43343866 2024-01-01 2024-12-31 cmn:ConsolidatedMember 43343866 2024-01-01 2024-12-31 cmn:ConsolidatedMember 1 43343866 2024-01-01 2024-12-31 cmn:ConsolidatedMember 1 43343866 2024-01-01 2024-12-31 cmn:ConsolidatedMember 2 43343866 2024-01-01 2024-12-31 cmn:ConsolidatedMember 3 43343866 2024-01-01 2024-12-31 cmn:ConsolidatedMember 4 43343866 2024-01-01 2024-12-31 cmn:ConsolidatedMember 1 43343866 2023-09-01 2023-12-31 cmn:ConsolidatedMember 43343866 2024-12-31 cmn:ConsolidatedMember 43343866 2023-12-31 cmn:ConsolidatedMember 43343866 2023-12-31 cmn:ConsolidatedMember fsa:ContributedCapitalMember 43343866 2023-12-31 cmn:ConsolidatedMember fsa:ReserveForCurrentValueAdjustmentsOfCurrencyGainsMember 43343866 2023-12-31 cmn:ConsolidatedMember fsa:RetainedEarningsMember 43343866 2024-01-01 2024-12-31 cmn:ConsolidatedMember fsa:ContributedCapitalMember 43343866 2024-01-01 2024-12-31 cmn:ConsolidatedMember fsa:ReserveForCurrentValueAdjustmentsOfCurrencyGainsMember 43343866 2024-01-01 2024-12-31 cmn:ConsolidatedMember fsa:RetainedEarningsMember 43343866 2024-12-31 cmn:ConsolidatedMember fsa:ContributedCapitalMember 43343866 2024-12-31 cmn:ConsolidatedMember fsa:ReserveForCurrentValueAdjustmentsOfCurrencyGainsMember 43343866 2024-12-31 cmn:ConsolidatedMember fsa:RetainedEarningsMember 43343866 2023-09-01 2023-12-31 cmn:ConsolidatedMember 1 43343866 2024-01-01 2024-12-31 cmn:ConsolidatedMember 1 43343866 2023-09-01 2023-12-31 cmn:ConsolidatedMember 2 43343866 2024-01-01 2024-12-31 cmn:ConsolidatedMember 2 43343866 2023-09-01 2023-12-31 cmn:ConsolidatedMember 1 43343866 2024-01-01 2024-12-31 cmn:ConsolidatedMember 1 43343866 2023-09-01 2023-12-31 cmn:ConsolidatedMember 1 43343866 2024-01-01 2024-12-31 cmn:ConsolidatedMember 1 43343866 2023-08-31 cmn:ConsolidatedMember 43343866 2024-01-01 2024-12-31 43343866 2023-09-01 2023-12-31 43343866 2024-12-31 43343866 2023-12-31 43343866 2023-12-31 fsa:ContributedCapitalMember 43343866 2023-12-31 fsa:RetainedEarningsMember 43343866 2024-01-01 2024-12-31 fsa:ContributedCapitalMember 43343866 2024-01-01 2024-12-31 fsa:RetainedEarningsMember 43343866 2024-12-31 fsa:ContributedCapitalMember 43343866 2024-12-31 fsa:RetainedEarningsMember iso4217:DKK xbrli:pure Lyngsoe SystemsGroup ApS Lyngsø Alle 3 DK 9600 Aars 43343866 The Board of Directors and the Executive Board have today discussed and approved the annual report of Lyngsoe Systems Group ApS for the financial year 1 January – 31 December 2024. The annual report has been prepared in accordance with the Danish Financial Statements Act. In our opinion, the consolidated financial statements and the parent company financial statements give a true and fair view of the Group's and the Parent Company's assets, liabilities and financial position at 31 December 2024 and of the results of the Group's and the Parent Company's operations and consolidated cash flows for the financial year 1 January – 31 December 2024. Further, in our opinion, the Management's review gives a fair review of the development in the Group's and the Parent Company's activities and financial matters, of the results for the year and of the Group's and the Parent Company's financial position. We recommend that the annual report be approved at the annual general meeting. Aars David Anders Lowe Rehnberg Carl Wilhelm GustaFürstenbach Chairman Na'Tosha Jean Bard David Anders LoweRehnberg Conny Franzen To the shareholders of Lyngsoe Systems Group ApS Opinion We have audited the consolidated financial statements and the parent company financial statements of Lyngsoe Systems Group ApS for the financial year 1 January – 31 December 2024 comprising income statement, balance sheet, statement of changes in equity and notes, including accounting policies, for the Group as well as for the Parent Company and a cash flow statement for the Group. The consolidated financial statements and parent company financial statements are prepared in accordance with the Danish Financial Statements Act. In our opinion, the consolidated financial statements and the parent company financial statements give a true and fair view of the Group's and the Parent Company's assets, liabilities and financial position at 31 December 2024 and of the results of the Group's and the Parent Company's operations and consolidated cash flows for the financial year 1 January – 31 December 2024 in accordance with the Danish Financial Statements Act. 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 consolidated financial statements and the parent company financial statements" section of our report. We are independent of the Group 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's responsibility for the consolidated financial statements and the parent company financial statements Management is responsible for the preparation of consolidated financial statements and parent company financial statements that give a true and fair view in accordance with the Danish Financial Statements Act and for such internal control that Management determines is necessary to enable the preparation of consolidated financial statements and parent company financial statements that are free from material misstatement, whether due to fraud or error. Emphasis of matter related to matters in the Financial Statements We draw attention to note 2 to the financial statements, which describes uncertainty related to the measurement of receivables. Our opinion is not modified in respect of this matter. In preparing the consolidated financial statements and the parent company financial statements, Management is responsible for assessing the Group's and the Parent 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 consolidated financial statements and the parent company financial statements unless Management either intends to liquidate the Group or the Company or to cease operations, or has no realistic alternative but to do so. Auditor's responsibilities for the audit of the consolidated financial statements and the parent company financial statements Our objectives are to obtain reasonable assurance as to whether the consolidated financial statements and the parent company 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 in Denmark will always detect a material misstatement when it exists. Misstatements may 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 financial statement users made on the basis of these consolidated financial statements and parent company 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 consolidated financial statements and the parent company 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 Group's and the Parent 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 consolidated financial statements and the parent company 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 Group's and the Parent 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 consolidated financial statements and the parent company 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 Group and the Company to cease to continue as a going concern. • evaluate the overall presentation, structure and contents of the consolidated financial statements and the parent company financial statements, including the disclosures, and whether the consolidated financial statements and the parent company financial statements represent the underlying transactions and events in a manner that gives a true and fair view. Independent auditor's report • Plan and perform the group audit to obtain sufficient appropriate audit evidence regarding the financial information of the entities or business units within the Group as a basis for forming an opinion on the consolidated financial statements and the Parent Company financial statements. We are responsible for the direction, supervision and review of the audit work performed for purposes of the group audit. We remain solely responsible for our audit opinion. Statement on the Management's review Management is responsible for the Management's review. Our opinion on the consolidated financial statements and the parent company 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 consolidated financial statements and the parent company financial statements, our responsibility is to read the Management's review and, in doing so, consider whether the Management's review is materially inconsistent with the consolidated financial statements or the parent company financial statements or our knowledge obtained during the audit, or otherwise appears to be materially misstated. Moreover, it is our responsibility to consider whether the Management's review provides the information required under the Danish Financial Statements Act. Based on the work we have performed, we conclude that the Management's review is in accordance with the consolidated financial statements and the parent company 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's review. Aalborg, KPMG Statsautoriseret Revisionspartnerselskab 25578198 Steffen S. Hansen State Authorised Public Accountan mne32737 Financial highlights for the Group DKK'000 2024 2023 2022* Revenue 440,730 376,154 150,197 Gross profit 211,396 194,161 65,216 EBITDA 39,862 32,440 9,763 EBITDA before special items** 58,416 45,201 21,625 Operating profit/loss (EBIT) 268 -12,538 -8,066 Profit/loss before tax -9,276 -23,204 -13,377 Profit/loss for the year -12,227 -19,979 -13,341 Non-current assets 259,940 288,277 318,414 Current assets 172,899 208,198 229,422 Total assets 432,839 496,475 547,836 Equity 155,049 163,489 183,829 Non-current liabilities other than provisions 76,964 129,577 154,082 Current liabilities other than provisions 172,933 164,888 165,734 Net working capital -5,430 44,627 50,242 Net interest-bearing debt 76,415 138,281 143,940 Cash flows from operating activities 71.321 18.224 -3.466 Portion relating to investments in property, plant and equipment 2,057 3,027 463 Solvency ratio 35.8 32.9 33.6 Average number of full-time employees 240 238 226 ‘* Lyngsoe Systems A/S was acquired at 31 August 2022 and therefore included in the consolidated income statement with figures for four months. ** EBITDA before special items is adjusted for one-off (non-recurring) income and costs of an exceptional nature, see note 23. The financial ratios have been calculated as follows: Equity ex. non-controlling interests year end x 100Solvency ratio Total equity and liabilities at year endLogistics Logistics provides logistics visibility and automation solutions to a variety of market segments, specifically postal, retail, airports and airlines, healthcare, food as well as manufacturing applications across various industries. The majority is being built on a common software platform – Lyngsoe LIVE Logistics™. Library Solutions Lyngsoe Systems Library Solutions improves patron service and library efficiency by automating material handling of libraries globally by means of sortation, advanced self-service and Intelligent Material Management Systems (IMMS). When Lyngsoe Systems solutions are used, heavy and/or time-consuming processes are automated enabling library staff to accomplish more patron-oriented tasks while improving the physical work environment at a reduced operating cost. From the largest institutional libraries to the smallest public library branches, Lyngsoe Systems provides complete library automation solutions to meet the specific needs and requirements of the most modern way of operating today’s libraries in a constantly changing educational and cultural environment. Ownership On 31 August, 2022, CC Track Invest Aps and Lyngsoe Systems Holding A/S and all their subsidiaries, including Lyngsoe Systems A/S, were acquired by AE 2017 Clarity Bidco (now operating under the name of Lyngsoe Systems Finance ApS). Lyngsoe Systems Finance ApS is fully owned by Lyngsoe Systems Group ApS. Following the acquisition, CC Track Invest ApS and Lyngsoe Systems Holding A/S were merged with Lyngsoe Systems A/S as the continuing company. Operating review Development in Activities and Finance during 2024 In 2024 Lyngsoe Systems decided to separate our Logistics and Library business into two separate legal structures with the newly set-up company Lyngsoe Systems Library Solutions A/S to own all activities including daughter companies related to Library activities. By creating a dedicated structure for both Logistics and Library Lyngsoe can better serve the unique needs of the Library and Logistics markets while maintaining our strong focus on innovation, reliability, and quality of service. In 2024, our Company experienced robust organic revenue growth of more than 15%, which also improved Lyngsoe Systems’ EBITDA before special items by 30%. Lyngsoe Systems decided in 2024 to write down DKK 18 million on a trade receivable, which is why EBITDA including special items shows a moderate improvement of DKK 7.2 million. Operating profit before amortisation of goodwill was positive and combined with a significant improvement in net working capital, Lyngsoe Systems in 2024 generated positive cash flows from operating activities (CFFO) of almost DKK 71 million and Lyngsoe Systems reduced its NIBD by DKK 62 million. Amortisation of intangible assets is high primarily due to the amortisation of customer contracts and relations in connection with the acquisition back in August 2022. The solvency ratio is still high and increased to 36% end of year, this combined with free-cash and access to substantial free credit-lines means that Lyngsoe Systems is in a very good financial position to invest and look for market possibilities. Uncertainty regarding Measurement of Receivables As of 31 December 2024, the Group has overdue receivables totalling approx. DKK 34 million (unchanged from 2023 except for currency development) related to one project. There is an implicit uncertainty related to the recoverability of the receivables as the contract partner has not fulfilled its payment obligation and has filed for bankruptcy. Due to this increased uncertainty related to the collection of the receivables through an enforcement process, management has concluded to write down a significant part of these receivables. After this write down, the respective trade receivables are recognised at DKK 11.2 million as of 31 December 2024 which essentially represents the amounts that are likely to be collected directly from customers of the bankrupt debtor in the context of the insolvency process. However, Management and the engaged lawyer still believe that the receivables can be fully collectable and therefore Management will continue the enforcement process. Results for 2024 were negatively impacted by DKK 18 million which are included in the other external expenses. If the receivable will be collected with lower or higher amounts than expected in the future, the impact can be significant. Outlook Management expects that revenue will decrease slightly in 2025 compared to 2024. EBITDA is expected to increase up to the level of DKK 45-55 million and profits before tax will improve to a level of DKK 0-10 million. NIBD is expected to decrease further in 2025 but not as much as in 2024. Activities outside Denmark Lyngsoe Systems is an international company and is highly dependent on its foreign subsidiaries. In Library we have subsidiaries in multiple countries. The Finnish company covers Finland as well as being the production facility for Library. Our English company covers the UK Library market and Ireland, while our US entity takes care of our North American customers. In Logistics, Lyngsoe Systems has its own Canadian subsidiary that support our Canadian business as well as provide service to North American customers. Key Intangible assets Our Group operates within the Logistics and Library sectors. We have identified several intangible resources that meet the definition of key intangible assets, which create value for our Company. We have selected and reviewed these key resources. Highly knowledgeable and dedicated employees: Lyngsoe Systems relies on our long-standing relationships with customers, which generate recurring revenue and repeat business. This is only possible because we have employees who understand our customers' needs and can provide the high-quality service and solutions they require. Capability to maintain an updated platform: The second key intangible asset for Lyngsoe is our ability to continuously ensure we have an updated platform. This platform is within Logistics called, Lyngsoe LIVE Logistics™, and is used as the base to deliver solutions to our customers in the Logistics sector. Additionally, we have developed software and hardware platforms for solutions for libraries, enabling us to meet the complex needs of large libraries, one of Lyngsoe's strongest segments within the Library market. Events after the Balance Sheet Date Since the balance sheet date, US has implemented tariffs, and we also are seeing some fluctuations on the currency market especially related to the USD. An additional tariff of 10% on US imports and lower USD will impact Lyngsoe Systems, but we expect to be able to reduce the impact and therefore at present do not see any major impact on our outlook for 2025. This can of course change in case the tariffs rate will increase significantly from the present 10%. No other events have occurred after the balance sheet date to this date that would influence the assessment and evaluation of this annual report in any substantial way. Financial Risk The Board of Directors and the Executive Board regularly evaluate whether the capital structure of the Company and the Group is in accordance with our overall targets and supports long term sustainable economic growth. The Company is financed through its own capital with a solvency of more than 30% at group level as well as mortgage loans, acquisition loan, overdraft facility, supplier credit, etc. Duration and interest risk are evaluated as appropriate for the Company and the Group. At the balance sheet date, net interest-bearing debt was DKK 76.4 million, which was down by more than DKK 60 million versus last year. The level of net interest-bearing debt is deemed to be at a low level in relation to the total balance (capital structure) and earnings of the Group. Foreign exchange and credit risks relating to commercial activities are either naturally hedged or considered to be at an appropriately low level. Speculative foreign exchange transactions are not undertaken. Development Activities In 2024, development activities in Logistics have been focused on BLE enabling and assets flow solutions to increase the portfolio of standard customer solutions. Library has in 2024 focused on developing new and improved products to the market including the LibDeco range, new and upgraded software, as well as making upgrades to our sorter systems to improve efficiency and user experience. Also in the coming years, the Company will focus on development activities in each of the two business units – with the aim of both delivering competitive and value-creating solutions for our customers as well as maintaining our platforms to improve efficient execution. In 2025, the Company will also invest in updating the Group’s ERP system. Human Knowledge Resources The Lyngsoe Systems Group is a distinctly knowledge-based company. We have succeeded in continuous development and growth by attracting and retaining competent and highly educated talents, including engineers, developers, project managers, sales staff and administrative employees. We continuously allocate considerable resources to process improvements aiming at increasing quality and efficiency. We invest in methods, processes as well as education of our employees. Accordingly, it is one of the goals of the Group to be and remain an attractive employer. We continuously measure our employee satisfaction and engagement to ensure that we maintain and improve our attractiveness as an employer. Goals and Policies for the Underrepresented Gender At the balance sheet date, the Executive Board consists of four members, hereof one female and therefore no underrepresented gender. The Company has a goal to have a minimum of two female on the Executive Board within one year. One new board member joined the Executive Board during the financial year. The Company has less than 50 employees, and therefore there are no goals for other management levels. Lyngsoe Systems wants a diverse and inclusive organisation that creates an innovative and good working environment and is therefore constantly striving for a diversified group of employees. Reporting on Data Ethics Lyngsoe Systems has incorporated data ethics in our different policies covering the data processing life cycle. In its role as Data Controller, Lyngsoe Systems processes business-related information for marketing and administration only. Business data and personal information is processed accordingly based on instructions from our customers fulfilling our contractual obligations as Data Processors. Operation data comprises systems, software, suppliers, configuration items, internal and external services, delivery and service agreements, documentation of customer installations/IT infrastructure, supporting and customer-relation management data. Financial data comprises payroll systems, banking systems, tax and legally obligated data registration and reporting. Data ethic values and practices in Lyngsoe Systems comprise: • Data processing is based on minimisation and protection, see the General Data Protection Regulation, the Danish Personal Data Act and similar legislation applying to our business. • Access to information is controlled and reduced per business requirement and approved by service owner and/or customer. • Collection of data is non-discriminating. • Data must generate best possible business value. • Data processing is subject to several areas of practice in Lyngsoe Systems and governed by our information security policies and procedures in all our management systems. • Lyngsoe Systems’ Code of Conduct also applies to data processing, and all employees receive training to maintain the required competences. Main Activities of the Group Lyngsoe Systems has been a world leader in the field of cutting-edge logistics visibility and automation for more than 40 years and holds a leading position within Radio Frequency Identification (RFID) technology and Bluetooth Low Energy (BLE). We are renowned for innovation, thinking outside-the-box and the ability to put ideas into practice combining our capabilities with off-the-shelf components. In our selected business areas, Lyngsoe Systems’ value proposition is to offer best-in-class logistics visibility and automation solutions across the customer supply chain, improving our customer’s operational efficiency and enabling their sustainable transformation and future readiness. With a proven track record of more than 10,000 installations in more than 60 countries, the Lyngsoe Systems team can demonstrate extensive experience in customer logistics knowledge, solution design, software development, hardware, integration, service and maintenance. In addition, we offer complete project management and consultancy services in any local, regional or even global setting. The Lyngsoe Systems Group has two Business Areas that are legally separated: Logistics – Connecting physical flow to the digital landscape. Library – Solutions for smarter libraries. Corporate Governance Our Board of Directors and Executive Board constantly monitor the management structure and control systems of the Company and the Group to ensure that they are appropriate and well-functioning. The tasks of Management are based on the Danish Companies Act (Selskabsloven), the Danish Financial Statements Act (Årsregnskabsloven), the Articles of Association and the rules of procedure for the Board including guidelines for the Executive Board. Sustainability (Statutory Report on Corporate Social Responsibility in accordance with section 99 a of the Danish Financial Statements Act) Lyngsoe Systems' definition of sustainability is the creation of social, environmental, and economic value for both short-term and long-term business success and responsible global development. In line with this definition, we aim to align our sustainability strategy with our corporate strategy. This means that we are working to embed sustainability into our business practice, our solutions, our operations and our social investment. Lyngsoe Systems is constantly working on reducing Lyngsoe’s own as well as our customers CO2 emission. Lyngsoe Systems, CVR no. 43 34 38 66, has in connection with the Annual Report released on Sustainability Report for 2024 with updated data for 2024 as well as clear targets for 2025 and the coming years. The Sustainability Report discloses Lyngsoe’s actions in 2024 as well as its targets for 2025 related to climate impact, employee good health & well-being, labour rights and anti-corruption policies. https://lyngsoesystems.com/sustainability/policies-and-reports 440730000 376154000 164157000 123494000 65177000 58499000 211396000 194161000 171534000 161721000 34638000 40428000 268000 -12538000 369000 94000 9913000 10760000 -9276000 -23204000 2951000 -3225000 -12227000 -19979000 131154000 142806000 57401000 75769000 15508000 17107000 32635000 26492000 236698000 262174000 18218000 20694000 5024000 5409000 23242000 26103000 259940000 288277000 33051000 35401000 89418000 121168000 23261000 30209000 3821000 819000 2323000 4721000 501000 7000 1007000 5672000 120331000 162596000 19517000 10201000 172899000 208198000 432839000 496475000 197000 196000 -2478000 -4428000 157330000 167721000 155049000 163489000 23714000 34336000 4179000 4185000 27893000 38521000 11648000 12178000 55100000 73400000 0 33965000 422000 312000 9794000 9722000 76964000 129577000 18968000 18905000 41796000 47256000 33043000 19943000 2156000 1526000 29084000 28969000 47886000 48289000 172933000 164888000 249897000 294465000 432839000 496475000 196000 -4428000 167721000 163489000 1000 0 1836000 1837000 0 0 -12227000 -12227000 0 -1950000 0 -1950000 197000 -2478000 157330000 155049000 -12227000 -19979000 39594000 43434000 Financial income and expenses, net Financial income and expenses, net 9533000 10666000 2951000 -3225000 Cash generated from operations before changes in working capital Cash generated from operations before changes in working capital 39851000 30896000 51428000 3606000 91279000 34502000 369000 94000 9913000 10760000 10414000 5612000 71321000 18224000 Capitalised development costs Capitalised development costs -12990000 -9538000 2057000 3027000 -4000000 0 -11047000 -12565000 1837000 0 Proceeds and repayment of bank loans and credit facility Proceeds and repayment of bank loans and credit facility -52795000 -24087000 -50958000 -24087000 9316000 -18428000 10201000 28629000 19517000 10201000 107000 200000 349000 0 -307000 -349000 283000 0 0 5000 -24000 -354000 -5000 -78000 -19000 -276000 195360000 195360000 195360000 195360000 5005000 2788000 90000 85000 5095000 2873000 21000 30000 5116000 2903000 200476000 198263000 197000 196000 196843000 195026000 197040000 195222000 2907000 2907000 529000 0 0 134000 3436000 3041000 200476000 198263000 196000 195026000 195222000 1000 1836000 1837000 0 -19000 -19000 197000 196843000 197040000 true Recognition and measurement Assets are recognised in the balance sheet 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 balance sheet when an outflow of economic benefits is probable and when the liability can be reliably measured. On initial recognition, assets and liabilities are measured at cost. Subsequently, assets and liabilities are measured as described below for each individual item. Certain financial assets and liabilities are measured at amortised cost implying the recognition of a constant effective interest rate to maturity. Amortised cost is calculated as initial cost minus any principal repayments and plus or minus the cumulative amortisation of any difference between cost and nominal amount. When assets and liabilities are recognised and measured, any gains, losses and risks occurring prior to the presentation of the annual report that evidence conditions existing at the balance sheet date are taken into account. Income is recognised in the income statement as earned, including value adjustments of financial assets and liabilities measured at fair value or amortised cost. Equally, costs incurred to generate the year's earnings are recognised, including depreciation, amortisation, impairment losses and provisions as well as reversals as a result of changes in accounting estimates of amounts which were previously recognised in the income statement. Consolidated financial statements The consolidated financial statements comprise the Parent Company, Lyngsoe Systems Group ApS, and subsidiaries. Subsidiaries are entities controlled by the Group. The Group ‘controls’ an entity when it is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. The financial statements of subsidiaries are included in the consolidated financial statements from the date on which control commences until the date on which control ceases. On consolidation, intra-group income and expenses, shareholdings, intra-group balances and dividends and realised and unrealised gains and losses on intra-group transactions are eliminated. Newly acquired or newly established entities are recognised in the consolidated financial statements at the date of acquisition or establishment. Comparative figures are not restated to reflect acquisitions, divestments or windings-up. 1 Accounting policies The annual report of Lyngsoe Systems Group ApS for 2024 has been presented in accordance with the provisions applying to reporting class C large entities under the Danish Financial Statements Act. Business combinations When acquiring new entities, the acquisition method is applied under which identifiable assets and liabilities are measured at fair value at the date of acquisition. Restructuring costs recognised in the acquiree at the acquisition date that are not initiated as a part of the acquisition are included in the pre-acquisition balance sheet and thus the calculation of goodwill. Restructuring that is initiated by the acquirer is recognised in the acquirer’s income statement. Deferred tax is recognised to the extent that temporary differences arise from the revaluations. Positive differences (goodwill) between cost and the fair value of identifiable assets and liabilities acquired, including restructuring provisions, are recognised as intangible assets and amortised systematically in the income statement based on an individual assessment of the useful life. Negative goodwill is recognised as income in the income statement at the acquisition date when the usual conditions for recognition of income are met. Goodwill and negative goodwill from acquired entities may be adjusted until 12 months after the acquisition date. Intercompany mergers are recognised in accordance with the book value method. Foreign currency translation On initial recognition, transactions denominated in foreign currencies are translated at the exchange rates at the transaction date. Foreign exchange differences arising between the exchange rates at the transaction date and the date of payment are recognised in the income statement as financial income or financial expenses. Receivables, payables and other monetary items denominated in foreign currencies are translated at the exchange rates at the balance sheet date. The difference between the exchange rates at the balance sheet date and the date at which the receivable or payable arose or was recognised in the latest financial statements is recognised in the income statement as financial income or financial expenses. Income statement Revenue Revenue includes sales of logistics and library automation solutions, typically including engineering, software, licenses and hardware components. Further revenue compromise service contracts. Revenue is measured based on the consideration specified in a contract with a customer. The Group recognises revenue when it transfers control over a good or service to a customer. The following provides information about the nature and timing of the satisfaction of performance obligations in contracts with customers, including significant payment terms, and the related revenue recognition policies. Revenue is measured at the fair value of the consideration received or receivable, taking into account contractually defined terms of payment and excluding taxes or duty. The Group has concluded that it is the principal in all of its revenue arrangements since it is the primary obligation in all the revenue arrangements, who has pricing latitude and who is also exposed to inventory and credit risks. Logistics and library automation solutions meet the criteria for revenue to be recognised over time, on a percentage of completion basis. This is due to the customisation of components to customer specifications (selected options) which means that Lyngsoe Systems has no alternative use for the component once customisation commences and Lyngsoe Systems has a right to payment for work completed to date. For short-term projects, revenue is recognised on invoicing. The Group's contracts with customers for the sale of logistics and library automation solutions generally include two performance obligations. Used hours are recognised over time, and hardware is recognised at time for delivery. Software licenses are also recognised at time for delivery. Service work and contracts are recognised over time. For logistics and library automation solutions, payments are based on milestones, generally leading to prepayments in the first phase and assets in the ending period. Trade receivables are non-interest bearing and are generally on terms of 14 to 60 days. Generally, normal standard warranty obligations apply. Direct costs Direct costs comprise the cost of products and projects sold. Staff costs Staff costs comprise salaries and wages, including holiday allowance, pension and other social security costs, etc. to the Company's employees. Operating costs Operating costs are comprised by costs related to distribution, sales, advertising, development, administration, loss on debtors etc. Financial income and expenses Financial income and expenses comprise interest income and expenses, currency adjustments, and amortisation of financial assets. Income tax and deferred tax The Danish group entities are jointly taxed together with other Danish entities controlled by Accent Equity 2017 AB and are taxed under the on-account tax scheme. Current Danish tax is allocated between the jointly taxed Danish companies in proportion to their taxable incomes (full absorption). Current and deferred tax is recognised in the income statement, except to the extent that it relates to items recognised directly in equity. In this case, the tax is also recognised directly in equity. Balance sheet Goodwill Goodwill acquired is measured at cost less accumulated amortisation. Goodwill is amortised on a straight-line basis over the expected economic life. The amortisation period may not exceed 20 years and is longest for strategically acquired entities with strong market positions and long-term earnings profiles. Customer contracts and relations and technology Customer contracts and relations and technology acquired in business combinations are measured at cost less accumulated amortisation and impairment losses. Amortisation is made over the useful life and contract period. The amortisation period represents a maximum 20 years. Development costs Costs of development at the Company's own expense are capitalised if the projects are clearly defined and identifiable, where the technical utilisation degree and a potential future market or development potential in the Company are evidenced. It is also required that the Company intends to produce, market or use the outcome of the project. The cost of such projects includes direct wages and a share of the Company's indirect costs. Capitalised development costs are amortised upon completion of the development work on a straight-line basis over the estimated useful lives. The amortisation period is 3-5 years. Development costs incurred in connection with specific customer projects are expensed in the financial statements. Gains and losses on the disposal of development costs are determined as the difference between the sales price less disposal costs and the carrying amount at the date of disposal. Gains or losses are recognised in the income statement as amortisation. Property, plant and equipment Land and buildings, plant and machinery and fixtures and fittings, tools and equipment are measured at cost, added net revaluations and less accumulated depreciation and impairment losses. The basis of depreciation is cost, added net revaluations and less any expected residual value after the end of the useful life. Land is not depreciated. Cost comprises the purchase price and any costs directly attributable to the acquisition until the date when the asset is available for use. The cost of self-constructed assets comprises direct and indirect costs of materials, components, sub suppliers, and wages and salaries. The basis of depreciation, which is calculated as cost less any residual value, is depreciated on a straight-line basis over the expected useful life. The expected useful lives are as follows: Buildings 30 years Fixtures and fittings, tools and equipment 3-5 years IT equipment and software 3 years The useful life and residual value are reassessed annually. Changes are treated as accounting estimates, and the effect on depreciation is recognised prospectively. Land is not depreciated. Investments not exceeding DKK 32 thousand are recognised as an expense in the year of acquisition. Gains and losses on the disposal of property, plant and equipment are stated as the difference between the selling price less selling costs and the carrying amount at the date of disposal. Gains or losses are recognised in the income statement as depreciation. Leases On initial recognition, leases for non-current assets that transfer substantially all risks and rewards incident to ownership to the Company (finance leases) are recognised in the balance sheet at the lower of fair value and the net present value of future lease payments. When the net present value is calculated, the interest rate implicit in the lease or the incremental borrowing rate is used as the discount factor. Assets held under finance leases are subsequently depreciated as the Company's other non-current assets. The capitalised lease obligation is recognised in the balance sheet as a liability at amortised cost, allowing the interest element of the lease payment to be recognised in the income statement over the term of the lease. All other leases are operating leases. Payments relating to operating leases and other leases are recognised in the income statement over the term of the lease. The Company's total obligation relating to operating leases and other leases is disclosed as contractual obligations and contingencies, etc. Impairment testing of non-current assets The carrying amount of non-current assets are tested annually for indicators of impairment. When there is an indication that assets may be impaired, the recoverable amount of the asset is determined. The recoverable amount is the higher of an asset's fair value less expected costs to sell and its value in use. Value in use is the present value of the future cash flows expected to be derived from the asset or the cash-generating unit to which the asset belongs. An impairment loss is recognised if the carrying amount of an asset or a cash-generating unit, respectively, exceeds the recoverable amount of the asset or the cash-generating unit. The impairment loss is recognised in the income statement. Inventories Inventories are measured at cost in accordance with the FIFO method. Where the net realisable value is lower than cost, inventories are written down to this lower value. Goods for resale and raw materials and consumables are measured at cost, comprising purchase price plus delivery costs. The net realisable value of inventories is calculated as the sales amount less costs of completion and costs necessary to make the sale and is determined taking into account marketability, obsolescence and development in forecast sales price. Receivables Receivables are measured at amortised cost. Write-down is made for bad debt losses where there is an objective indication that a receivable or a receivable portfolio has been impaired. If there is an objective indication that an individual receivable has been impaired, a write-down is made based on an individual assessment. Contract work in progress Contract work in progress is measured at the selling price of the work performed less progress billings and expected losses. When it is probable that the total contract costs will exceed the total contract revenue, the anticipated loss on the contract is immediately recognised as an expense and a provision. Where the selling price of work performed exceeds progress billings on contract work in progress and anticipated losses, the excess is recognised under receivables. If progress billings and anticipated losses exceed the selling price of contract work in progress, the deficit is recognised as liabilities. Prepayments from customers are recognised under liabilities. Prepayments Prepayments comprise costs incurred concerning subsequent financial years. Equity Transactions with treasury shares are recognised directly in the distributable reserves of equity. An amount corresponding to the cost of treasury shares is deducted from distributable reserves. The selling price on the disposal of treasury shares is added to distributable reserves. Proposed dividends are recognised as a liability at the date on which they are adopted at the annual general meeting (declaration date). The expected dividend payment for the year is disclosed as a separate item in equity. Provisions Provisions are recognised when, as a consequence of an event occurring on or before the balance sheet date, the Group has a legal or constructive obligation and it is probable that economic benefits must be given up to settle the obligation. The obligation is measured on the basis of Management's best estimate of the discounted amount at which the obligation is expected to be met. Provisions comprise anticipated costs related to warranties, losses on work in progress, etc. Warranties comprise obligations to make good any defects within the warranty period of 1-3 years. Provisions for warranties are measured and recognised on the basis of past experience. Corporation tax and deferred tax Current tax payable and receivable are recognised in the balance sheet as tax computed on the taxable income for the year adjusted for tax on the taxable income of prior years and for tax paid on account. Deferred tax is measured using the balance sheet liability method on all temporary differences between the carrying amount and the tax value of assets and liabilities. Where alternative tax rules can be applied to determine the tax base, deferred tax is measured on the basis of the planned use of the asset or settlement of the liability, respectively. Deferred tax assets, including the tax value of tax loss carry forwards, are recognised at the expected value of their utilisation; either as a set-off against tax on future income or as a set-off against deferred tax liabilities in the same legal tax entity. Adjustment is made to deferred tax resulting from elimination of unrealised intra-group profits and losses. Deferred tax is measured according to the tax rules and at the tax rates applicable at the balance sheet date of when the deferred tax is expected to crystallise as current tax. Changes in deferred tax as a result of changes in tax rates are recognised in the income statement or equity, respectively. Liabilities other than provisions Financial liabilities are initially measured at fair value less transaction costs incurred. Subsequently, the financial liabilities are measured at amortised cost. Amortised cost is calculated as original cost less instalments plus/less the accumulated amortisation of the difference between cost and nominal value. Losses and gains on loans are thus allocated over the term so that the effective interest rate is recognised in the income statement over the loan period. Financial liabilities are derecognised when settled. Financial liabilities are recognised at the date of borrowing at cost, corresponding to the proceeds received less transaction costs paid. In subsequent periods, the financial liabilities are measured at amortised cost, corresponding to the capitalised value using the effective interest rate. Accordingly, the difference between costs and the nominal value is recognised in the income statement over the term of the loan together with interest expenses. Other liabilities are measured at amortised cost. Deferred income Deferred income comprises payments received concerning income in subsequent years. Cash flow statement The cash flow statement shows the Company's cash flows from operating, investing and financing activities for the year, the year's changes in cash and cash equivalents as well as the Company's cash and cash equivalents at the beginning and end of the year. Cash flows from operating activities are calculated as the profit/loss for the year adjusted for non-cash operating items, changes in working capital and income tax paid. Cash flows from investing activities comprise payments in connection with acquisitions and disposals of entities and activities, intangible assets, property, plant and equipment and investments. Cash flows from financing activities comprise changes in size or composition of the Company's contributed capital and costs in this respect as well as raising of loans, instalments on interest-bearing debt and distribution of dividend to owners. Cash and cash equivalents comprise cash and short-term marketable securities with a term of three months or less which are easily convertible into cash and which are subject to only an insignificant risk of changes in value. Segment reporting The distribution of net revenue by activities is shown. The distribution by geographical segments has been omitted, as such information could cause significant damage to the company from a commercial perspective. Parent Company Compared to the accounting policies applied in the consolidated financial statements, the Parent Company's accounting policies only deviate in the following items: Equity investments in subsidiaries Equity investments in subsidiaries are measured at cost. In case of indication of impairment, an impairment test is conducted. When the cost exceeds the recoverable amount, write-down is made to this lower value. 2 Uncertainty regarding measurement of receivables As of 31 December 2024, the Group has overdue receivables totalling approx. DKK 34 million (unchanged from 2023 except for currency development) related to one project. There is an implicit uncertainty related to the recoverability of the receivables as the contract partner has not fulfilled its payment obligation and has filed for bankruptcy. Due to this increased uncertainty related to the collection of the receivables through an enforcement process, management has concluded to write down a significant part of these receivables. After this write down, the respective trade receivables are recognised at DKK 11.2 million as of 31 December 2024 which essentially represents the amounts that are likely to be collected directly from customers of the bankrupt debtor in the context of the insolvency process. However, Management and the engaged lawyer still believe that the receivables can be fully collectable and therefore Management will continue the enforcement process. Results for 2024 were negatively impacted by DKK 18 million which are included in the other external expenses. If the receivable will be collected with lower or higher amounts than expected in the future, the impact can be significant. 3 Revenue DKK'000 Group 2024 2023 Logistic solutions, products and services 222,003 190,654 Library solutions, products and servicers 218,727 185,500 440,730 376,154 4 Fees to auditors appointed at the general meeting Group DKK'000 2024 2023 Total fees to KPMG 1,063 625 Statutory audit services 452 353 Other auditors statements 155 0 Tax services 289 130 Other assurance services 167 142 1,063 625 5 Staff costs Group Parent Company DKK'000 2024 2023 2024 2023 Salaries 152,024 141,984 200 0 Pensions 15,800 15,871 0 0 Other social security costs 3,710 3,866 0 0 171,534 161,721 200 0 Hereof renumeration to the Parent Company's Executive Board 200 96 200 0 240 238 1 1 Group Parent Company DKK'000 2024 2023 2024 2023 6 Financial income Interest income from group entities 0 0 282 0 Foreign exchange gains 329 41 0 0 Other interest income 40 53 1 0 369 94 283 0 7 Financial expenses Foreign exchange losses 22 852 0 0 Other interest expenses 9,891 9,908 0 5 9,913 10,760 0 5 8 Tax on profit/loss for the year Current tax for the year 11,175 5,611 5 -78 Deferred tax adjustment for the year -8,224 -8,836 0 0 2,951 -3,225 0 -78 -12227000 -19979000 -19000 -276000 10 Intangible assets Group Customer contracts Develop-and Techno-ment DKK'000 Goodwill relations logies projects Total Cost at 1 January 2024 152,899 108,887 19,239 28,756 309,781 Additions 0 0 0 12,990 12,990 Disposals -4,000 0 0 -5,445 -9,445 Cost at 31 December 2024 148,899 108,887 19,239 36,301 313,326 Amortisation at 1 January 2024 10,093 33,118 2,132 2,264 47,607 Amortisation 7,652 18,368 1,599 7,019 34,638 Reversed 0 0 0 -5,617 -5,617 Amortisation at 31 December 2024 17,745 51,486 3,731 3,666 76,628 Carrying amount at 31 December 2024 131,154 57,401 15,508 32,635 236,698 Development projects Development projects in progress amount to DKK 16,587 thousand (2023: DKK 10,859 thousand). Finalised development projects and development projects in progress relate mainly to the development of Library Solutions and development of software for Postal & Logistics solutions and Data Capture Solutions. The projects are amortised over five years. The projects in progress are expected to be completed within 1-2 years and to bring about considerable economic benefits. 11 Property, plant and equipment Group Fixtures and fittings, Land and tools and DKK'000 buildings equipment Total Cost at 1 January 2024 24,248 6,448 30,696 Additions 271 1,786 2,057 Disposals 0 -82 -82 Cost at 31 December 2024 24,519 8,152 32,671 Depreciation at 1 January 2024 3,554 1,039 4,593 Depreciation 2,747 2,209 4,956 Depreciation on disposals 0 -120 -120 Depreciation at 31 December 2024 6,301 3,128 9,429 Carrying amount at 31 December 2024 18,218 5,024 23,242 Hereof leasing 0 454 454 12 Equity investments in subsidiaries Parent Company DKK'000 2024 2023 Cost at 1 January 195,360 195,360 Carrying amount at 31 December 195,360 195,360 Prepared impairment test of carrying amount showed no indication of impairment. Results Equity for the Owner-31/12 year Name and registered office ship 2024 2024 DKK'000 DKK'000 Lyngsoe Systems Finance ApS, Denmark 100% 202,126 -6,241 13 Contract work in progress Group DKK'000 31/12 2024 31/12 2023 Sales value of contract assets 72,548 111,545 Progress billings -91,083 -128,592 -18,535 -17,047 Recognised as follows: Contract work in progress (assets) 23,261 30,209 Contract work in progress (liabilities) -41,796 -47,256 -18,535 -17,047 Deferred income mainly comprises service contracts. 14 Prepayments Prepayments comprise prepaid expenses concerning leasing and insurance premiums, etc. 15 Contributed capital Contributed capital consists of the following shares all ranking equally:O shares, nom. DKK 74,867 (DKK 0.01 each) L shares, nom. DKK 122,500 (DKK 0.01 each). Deferred tax Group 31/12 31/12 DKK'000 2024 2023 Deferred tax at 1 January 29,615 38,451 Adjustment -8,224 -8,836 Deferred tax, net 21,391 29,615 Recognised as follows: Deferred tax asset 2,323 4,721 Deferred tax liability -23,714 -34,336 -21,391 -29,615 Deferred tax assets mainly comprise tax carried forward losses and Canadian tax credits concerning development costs, which expire after 20 years beginning from 2030. Recognition is based on expected utilisation within five years, and write-down represents DKK 6.1 million. Utilisation in recent years supports estimated utilisation. Deferred tax liabilities are attributable to deferred tax mainly arising from intangible assets, property and contract work in progress. Warranty provisions Group DKK'000 2024 2023 Warranty commitments at 1 January 4,185 3,705 Provisions made, used and reversed during the year -6 480 At 31 December 2024 4,179 4,185 Warranty provisions relate mainly to solutions sold during 2023 and 2024. The provision has been estimated based on historical warranty data associated with similar products and services. The Group expects to settle the majority of the liability during the next year. Non-current liabilities Group Total Repay-debt ment Unpaid 31/12 coming debt after DKK'000 2024 year 5 years Mortgage debt 12,158 510 9,571 Bank loan 73,400 18,300 0 Lease liability 505 83 0 Other debt 9,869 75 9,071 95,932 18,968 18,642 19 Deferred income Deferred income of DKK 47,886 thousand (2023: DKK 48,289 thousand) mainly comprises service agreements. 20 Change in working capital Group DKK'000 2024 2023 Change in inventories 2,350 4,640 Change in receivables and other receivables 33,413 -6,551 Change in work in progress 6,948 5,482 Change in prepayments received and deferred income -5,863 9,251 Change in trade and other payables 13,215 -7,687 Change in warranty provision -6 480 Other changes and adjustments 1,371 -2,009 51,428 3,606 21 Contractual obligations, contingencies, etc. Parent Company The shares in Lyngsoe Systems Group ApS have been registered as collateral for debt to credit institution owed by Lyngsoe Systems Finance ApS and its subsidiaries. The Company is jointly taxed with other Danish group entities and entities controllers by ultimate parent company. As a jointly taxed company, the Company has joint unlimited liability for Danish corporation taxes and withholding taxes on dividends, interest and royalties within the joint taxation unit. Any subsequent corrections of income subject to joint taxation or withholding taxes could result in an increased liability for the Company. Group Mortgage deeds registered to the mortgagors of DKK 8,000 thousand and DKK 12,158 thousand secured on land and buildings with a carrying amount of DKK 17,297 thousand have been registered as collateral for balances with credit institutions. The mortgage deeds registered to the mortgagors are subordinated to mortgage debt. As collateral towards financial institutions with a net liability DKK 0 thousand as of 31 December 2024, a company pledge of total DKK 25,000 thousand has been issued secured on operating equipment and fixtures, inventories, and trade receivables. The carrying value of the pledged assets amounts to DKK 58,847 thousand as of 31 December 2024. The Company has provided payment and performance guarantees totalling DKK 7,676 thousand (2023: DKK 6,325 thousand) via credit institutions. The Group has entered into leases totalling DKK 5,193 thousand, of which DKK 3,055 thousand falls due within a year. 22 Related party disclosures Lyngsoe Systems Group ApS’ related parties comprise the following: Accent Equity 2017 AB, Engelbrektsgatan 7, 114 32 Stockholm, Sweden, controls the majority of the contributed capital in Lyngsoe Systems Group ApS, Lyngsø Alle 3, 9600 Aars, Denmark. Related party transactions These transactions, together with other transactions between group entities, were eliminated in the consolidated financial statements in accordance with the accounting policy. Receivables and payables from group entities are disclosed in the balance sheet. Interest is disclosed in note 6. Remuneration to the Company's Executive Board and Board of Directors is disclosed in note 5. 23 Special items Group 2024 DKK'000 Write-down, receivable included in other external expenses according to disclosure in 17,990 note 2 Severance Pay 731 Adjustments, previous years -923 Insurance case 228 New legal structure 528 18,554 24 Events after the balance sheet date Since the balance sheet date, US has implemented tariffs, and we also are seeing some fluctuations on the currency market especially related to the USD. An additional tariff of 10% on US imports and lower USD will impact Lyngsoe Systems, but we expect to be able to reduce the impact and therefore at present do not see any major impact on our outlook for 2025. This can of course change in case the tariffs rate will increase significantly from the present 10%. No other events have occurred after the balance sheet date that would influence the assessment and evaluation of this annual report in any material way. Annual report Auditor's report on audited financial statements ParsePort XBRL Converter 2024-01-01 2024-12-31 2023-09-01 2023-12-31 2025-05-22 Lars Christian Caspersen Reporting class C, large enterprise 2025-05-02 25578198 KPMG P/S Dampfærgevej 28 2100 København Ø Opinion Basis for Opinion 2025-05-02