37596809 2021-01-01 2021-12-31 37596809 2021-01-01 2021-12-31 1 37596809 2021-01-01 2021-12-31 1 37596809 2020-01-01 2020-12-31 37596809 2021-01-01 2021-12-31 fsa:ProposedExtraordinaryDividendRecognisedInEquityMember 37596809 2020-01-01 2020-12-31 fsa:ProposedExtraordinaryDividendRecognisedInEquityMember 37596809 2021-01-01 2021-12-31 fsa:RetainedEarningsMember 37596809 2020-01-01 2020-12-31 fsa:RetainedEarningsMember 37596809 2021-12-31 37596809 2020-12-31 37596809 2021-01-01 2021-12-31 fsa:RetainedEarningsMember 37596809 2021-01-01 2021-12-31 fsa:ContributedCapitalMember 37596809 2020-12-31 fsa:ContributedCapitalMember 37596809 2020-12-31 fsa:OtherReservesMember 37596809 2020-12-31 fsa:RetainedEarningsMember 37596809 2021-01-01 2021-12-31 fsa:OtherReservesMember 37596809 2021-12-31 fsa:ContributedCapitalMember 37596809 2021-12-31 fsa:OtherReservesMember 37596809 2021-12-31 fsa:RetainedEarningsMember iso4217:DKK xbrli:pure Randy Eckels Today, the directors discussed and approved the annual report of Amleto ApS for the financial year 1 January - 31 December 2021. The annual report has been prepared in accordance with the Danish Financial Statements Act. In our opinion, the Company Financial Statements give a true and fair view of the financial position at 31December 2021 of the Company and of the results of the operations for 2021. In our opinion, Management's Review includes a fair review of the matters dealt with in the Management's review. We recommend the adoption of the annual report at the annual general meeting. Copenhagen Randy Edward EckelsBrian Thomas Carley To the Shareholders of Amleto ApS In our opinion, the Financial Statements give a true and fair view of the financial position of the Company at 31 December 2021 and of the results of the Company’s operations and for the financial year 1 January - 31 December 2021 in accordance with the Danish Financial Statements Act. We have audited the Financial Statements of Amleto ApS for the financial year 1 January - 31 December 2021, which comprise income statement, balance sheet, statement of changes in equity and notes, including a summary of significant accounting policies (”the Financial Statements”). 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 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 additionalethical 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 Management’s Review. Our opinion on the Financial Statements does not cover 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 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 under the Danish Financials Statements Act. Based on the work we have performed, in our view, Management’s Review 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 in 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 auditconducted 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 Parent Company’s and the Group’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, were 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 basedon 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. Hellerup PricewaterhouseCoopers Statsautoriseret Revisionspartnerselskab Leif Ulbæk Jensen State Authorised Public Accountant Amleto ApS c/o Exerp ApSRued Langgaardsvej 8, 2.sal 2300 Copenhagen S 37596809 Copenhagen +45 39 45 39 45 The company’s core activities The company’s purpose is, directly or through equity participation in other companies to operate in the development, commercialisation and delivery of software and digital solutions as well as other activities deemed by the directors as related activities. Recognition and measurement uncertainties The company’s main activity is to own shares. It is an important requisite for valuation of the investments that the development in the subsidiaries’ results follows the expected development, including an expectedpositive market development. Financial review The company’s income statement for 2021 shows a net profit of MDKK 109.3, and the balance sheet at 31 December 2021 shows equity of MDKK 269.4. Significant events occurring after the end of the financial year No events have occurred after the balance sheet date which could significantly affect the company’s financial position. 0 0 65937 228456 -65937 -228456 109315022 0 124816 381107 87844 68049 109286057 84602 -6372 18612 109292429 65990 4384852 0 104907577 65990 109292429 65990 0 134064414 269311524 0 0 24124431 269311524 158188845 269311524 158188845 6372 0 48202 48258 54574 48258 33728 6400410 88302 6448668 269399826 164637513 60000 60000 0 164440152 269322477 -25252 269382477 164474900 17349 144001 0 18612 17349 162613 17349 162613 269399826 164637513 4384852 4384852 0 109292429 109292429 Significant Accounting policies The annual report of Amleto ApS is presented in accordance with the provisions of the Danish Financial Statements Act as regards reporting class B enterprisesas well as selected rules applying to reporting class C. The accounting policies applied by the company are consistent with those of last year. Reporting currency The Financial Statements for 2021 are denominated in Danish kroner. Recognition and measurement in general Income is recognised in the income statement as earned, including value adjustments of financial assetsand liabilities measured at fair value or amortised cost. Moreover, expenses incurred to generate earnings for the year are recognised, including depreciation, amortisation, impairment losses and provisions as well as reversals resulting from changed accounting estimates of amounts that used to be recognised in the income statement. Assets are recognised in the statement of financial position when it is probable that future economic benefits will flow to the company and the value of the asset can be reliably measured. Liabilities are recognised in the statement of financial position when they are probable and the value can be reliably measured. On initial recognition, assets and liabilities are measured at cost. Subsequent to initial recognition, assets and liabilities are measured as described below for each individual accounting item. Certain financial assets and liabilities are measured at amortised cost, in which case constant effective interest is recognised over the life of the asset or liability. Amortised cost is determined as original cost less repayments, if any, with the addition of or net of the accumulated amortisation of the difference between cost and nominal amount. For recognition and measurement purposes, due consideration is given to predictable losses and risks arising before the annual report is presented and proving or disproving conditions existing at the reporting period end date. Currency translation Transactions in foreign currencies are translated at the exchange rates at the dates of transaction. Gains and losses arising due to differences between the transaction date rates and the rates at the dates of payment are recognised in financial income and expenses in the income statement. Receivables, payables and other monetary items in foreign currencies that have not been settled at the balance sheet date are translated at the exchange rates at the balance sheet date. Any differences between the exchange rates at the balance sheet date and the transaction date rates are recognised in financial income and expenses in the income statement. Income statement Other external expenses Other external expenses include the year's expenses relating to the entity's core activities, including expenses relating to distribution, sale, advertising, administration, premises, bad debts, payments under operating leases, etc. Financial income and expenses 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 on profit/loss for the year The company is subject to the Danish rules on compulsory joint taxation of the Group’s Danish subsidiaries. Subsidiaries participate in the joint taxation arrangement from the time when they are included in the consolidated financial statements and until the time when they withdraw from the consolidation. 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 recognized in the income statement, whereas the portion that relates to transactions taken to equity is recognized in equity. Balance sheet Investments in joint ventures and subsidiaries Investments in joint ventures and subsidiaries are measured at cost. If cost exceeds the recoverable amount, a write-down is made to this lower value. Impairment of fixed assets The carrying amount of intangible assets, items of property, plant and equipment and investments in subsidiaries, associates and participating interests is tested annually for impairment, other than what is reflected through normal amortisation and depreciation. Where there is evidence of impairment, an impairment test is performed for each individual asset or group of assets. Write-down is made to the lower of the recoverable amount and the carrying amount. The recoverable amount is the higher of the net present value and the value in use less expected costs to sell. The net present value is determined as the present value of the anticipated net cash flows from the use of the asset or group of assets and the anticipated net cash flows from the disposal of the asset or group of assets after the end of their useful life. Receivables Receivables are measured at amortized cost, which usually corresponds to the nominal value. Provisionsare made for bad debts on the basis of objective evidence that a receivable or a group of receivables are impaired. Write downs are made to the lower of the net realizable value and the carrying amount. Equity Dividends Proposed dividends are disclosed as a separate item under equity. Dividends are recognised as a liability when declared by the annual general meeting of shareholders. Income tax and deferred tax Current tax payables and receivables are recognized in the balance sheet as the estimated tax charge in respect of the taxable income for the year, adjusted for tax on prior years' taxable income and tax paid on account. Provisions for deferred tax are calculated, based on the liability method, of all temporary differences between carrying amounts and tax values, with the exception of temporary differences occurring at the time of acquisition of assets and liabilities neither affecting the results of operations nor the taxable income, as well as temporary differences on non-amortizable goodwill. Deferred tax is measured according to the taxation rules and taxation rates in the respective countries applicable at the balance sheet date when the deferred tax is expected to crystallize as current tax. Deferred tax assets are recognized at the value at which they are expected to be utilized, either throughelimination against tax on future earnings or through a set off against deferred tax liabilities within the same jurisdiction. Liabilities Liabilities are measured at net realizable value. With reference to section Danish Financial Statements Act §112 consolidated statements has not been prepared. With reference to section 86(4) of the Danish Financial Statements Act, the Company has not prepared a cash flow statement as the cash flow statement is included in the consolidated financial statements of Exerp Holdings Aps. Current tax for the year-6,372 18,612 Join taxation contribution0 0 -6,372 18,612 Investments in joint ventures:Cost at 1 January134,064,414 134,064,414 Additions in the year0 0 Divestments in the year-134,064,414 0 Cost at 31 December0 134,064,414 Carrying amount at 31 December 20210 134,064,414 Company:Ownership:Exerp ApS50.1%Investments in subsidiaries:Cost at 1 January0 0 Additions in the year269,311,524 0 Divestments in the year0 0 Cost at 31 December269,311,524 0 Carrying amount at 31 December 2021269,311,524 0 CompanyOwnership Equity Profit/loss for yearExerp ApS100.0% 7,095,257 85,615,387 Other ReceivablesOther receivables at 1 January24,124,431 24,124,431 Repayments-24,124,431 0 Other receivables at 31 December 0 24,124,431 Ultimate Parent Domicile4600 McAuley Place, Suite 350Clubessential Holdings, LLCCincinnati, OH 45242The company is included in the consolidated financial statements of Exerp Holdings ApS.The consolidated financial statements can be requested at:Exerp Holdings ApSc/o Exerp ApSRud Langgaardsvej 82300 Copenhagen S There were no employees in the financial year and so the average number of employees was 0.The directors are employed and remunerated in the parent company Clubessential LLCand receives separate renumeration as directors in the Company Amleto ApS is jointly taxed with Exerp ApS and Exerp Holdings ApS.The total amount for corporate taxes payable or receivable is presented in the Annual Report for Exerp Holdings ApS as the joint taxation administration company.The Danish companies in the Group will be jointly and individually liable for Danish withholding taxes covering dividend tax, royalty tax and interest tax.Any subsequent adjustments to income taxes and withholding taxes may lead to a larger liability. Annual report Auditor's report on audited financial statements ParsePort XBRL Converter 2021-01-01 2021-12-31 2020-01-01 2020-12-31 2022-08-04 Reporting class B true false true false 0 2022-08-04 Brian Thomas Carley 37596809 Amleto ApS c/o Exerp ApS, Rued Langgaardsvej 8, 2.sal 2300 Copenhagen S Opinion Basis for Opinion 2022-08-04 mne23327 33771231 60000 164440152 -25252 164474900 -164440152 164440152 0 60000 0 269322477 269382477