36022795 2021-12-31 36022795 2020-12-31 36022795 2019-12-31 36022795 2023-12-31 36022795 2022-12-31 36022795 2023-01-01 fsa:ContributedCapitalMember 36022795 2023-01-01 fsa:ReserveForNetRevaluationAccordingToEquityMethodMember 36022795 2023-01-01 fsa:RetainedEarningsMember 36022795 2023-01-01 fsa:ProposedDividendRecognisedInEquityMember 36022795 2023-12-31 fsa:ContributedCapitalMember 36022795 2023-12-31 fsa:ReserveForNetRevaluationAccordingToEquityMethodMember 36022795 2023-12-31 fsa:RetainedEarningsMember 36022795 2023-12-31 fsa:ProposedDividendRecognisedInEquityMember 36022795 2023-01-01 fsa:GoodwillMember 36022795 2023-12-31 fsa:GoodwillMember 36022795 2023-01-01 fsa:FixturesFittingsToolsAndEquipmentMember 36022795 2023-01-01 fsa:LeaseholdImprovementsMember 36022795 2023-12-31 fsa:FixturesFittingsToolsAndEquipmentMember 36022795 2023-12-31 fsa:LeaseholdImprovementsMember 36022795 2023-01-01 fsa:InvestmentsInGroupEnterprisesMember 36022795 2022-01-01 fsa:InvestmentsInGroupEnterprisesMember 36022795 2023-12-31 fsa:InvestmentsInGroupEnterprisesMember 36022795 2022-12-31 fsa:InvestmentsInGroupEnterprisesMember 36022795 2023-12-31 1 fsa:SubsidiaryMember 36022795 2023-01-01 fsa:DepositsLongtermInvestmentsAndReceivablesMember 36022795 2023-12-31 fsa:DepositsLongtermInvestmentsAndReceivablesMember 36022795 2023-01-01 2023-12-31 36022795 2023-01-01 2023-12-31 1 36022795 2023-01-01 2023-12-31 memberOfBoardIdentifier_executive_board_1 36022795 2021-01-01 2021-12-31 36022795 2020-01-01 2020-12-31 36022795 2019-01-01 2019-12-31 36022795 2022-01-01 2022-12-31 36022795 2023-01-01 2023-12-31 fsa:ContributedCapitalMember 36022795 2023-01-01 2023-12-31 fsa:ReserveForNetRevaluationAccordingToEquityMethodMember 36022795 2023-01-01 2023-12-31 fsa:RetainedEarningsMember 36022795 2023-01-01 2023-12-31 fsa:ProposedDividendRecognisedInEquityMember 36022795 2023-01-01 2023-12-31 fsa:GoodwillMember 36022795 2023-01-01 2023-12-31 fsa:FixturesFittingsToolsAndEquipmentMember 36022795 2023-01-01 2023-12-31 fsa:LeaseholdImprovementsMember 36022795 2023-01-01 2023-12-31 fsa:InvestmentsInGroupEnterprisesMember 36022795 2022-01-01 2022-12-31 fsa:InvestmentsInGroupEnterprisesMember 36022795 2023-01-01 2023-12-31 1 fsa:SubsidiaryMember 36022795 2023-01-01 2023-12-31 fsa:DepositsLongtermInvestmentsAndReceivablesMember iso4217:DKK pure Årsrapport 33771231 PricewaterhouseCoopers Statsautoriseret Revisionspartnerselskab Strandvejen 44 2900 Hellerup 2023-01-01 2022-01-01 2023-12-31 2022-12-31 36022795 TRAFFIC LAB ApS Århusgade 118 2150 Nordhavn København www.trafficlab.dk 2014-06-27 PricewaterhouseCoopers Statsautoriseret Revisionspartnerselskab 33771231 Strandvejen 44 2900 Hellerup Denmark 39 45 39 45 koebenhavn@pwc.dk 2024-06-28 Sebastian Agerskov Regnskabsklasse C, mellemstor virksomhed Revisionspåtegning The Executive Board has today considered and adopted the Annual Report of TRAFFIC LAB ApS for the financial year 1 January - 31 December 2023. The Annual Report is prepared in accordance with the Danish Financial Statements Act. In my opinion the Financial Statements give a true and fair view of the financial position at 31 December 2023 of the Company and of the results of the Company operations for 2023. In my opinion, Management's Review includes a true and fair account of the matters addressed in the Review. I recommend that the Annual Report be adopted at the Annual General Meeting. 2024-06-28 Nordhavn Sebastian Homaily Agerskov CEO To the shareholder of TRAFFIC LAB ApS Opinion In our opinion, the Financial Statements give a true and fair view of the financial position of the Company at 31 December 2023 and of the results of the Company´s operations for the financial year 1 January - 31 December 2023 in accordance with the Danish Financial Statements Act. We have audited the Financial Statements of TRAFFIC LAB ApS for the financial year 1 January - 31 December 2023, which comprise income statement, balance sheet, statement of changes in equity and notes, including a summary of significant accounting policies (”the Financial Statements”). Basis for Opinion 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 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 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 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 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 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 Financial 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. Hellerup 2024-06-28 PricewaterhouseCoopers Statsautoriseret Revisionspartnerselskab Niels Henrik B. Mikkelsen State Authorised Public Accountant mne16675 90250000 79808000 64852000 58182000 58825000 37471000 30386000 35382000 21136000 95000 -122000 4000 23754000 27497000 16489000 33383000 41743000 28496000 0 147000 3489000 1748000 0 11131000 27597000 23183000 56 48 34 0.842 0.848 0.645 0.737 0.578 0.527 0.629 0.337 0.443 0.326 0.817 0.893 0.91 0.848 0.742 0.707 0.377 0.333 0.661 0.814 1.186 2.967 1.227 1.083 0.904 As a purely online business, Traffic Lab has a relatively small, albeit not negligible, impact on the natural environment. We believe we can best contribute to a sustainable future by focusing on good corporate citizenship in the fields of governance and social responsibility.Traffic Lab has a social responsibility to ensure that the business transactions in which we participate are as sustainable as possible. Environmental, Social and Governance, also known by the acronym EGS, form the basic elements of sustainability. In the context of our business, sustainability is about the business model of the company, i.e. how we provide value to our clients.Based on international rules in this area, we set standards for Traffic Lab, along with our customers, partners, and suppliers. Starting with risk management and responsibility within ESG, we work with our customers and other stakeholders towards common value creation and futureproofing of the transactions we are involved. Traffic Lab also works internationally to promote uniformly high ESG requirements, thus contributing towards uniform terms of competition for the benefit of our customers.The ESG Policy applies to all employees of Traffic Lab. Internal guidelines and business procedures pertaining to social conditions, human rights, employee rights, the environment, climate, anti-corruption and tax practices are to be prepared in compliance with this Policy. Traffic Lab adheres to the UN’s principles and guidelines, in particular the principles of the UN Global Compact on human rights, employee rights, the environment and anti-corruption, the UN’s Guiding Principles for Business and Human Rights. The aim is to ensure that Traffic Lab meet consistently strict ESG requirements imposed by Danish and international financial institutions. Key activities The Company provides affiliate marketing services through its owned and developed websites that attract visitors through organic traffic, referring them to our clients, which are operating online gaming platforms. The company's main activity is to help its clients increase their online presence through a diverse range of digital marketing strategies. Development in the year The income statement of the Company for 2023 shows a profit of DKK 77,306,239, and at 31 December 2023, the balance sheet of the Company shows positive equity of DKK 84,137,825. The company has experienced positive growth in its activities during the year 2023. The revenue for the year 2023 has increased compared to the previous year due to the expansion to more active markets for the company.Additionally, the Profit Before Tax has decreased by 10.2 million DKK. This is primarily due to higher cost (staff and other external expenses).The company results in 2023 have been below the ambitious expectations set by management by the end of 2022. However, the management is satisfied with the overall performance, as several external factors have affected the possibilities of growth estimated at the end of 2022.The Company has continued taken significant steps towards the future growth of the organization by expanding the new markets, improving the organizational framework and technical structure of some of the major systems developed in-house. Targets and expectations for the year ahead The management expects to continue with the investments in websites and employees, data analysis and standardization of systems as well as increased focus on geographical expansion through M&A.The management expects the revenue to reduce in the year 2024, due to reduction of the activity and increase of competition in one of the most profitable markets for the company. Management expects the EBITDA margins to remain above 50% for the year 2024. For this reason, the financial targets are as follows:-Revenue: DKK 165M – 180M (3% - 8% reduction)-EBITDA: DKK 85M – 100M (6% - 20% reduction)The assumptions used by the management include the continuation of the current economic conditions and no significant changes in the regulatory environment. Research and development Research and Development is a core activity to maintain market competitiveness. The company has several ongoing research and development activities in the Technical Department focused on developing new internal systems and improving the existing ones. This development aims to optimize processes and produce tools that provide both efficiency and scalability on the daily operations management.At the same time, certain employees are dedicated to identifying and developing new products non-existent in the market that can provide a competitive advantage compared to our competitors.These activities are in the initial stages and have not been activated due to the uncertainty of their potential economic benefits. Intellectual capital resources Employees are the most relevant asset in the company, and the management has implemented several measures to retain and train them. The company provides regular training sessions to its employees to update their knowledge and skills. Additionally, the company has implemented a knowledge management system to ensure that the knowledge is documented and shared across the organization. Uncertainty relating to recognition and measurement Traffic Lab’s risk management aims to execute the business strategy while maintaining a high level of risk awareness and control. The Company risks are managed on a strategic, operational, and financial, legal and compliance level.The company has not encountered any unusual conditions that have affected the recognition or measurement of its financial statements during the year 2023. Subsequent events From the balance sheet date until the date of presentation of this Annual Report no events have occurred other than the above mentioned which significantly affect the assessment of the annual report. 184510564 174021885 16048869 16238463 13019610 10216368 155442085 147567054 56107148 36273267 2061822 1671705 0 227116 97273115 109394966 2861996 0 2231534 205964 3355804 410100 99010841 109190830 21704602 24107044 77306239 85083786 39383094 50000000 65000000 0 2861996 0 -29938851 35083786 1460729 1804429 1460729 1804429 325862 775175 442314 1711124 768176 2486299 2870661 0 2441826 1328902 5312487 1328902 7541392 5619630 14750178 21571937 33920588 28542487 1191897 599361 1170215 321583 51032878 51035368 60515302 65909750 111548180 116945118 119089572 122564748 100000 100000 2861996 0 16175829 46114680 65000000 0 84137825 46214680 0 3193 649547 986359 9567857 50002129 22553234 24298802 2181109 1059585 34951747 76350068 34951747 76350068 119089572 122564748 100000 0 46114680 0 0 0 -39383094 0 0 2861996 9444243 65000000 100000 2861996 16175829 65000000 No events materially affecting the assessment of the Annual Report have occurred after the balance sheet date. 46910667 31215712 2963353 2293642 621248 602590 5611880 2161323 56107148 36273267 72 65 Remuneration to the Executive Board has not been disclosed in accordance with section 98 B(3) of the Danish Financial Statements Act. 398033 27936 1833501 178028 2231534 205964 208777 7950 3022501 248158 124526 153992 Debt forgiveness, Search Lab ApS 2971777 0 OtherFinanceExpenses 3355804 410100 22553234 24298802 -848632 -191758 21704602 24107044 2405905 2405905 601476 343700 945176 1460729 1797250 3586108 1797250 3586108 1022075 1874984 449313 1268810 1471388 3143794 325862 442314 0 0 8665 0 8665 0 2861996 0 2861996 0 2870661 0 Traffic Lab Malta Holding Ltd. Malta 100 1328902 1112924 2441826 2441826 Investments in subsidiaries are specified as follows: Deferred tax asset at 1 January 321583 129825 Amounts recognised in the income statement for the year 848632 191758 Deferred tax asset at 31 December 1170215 321583 Rental and lease obligations Lease obligations, period of non-terminability 7698300 2608938 Other contingent liabilities The group companies are jointly and severally liable for tax on the jointly taxed incomes etc of the Group. The total amount of corporation tax payable is disclosed in the Annual Report of Agerskov Holding ApS, which is the management company of the joint taxation purposes. Moreover, the group companies are jointly and severally liable for Danish withholding taxes by way of dividend tax, tax on royalty payments and tax on unearned income. Any subsequent adjustments of corporation taxes and withholding taxes may increase the Company's liability. Transactions The Company has chosen only to disclose transactions which have not been made on an arm's length basis in accordance with section 98(c)(7) of the Danish Financial Statements Act. There have been no transactions with the Supervisory Board, the Executive Board, senior officers, significant shareholders, group enterprises or other related parties, except for intercompany transactions and normal management remuneration. Consolidated Financial Statements The Company is included in the Group Annual Report of the Parent Company of the largest and smallest group: Name Place of registered office Agerskov Holding ApS København The Annual Report of TRAFFIC LAB ApS for 2023 has been prepared in accordance with the provisions of the Danish Financial Statements Act applying to medium-sized enterprises of reporting class C. The accounting policies applied remain unchanged from last year. The Financial Statements for 2023 are presented in DKK. true With reference to section 112 of the Danish Financial Statements Act and to the consolidated financial statements for 2023 of Agerskov Holding ApS, the Company has not prepared consolidated financial statements. With reference to section 86(4) of the Danish Financial Statements Act and to the cash flow statement included in the consolidated financial statements of Agerskov Holding ApS, the Company has not prepared a cash flow statement. Revenues are recognised in the income statement as earned. Furthermore, value adjustments of financial assets and liabilities measured at fair value or amortised cost are recognised. Moreover, all expenses incurred to achieve the earnings for the year are recognised in the income statement, including depreciation, amortisation, impairment losses and provisions as well as reversals due to changed accounting estimates of amounts that have previously been recognised in the income statement. Assets are recognised in the balance sheet when it is probable that future economic benefits attributable to the asset will flow to the Company, and the value of the asset can be measured reliably. Liabilities are recognised in the balance sheet when it is probable that future economic benefits will flow out of the Company, and the value of the liability can be measured reliably. Assets and liabilities are initially measured at cost. Subsequently, assets and liabilities are measured as described for each item below. All leases are considered operating leases. Payments made under operating leases are recognised in the income statement on a straight-line basis over the lease term. Transactions in foreign currencies are translated at the exchange rates at the dates of transaction. Exchange differences 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. Where foreign exchange transactions are considered hedging of future cash flows, the value adjustments are recognised directly in equity. 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; however, see the section on hedge accounting. Income statements of foreign subsidiaries and associates that are separate legal entities are translated at transaction date rates or approximated average exchange rates. Balance sheet items are translated at the exchange rates at the balance sheet date. Exchange adjustments arising on the translation of the opening equity and exchange adjustments arising from the translation of the income statements at the exchange rates at the balance sheet date are recognised directly in equity. Income statements of enterprises that are integrated entities are translated at transaction date rates or approximated average exchange rates; however, items derived from non-monetary balance sheet items are translated at the transaction date rates of the underlying assets or liabilities. Monetary balance sheet items are translated at the exchange rates at the balance sheet date, whereas non-monetary items are translated at transaction date rates. Exchange adjustments arising on the translation are recognised in financial income and expenses in the income statement. Revenue from the sale of services is recognised when the risks and rewards relating to the services sold have been transferred to the purchaser, the revenue can be measured reliably and it is probable that the economic benefits relating to the sale will flow to the Company. Revenue is measured at the consideration received and is recognised exclusive of VAT and net of discounts relating to sales. Cost of goods sold comprise the purchase price etc. for goods sold in the year. Other external expenses comprise expenses for premises, sales as well as office expenses, etc. With reference to section 32 of the Danish Financial Statements Act, gross profit/loss is calculated as a summary of revenue, cost of goods sold and other external expenses. Staff costs include wages and salaries including compensated absence and pensions as well as other social security contributions etc. made to the entity's employees. Amortisation, depreciation and impairment losses comprise amortisation, depreciation and impairment of intangible assets and property, plant and equipment. Other operating income and other operating expenses comprise items of a secondary nature to the main activities of the Company, including gains and losses on the sale of intangible assets and property, plant and equipment. The item “Income from investments in subsidiaries” in the income statement includes the proportionate share of the profit for the year. Financial income and expenses comprise interest, financial expenses in respect of finance leases, realised and unrealised exchange adjustments, price adjustment of securities, amortisation of mortgage loans as well as extra payments and repayment under the on-account taxation scheme. Tax for the year consists of current tax for the year and deferred tax for the year. The tax attributable to the profit for year is recognised in the income statement, whereas the tax attributable to equity transactions is recognised directly in equity. Any changes in deferred tax due to changes to tax rates are recognised in the income statement. The Company is jointly taxed with Agerskov Holding ApS. The tax effect of the joint taxation with the subsidiaries is allocated to Danish enterprises showing profits or losses in proportion to their taxable incomes (full allocation with credit for tax losses). Goodwill afskrives lineært over den vurderede økonomiske brugstid på 7 år, der er fastlagt på baggrund af ledelsens erfaringer inden for de enkelte forretningsområder. Goodwill is amortised on a straight-line basis over the estimated useful life of 7 years, determined on the basis of Management’s experience with the individual business areas. Property, plant and equipment are measured at cost less accumulated depreciation and less any accumulated impairment losses. Cost comprises the cost of acquisition and expenses directly related to the acquisition up until the time when the asset is ready for use. Interest expenses on loans contracted directly for financing the construction of property, plant and equipment are recognised in cost over the construction period. Depreciation based on cost reduced by any residual value is calculated on a straight-line basis over the expected useful lives of the assets, which are: Other fixtures and fittings, tools and equipment 3-5 years Leasehold improvements 3-5 years The fixed assets’ residual values are determined at nil. Depreciation period and residual value are reassessed annually. The carrying amounts of intangible assets and property, plant and equipment and investments are reviewed on an annual basis to determine whether there is any indication of impairment other than that expressed by amortisation and depreciation. The recoverable amount of the asset is calculated as the higher of net selling price and value in use. Where a recoverable amount cannot be determined for the individual asset, the assets are assessed in the smallest group of assets for which a reliable recoverable amount can be determined based on a total assessment. Goodwill, head office buildings and other assets for which a separate value in use cannot be determined as the asset does not on an individual basis generate future cash flows are reviewed for impairment together with the group of assets to which they are attributable. Investments in subsidiaries are recognised and measured under the equity method. Other fixed asset investments consist of deposits Receivables are measured in the balance sheet at the lower of amortised cost and net realisable value, which corresponds to nominal value less provisions for bad debts. Dividend distribution proposed by Management for the year is disclosed as a separate Dividend item. Deferred tax is recognised in respect of all temporary differences between the carrying amount and the tax base of assets and liabilities. However, deferred tax is not recognised in respect of temporary differences concerning goodwill not deductible for tax purposes and other items - apart from business acquisitions - where temporary differences have arisen at the time of acquisition without affecting the profit for the year or the taxable income. Deferred tax is measured on the basis of the tax rules and tax rates that will be effective under the legislation at the balance sheet date when the deferred tax is expected to crystallise as current tax. In cases where the computation of the tax base may be made according to alternative tax rules, deferred tax is measured on the basis of the intended use of the asset and settlement of the liability, respectively. Deferred tax assets, including the tax base of tax loss carry-forwards, are measured at the value at which the asset is expected to be realised, either by elimination in tax on future earnings or by set-off against deferred tax liabilities. Deferred tax assets and liabilities are offset within the same legal tax entity. Current tax receivables and liabilities are recognised in the balance sheet at the amount calculated on the basis of the expected taxable income for the year adjusted for tax on taxable incomes for prior years. Tax receivables and liabilities are offset if there is a legally enforceable right of set-off and an intention to settle on a net basis or simultaneously. Debts are measured at amortised cost, substantially corresponding to nominal value. Gross margin Gross profit x 100 / Revenue Profit margin Profit/loss of ordinary primary operations x 100 / Revenue Return on assets Profit/loss of ordinary primary operations x 100 / Total assets at year end Solvency ratio Equity at year end x 100 / Total assets at year end Return on equity Net profit for the year x 100 / Average equity