measured reliably. On initial recognition, assets and liabilities are measured at cost. Subsequently, assets and liabilities are measured as described for each item below. On recognition and measurement, account is taken of foreseeable losses and risks arising before the date at which the annual report is presented and proving or disproving matters arising on or before the balance sheet date. The annual report is presented in Danish kroner (DKK). On initial recognition, transactions denominated in foreign currencies are translated using the exchange rates applicable at the transaction date. Exchange rate differences between the exchange rate applicable at the transaction date and the exchange rate at the date of payment are recognised in the income statement as a financial item. Receivables, payables and other monetary items denominated in foreign currencies are translated using the exchange rates applicable at the balance sheet date. The difference between the exchange rate applicable at the balance sheet date and at the date at which the receivable or payable arose or was recognised in the latest annual report is recognised under financial income or expenses in the income statement. Fixed assets and other non-monetary assets acquired in foreign currencies are translated using historical exchange rates. Lease payments relating to operating leases are recognised in the income statement on a straight-line basis over the lease term. Gross profit comprises revenue, other operating income and consumables and cost of sales and other external expenses Income from the sale of services is recognised in the income statement as delivery takes place (delivery method). Revenue is measured at the selling value of the agreed consideration exclusive of VAT and other taxes collected on behalf of third parties and less discounts. Other operating income comprises income of a secondary nature in relation to the enterprise’s activities, including salary refunds. Expenses for consumables comprise the consumables consumed to achieve revenue for the year. Other external expenses comprise costs relating to distribution, sales and advertising and administration, premises and bad debts to the extent that these do not exceed normal write-downs. Staff costs comprise wages and salaries as well as other staff-related costs. The depreciation of property, plant and equipment aim at systematic depreciation over the expected useful lives of the assets. Assets are depreciated according to the straight-line method based on the following expected useful lives and residual values: The basis of depreciation is the cost of the asset less the expected residual value at the end of the useful life. Moreover, the basis of depreciation is reduced by any impairment losses. The useful life and residual value are determined when the asset is ready for use and reassessed annually. Property, plant and equipment are impaired in accordance with the accounting policies referred to in the ‘Impairment losses on fixed assets’ section. Other operating expenses comprise costs of a secondary nature in relation to the enterprise’s activities, including costs relating to rental activities and losses on the sale of intangible assets and property, plant and equipment. For equity investments in equity investments in subsidiaries, measured using the equity method, the share of the enterprises’ profit or loss is recognised in the income statement after elimination of unrealised intercompany profits and losses and less any goodwill amortisation and impairment losses. Income from equity investments in equity investments in subsidiaries also comprises gains and losses on the sale of equity investments. Interest income and interest expenses, foreign exchange gains and losses on transactions denominated in foreign currencies etc. are recognised in other net financials. The current and deferred tax for the year is recognised in the income statement as tax on the profit/loss for the year with the portion attributable to the profit/loss for the year, and directly in equity with the portion attributable to amounts recognised directly in equity. The company is jointly taxed with Danish consolidated enterprises. In connection with the settlement of joint taxation contributions, the current Danish income tax is allocated between the jointly taxed enterprises in proportion to their taxable incomes. This means that enterprises with a tax loss receive joint taxation contributions from enterprises which have been able to use this loss to reduce their own taxable profit. Property, plant and equipment comprise leasehold improvements as well as other fixtures and fittings, tools and equipment. Property, plant and equipment are measured in the balance sheet at cost less accumulated depreciation and impairment losses. Cost comprises the purchase price and expenses resulting directly from the purchase until the asset is ready for use. Interest on loans arranged to finance production is not included in the cost. Property, plant and equipment are depreciated using the straight-line method based on useful lives and residual values, which are stated in the ‘Depreciation and impairment losses' section. Property, plant and equipment under construction Property, plant and equipment under construction are measured at cost. Costs incurred on property, plant and equipment under construction are transferred to the relevant asset category when the asset is ready for use. Gains and losses on the disposal of property, plant and equipment Gains and losses on the disposal of property, plant and equipment are determined as the difference between the selling price, if any, less selling costs and the carrying amount at the date of disposal less any costs of disposal. Equity investments in subsidiaries are recognised and measured according to the equity method. For equity investments in subsidiaries, the equity method is considered a measurement method. On initial recognition, equity investments measured according to the equity method are measured at cost. Transaction costs directly attributable to the acquisition are recognised in the cost of equity investments. Under subsequent recognition and measurement of equity investments according to the equity method, equity investments are measured at the proportionate share of the enterprises' equity value, determined according to the accounting policies of the parent, adjusted for the remaining value of goodwill and gains and losses on transactions with the enterprises in question. Equity investments, where information for recognition according to the equity method is not known, are measured at cost. Gains or losses on disposal of equity investments are determined as the difference between the disposal consideration and the carrying amount of net assets at the time of sale, including non-amortised goodwill, as well as the expected costs of divestment or discontinuation. Gains and losses are recognised in the income statement under income from equity investments. The carrying amount of fixed assets which are not measured at fair value is assessed annually for indications of impairment over and above what is reflected in depreciation. If the company's realised return on an asset or a group of assets is lower than expected, this is considered an indication of impairment. If there are indications of impairment, an impairment test is conducted of individual assets or groups of assets. The assets or groups of assets are impaired to the lower of recoverable amount and carrying amount. The higher of net selling price and value in use is used as the recoverable amount. The value in use is determined as the present value of expected net cash flows from the use of the asset or group of assets as well as expected net cash flows from the sale of the asset or group of assets after the expiry of their useful lives. Impairment losses are reversed when the reasons for the impairment no longer exist. Receivables are measured at amortised cost, which usually corresponds to the nominal value, less write-downs for bad debts. Write-downs for bad debts are determined based on an individual assessment of each receivable if there is no objective evidence of individual impairment of a receivable. Work in progress for third parties is measured at the selling price of the work performed less on-account invoicing made for each piece of work in progress. The selling price is measured according to the stage of completion at the balance sheet date and total expected income from each piece of work in progress. The degree of completion for each piece of work in progress is normally calculated as the ratio between the resources spent and the total budgeted resource consumption. For some work in progress where the resource consumption cannot be used as a basis, the ratio between completed subactivities and the combined subactivities for the individual piece of work in progress is used instead. When the selling price of a piece of work in progress cannot be determined reliably, the selling price is measured at the lower of costs incurred and net realisable value. The individual piece of work in progress is recognised under receivables or payables in the balance sheet depending on whether the net value of the selling price less prepayments received is positive or negative. When it is likely that the total costs of the individual piece of work in progress will exceed total sales income, the total expected loss is recognised as a provision. Prepayments recognised under assets comprise costs incurred in respect of subsequent financial years. The net revaluation of equity investments measured according to the equity method is recognized in the net revaluation reserve in equity according to the equity method to the extent that the carrying amount exceeds the cost. Grants received from the parent are recognised directly in equity under retained earnings, as the grants are treated as capital contributions. Current tax payable and receivable is recognised in the balance sheet as tax computed on the basis of the taxable income for the year, adjusted for tax paid on account. Joint taxation contributions payable and receivable are recognised as income tax under receivables or payables in the balance sheet. Deferred tax liabilities and tax assets are recognised on the basis of all temporary differences between the carrying amounts and tax bases of assets and liabilities. However, deferred tax is not recognised on temporary differences relating to goodwill which is non-amortisable for tax purposes and other items where temporary differences, except for acquisitions, have arisen at the date of acquisition without affecting the net profit or loss for the year or the taxable income. In cases where the tax value can be determined according to different taxation rules, deferred tax is measured on the basis of management’s intended use of the asset or settlement of the liability. Deferred tax assets are recognised, following an assessment, at the expected realisable value through offsetting against deferred tax liabilities or elimination in tax on future earnings. Deferred tax is measured on the basis of the tax rules and at the tax rates which, according to the legislation in force at the balance sheet date, will be applicable when the deferred tax is expected to crystallise as current tax. Long-term payables are measured at cost at the time of contracting such liabilities (raising of the loan). The payables are subsequently measured at amortised cost where capital losses and loan expenses are recognised in the income statement as a financial expense over the term of the payable on the basis of the calculated effective interest rate in force at the time of contracting the liability. Short-term financial payables are measured at amortised cost, normally corresponding to the nominal value of such payables. Other short-term payables are measured at net realisable value. Prepayments received from customers comprise amounts received from customers prior to the time and date of delivery of the agreed product or completion of the agreed service. Figures in DKK Share capital Reserve for net revaluation according to the equity method Retained earnings Total equity Statement of changes in equity for 01.07.22 - 30.06.23 Balance as at 01.07.22 400,000 0 -6,815,240 -6,415,240 Net effect of mergers and acquisition of enterprises 100,000 0 2,085,480 2,185,480 Adjusted balance as at 01.07.22 500,000 0 -4,729,760 -4,229,760 Group contribution 0 0 10,000,000 10,000,000 Net profit/loss for the year 0 535,021 -2,461,108 -1,926,087 Balance as at 30.06.23 500,000 535,021 2,809,132 3,844,153 Statement of changes in equity for 01.07.23 - 30.06.24 Balance as at 01.07.23 500,000 535,021 2,809,132 3,844,153 Net profit/loss for the year 0 960,743 -2,833,197 -1,872,454 Balance as at 30.06.24 500,000 1,495,764 -24,065 1,971,699 5. Property, plant and equipment Figures in DKK Leasehold improvements Other fixtures and fittings, tools and equipment Property, plant and equipment under construction Cost as at 01.07.23 53,428 849,932 303,179 Additions during the year 0 355,041 0 Disposals during the year 0 -295,450 0 Transfers during the year to/from other items 0 0 -303,179 Cost as at 30.06.24 53,428 909,523 0 Depreciation and impairment losses as at 01.07.23 -23,795 -612,379 0 Depreciation during the year -17,810 -236,695 0 Reversal of depreciation of and impairment losses on disposed assets 0 289,206 0 Depreciation and impairment losses as at 30.06.24 -41,605 -559,868 0 Carrying amount as at 30.06.24 11,823 349,655 0 6. Equity investments in group enterprises Figures in DKK Equity investments in group enterprises Cost as at 01.07.23 400,000 Cost as at 30.06.24 400,000 Revaluations as at 01.07.23 535,021 Net profit/loss from equity investments 960,743 Revaluations as at 30.06.24 1,495,764 Carrying amount as at 30.06.24 1,895,764 Positive balances ascertainable on initial recognition of equity investments measured at equity value 0 Name and registered office: Ownership interest Subsidiaries: ZITE I A/S, Aarhus 100 30.06.24 30.06.23 DKK DKK 7. Work in progress for third parties Work in progress for third parties 809,007 2,999,838 On-account invoicing -2,791,516 -3,713,893 Total work in progress for third parties -1,982,509 -714,055 Work in progress for third parties 845,424 908,580 Prepayments received from work in progress for third parties, short-term payables -2,827,934 -1,622,632 Total -1,982,510 -714,052 Lease commitments The Company has entered into car lease agreements, which is settled over 8 to 35 months. The remaining liability constitutes DKK 910k. Recourse guarantee commitments Other contingent liabilities The company enters into a cash-pool arrangement with the group, where the total is jointly and severally liable credit limit. The group companies are jointly and severally liable for tax on the group’s jointly taxed income etc. Moreover, the group companies are jointly and severally liable for Danish withholding taxes by way of dividend tax, royalty tax and tax on unearned income. Anysubsequent adjustments to corporation taxes and withholding taxes may imply that the Company's liability is higher.The company is included in the consolidated financial statements of the parent Spring Family ApS, Aarhus.401343362023-07-012024-06-30401343362022-07-012023-06-30401343362023-06-30401343362024-06-30401343362023-07-01e:InvestmentsInGroupEnterprisesMember401343362024-06-30e:InvestmentsInGroupEnterprisesMember401343362023-07-012024-06-301401343362023-07-012024-06-302401343362023-07-012024-06-303401343362023-07-012024-06-304401343362023-07-012024-06-305401343362023-07-012024-06-306401343362023-07-012024-06-307401343362023-07-012024-06-308401343362023-07-012024-06-309401343362023-07-012024-06-301401343362024-06-30e:ContributedCapitalMember401343362024-06-30e:ReserveForNetRevaluationAccordingToEquityMethodMember401343362023-07-012024-06-30e:ReserveForNetRevaluationAccordingToEquityMethodMember401343362023-07-012024-06-30e:RetainedEarningsMember401343362024-06-30e:RetainedEarningsMember401343362023-07-01e:FixturesFittingsToolsAndEquipmentMember401343362023-07-012024-06-30e:FixturesFittingsToolsAndEquipmentMember401343362024-06-30e:FixturesFittingsToolsAndEquipmentMember401343362023-07-01e:LeaseholdImprovementsMember401343362023-07-012024-06-30e:LeaseholdImprovementsMember401343362024-06-30e:LeaseholdImprovementsMember401343362023-07-01e:PropertyPlantAndEquipmentInProgressMember401343362023-07-012024-06-30e:PropertyPlantAndEquipmentInProgressMember401343362024-06-30e:PropertyPlantAndEquipmentInProgressMember401343362023-07-012024-06-30e:SubsidiaryMember1401343362024-06-30e:SubsidiaryMember1401343362022-07-01e:ContributedCapitalMember401343362022-07-012023-06-30e:ContributedCapitalMember401343362023-06-30e:ContributedCapitalMember401343362022-07-01e:ReserveForNetRevaluationAccordingToEquityMethodMember401343362022-07-012023-06-30e:ReserveForNetRevaluationAccordingToEquityMethodMember401343362023-06-30e:ReserveForNetRevaluationAccordingToEquityMethodMember401343362022-07-01e:RetainedEarningsMember401343362022-07-012023-06-30e:RetainedEarningsMember401343362023-06-30e:RetainedEarningsMember401343362023-07-012024-06-301iso4217:DKKxbrli:pure