39612291 2025-01-01 2025-12-31 39612291 2025-01-01 2025-12-31 1 39612291 2025-01-01 2025-12-31 1 39612291 2025-01-01 2025-12-31 2 39612291 2025-01-01 2025-12-31 3 39612291 2025-01-01 2025-12-31 4 39612291 2025-01-01 2025-12-31 1 39612291 2024-01-01 2024-12-31 39612291 2025-12-31 39612291 2024-12-31 39612291 2025-01-01 c:ContributedCapitalMember 39612291 2025-01-01 c:RetainedEarningsMember 39612291 2025-01-01 2025-12-31 c:RetainedEarningsMember 39612291 2025-12-31 c:ContributedCapitalMember 39612291 2025-12-31 c:RetainedEarningsMember 39612291 2025-01-01 c:PlantAndMachineryMember 39612291 2025-01-01 c:FixturesFittingsToolsAndEquipmentMember 39612291 2025-01-01 c:PropertyPlantAndEquipmentInProgressAndPrepaymentsForPropertyPlantAndEquipmentMember 39612291 2025-01-01 2025-12-31 c:PlantAndMachineryMember 39612291 2025-01-01 2025-12-31 c:FixturesFittingsToolsAndEquipmentMember 39612291 2025-01-01 2025-12-31 c:PropertyPlantAndEquipmentInProgressAndPrepaymentsForPropertyPlantAndEquipmentMember 39612291 2025-12-31 c:PlantAndMachineryMember 39612291 2025-12-31 c:FixturesFittingsToolsAndEquipmentMember 39612291 2025-12-31 c:PropertyPlantAndEquipmentInProgressAndPrepaymentsForPropertyPlantAndEquipmentMember 39612291 2025-01-01 2025-12-31 c:PlantAndMachineryMember 39612291 2025-01-01 c:OtherReceivablesMember 39612291 2025-01-01 2025-12-31 c:OtherReceivablesMember 39612291 2025-12-31 c:OtherReceivablesMember iso4217:DKK xbrli:pure true BDO Statsautoriseret Revisionspartnerselskab Havneholmen 2, 6. sal DK-2450 København SV 45719375 Årsrapport 2026-04-09 Joseph J Maliekel Meneta Composite Materials ApS Strandholtvej 49 5270 Odense N Den uafhængige revisors erklæring 39612291 2018-05-31 Odense 2025-01-01 2025-12-31 2024-01-01 2024-12-31 BDO Statsautoriseret Revisionspartnerselskab Havneholmen 2, 6. sal 2450 Copenhagen S Danske Bank Albani Torv 2-3 5000 Odense C Today the Board of Directors and Executive Board have discussed and approved the Annual Report of Meneta Composite Materials ApS for the fi­nan­ci­al year 1 January  - 31 December 2025. The Annual Report is presented in accor­dance with the Da­nish Fi­nan­ci­al State­ments Act. In our opinion the Fi­nan­ci­al Sta­te­ments give a true and fair view of the Company's assets, liabilities and financial position at 31 December 2025 and of the results of the Company's operations for the fi­nan­ci­al year 1 January  - 31 December 2025. The Management Commentary includes in our opinion a fair presentation of the matters dealt with in the Commentary. We recommend the Annual Report be approved at the Annual General Meeting. Odense 2026-04-09 Kim Walther Østergaard Joseph J Maliekel Chairman Kim Walther Østergaard Ole Magaard Jessica Wang Olsson To the Shareholder of Meneta Composite Materials ApS Konklusion We ha­ve au­di­ted the Fi­nan­ci­al Sta­te­ments of Meneta Composite Materials ApS for the fi­nan­ci­al year 1 January - 31 December 2025, which comprise income statement, Balance Sheet, sta­te­ment of chan­ges in e­qui­ty, no­tes and a summary of significant accounting policies. The Fi­nan­ci­al Sta­te­ments are pre­pared in accordance with the Da­nish Fi­nan­ci­al State­ments Act.   In our o­pi­ni­on, the Fi­nan­ci­al Sta­te­ments give a true and fair view of the assets, liabilities and financial position of the Com­pa­ny at 31 December 2025 and of the results of the Com­pa­ny's operations for the fi­nan­ci­al year 1 January - 31 December 2025 in accordance with the Da­nish Fi­nan­ci­al State­ments Act.   Basis for OpinionGrundlag for konklusion 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 (including International Independence Standards) (IESBA Code), together with the ethical requirements that are relevant to our audit of the Financial Statements in Denmark, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the IESBA Code. We be­lie­ve that the e­vi­den­ce we ha­ve ob­tai­ned is suf­fi­ci­ent and ap­prop­ria­te to pro­vi­de a ba­sis for our con­clu­si­on.   Grundlag for konklusion Ma­na­ge­ment's Re­spon­si­bi­li­ti­es for the Fi­nan­ci­al Sta­te­ments Management is responsible for the preparation of Fi­nan­ci­al Sta­te­ments that give a true and fair view in accordance with the Da­nish Fi­nan­ci­al State­ments Act and for such Internal control as Ma­na­ge­ment determines is necessary to enable the preparation of Fi­nan­ci­al Sta­te­ments that are free from material misstatement, whether due to fraud or error.   In preparing the Fi­nan­ci­al Sta­te­ments, Ma­na­ge­ment is responsible for assessing the Com­pa­ny's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting in preparing the Fi­nan­ci­al Sta­te­ments unless Management either intends to liquidate the Com­pa­ny or to cease operations, or has no realistic alternative but to do so.   Our objectives are to obtain reasonable assurance about whether the Fi­nan­ci­al Sta­te­ments as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs and the additional requirements applicable in Denmark will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Fi­nan­ci­al Sta­te­ments.   As part of an audit conducted in accordance with ISAs and the additional requirements applicable in Denmark, we exercise professional judgment and maintain professional skepticism 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.   Statement on Management Commentary Management is responsible for Ma­na­ge­ment Com­men­ta­ry.   Our opinion on the Fi­nan­ci­al Sta­te­ments does not cover Ma­na­ge­ment Com­men­ta­ry, and we do not express any form of assurance conclusion thereon.   In connection with our audit of the Fi­nan­ci­al Sta­te­ments, our responsibility is to read Ma­na­ge­ment Com­men­ta­ry and, in doing so, consider whether Ma­na­ge­ment Com­men­ta­ry 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 Com­men­ta­ry provides the information required under the Danish Financial Statements Act.   Based on the work we have performed, we conclude that Ma­na­ge­ment Com­men­ta­ry is in accordance with the Fi­nan­ci­al Sta­te­ments and has been prepared in accordance with the requirements of the Danish Financial Statements Act. We did not identify any material misstatement of Ma­na­ge­ment Com­men­ta­ry.   Copenhagen 2026-04-09 BDO Statsautoriseret Revisionspartnerselskab 45719375 Ole C. K. Nielsen Den uafhængige revisors erklæring State Authorised Public Accountant mne23299 Principal activities Meneta Composite Materials ApS develops, manufactures, and sells composite materials for the automotive industry and other related industries. Development in activities and financial position The company was unable to meet expected revenue and profitability targets, which can mainly be attributed to delays in product maturation and the sudden reciprocal tariffs in the US. Income statement for 2025 contains further costs related to primarily machine process optimization and product maturation, resulting in the year showing a loss of DKK -13.5M – better than the year before, but still unsatisfactory. As of 31 December 2025, equity amounts to DKK 19.5M.  Profit/loss for the year compared to expectations  Result of the year shows a negative result of DKK -13.5M (DKK -20.2M). Whereas the financial result of the company must be regarded as highly unsatisfactory, it can mainly be attributed to challenges deriving from a drastic decrease in the sale of ICE cars, the tariff situation in the US as well as machining issues.    Significant events after the end of the financial year No events have occurred after the end of the financial year that may have a significant impact on the financial position of the company. Financial risk The company does not have separate goals or a separate policy pertaining to financial risk, but seeks throughout the year to monitor asset value, monetary flows, and liabilities on a case-by-case basis.  A considerable part of the company's raw materials is dependent on the price of steel and oil. Raw materials, sales prices, assets, and liabilities are dependent on the development in a number of currencies. The currency exposure is continuously evaluated, and risk hedging takes place on a case-by-case basis to mitigate net exposure.  As for the vast majority of company sales, there is no big risk for the company as it can rely on natural hedging. Environmental situation The company is aware of the potential environmental impact of the products and of the production process. Efforts are being made on a regular basis to reduce the impact.   Knowledge resources During 2025 the company successfully re-certificated IATF-16949 quality certification.  Research and development activities The means used for development activities have been recognized and fully expensed in the company books. Future expectations Management expects the company to perform considerably better in 2026.   5211000 -4293000 14790000 13639000 6033000 5937000 -15612000 -23869000 82000 25000 1885000 2184000 -17415000 -26028000 -3923000 -5801000 -13492000 -20227000 -13492000 -20227000 -13492000 -20227000 44556000 47394000 872000 1205000 244000 2808000 45672000 51407000 50000 53000 50000 53000 45722000 51460000 10613000 9784000 131000 11000 9982000 8082000 20726000 17877000 614000 474000 30000 278000 657000 1674000 4702000 5790000 137000 145000 6140000 8361000 10000 0 26876000 26238000 72598000 77698000 300000 300000 19223000 32715000 19523000 33015000 3539000 2760000 3539000 2760000 18383000 23901000 18383000 23901000 23336000 2009000 5534000 5531000 962000 3590000 411000 5937000 31153000 18022000 49536000 41923000 72598000 77698000 DKK '000Sha­re ca­pi­talRetained profitTotal Equity at 1 January 202530032,71533,015 Proposed loss allocation -13,492-13,492 Equity at 31 December 202530019,22319,523 300000 32715000 -13492000 300000 19223000 20252024 DKK '000DKK '000 1 | Staff costs Ave­ra­ge num­ber of full ti­me em­ploy­ees1616 Wages and salaries 14,08212,923 Pensions 705716 Social security costs 30 14,79013,639 16 16 14082000 12923000 705000 716000 3000 0 14790000 13639000 2 | Other financial income Other interest income 8225 8225 82000 25000 82000 25000 3 | Other financial expenses Group enterprises 560840 Other interest expenses 1,3251,344 1,8852,184 560000 840000 1325000 1344000 1885000 2184000 -4702000 -5790000 779000 -11000 5 | Property, plant and equipment DKK '000Production plants and machineryOther plants, machinery, tools and equipmentTangible fixed assets in progress and prepayment Cost at 1 January 2025 63,9892,5502,808 Transferred 00-2,863 Additions 2,8630299 Cost at 31 December 2025 66,8522,550244   Depreciation and impairment losses at 1 January 2025 16,5951,3450 Depreciation for the year 5,701333 Depreciation and impairment losses at 31 December 2025 22,2961,6780 Carrying amount at 31 December 202544,556872244 Finance lease assets 35,289 63989000 2550000 2808000 0 0 -2863000 2863000 0 299000 66852000 2550000 244000 16595000 1345000 0 5701000 333000 22296000 1678000 0 44556000 872000 244000 35289000 6 | Financial non-current assets DKK '000Rent deposit and other receivables Cost at 1 January 2025 53Disposals -3Cost at 31 December 2025 50  Carrying amount at 31 December 202550 53000 3000 50000 50000 7 | Long-term liabilities 31/12 2025RepaymentDebt outstanding31/12 2024DKK '000total liabilitiesnext yearafter 5 yearstotal liabilities Lease liabilities 23,9175,534029,432 23,9175,534029,432 0 Contingent liabilities The company has issued an umlimited guarantee concerning the engagement of Group's bank with the company's parent company, Meneta Holding. The bank's credit limit with the companies is maximized to DKK('000) 50,000. The total contingent liabilities as of the balance sheet date amount to in: 368 Contingent liabilities towards associated companies The total contingent liabilities towards associated companies as of the balance sheet date amount to: 1,032 Joint liabilitiesThe Company is jointly and severally liable together with the Parent Company and the other group companies in the joint taxable group for tax on the group’s joint taxable income and for certain possible withholding taxes, such as dividend tax, etc. Tax payable on the Group’s joint taxable income is stated in the annual report of Meneta Holding A/S, which serves as management Company for the joint taxation. 368000 1032000 9 | Related parties The Company's related parties include: Meneta Holding A/S Meneta Danmark ApS Meneta Advanced Shims Technology ApS Meneta Automotive Component Pvt. Ltd. Meneta (Shanghai) Co. Ltd. Meneta Dalian Co.Ltd. Controlling interest Meneta Holding A/S. Other related parties having performed transactions with the company The company’s related parties having a significant influence comprise subsidiaries and associates as well as the companies’ Board of Directors, Board of Executives and executive officers and their relatives. Related parties include also companies in which the above mentioned group of persons has material interests. Transactions with related parties The company did not carry out any material transactions that were not concluded on market conditions. According to section 98c, subsection 7 of the Danish Financial Statements Act information is given only on transactions that were not performed on common market conditions. The Annual Report of Meneta Composite Materials ApS for 2025 has been presented in accor­dance with the pro­vi­sions of the Da­nish Fi­nan­ci­al State­ments Act for en­ter­pri­ses in re­por­ting class B and cer­tain pro­vi­si­ons ap­ply­ing to re­por­ting class C.  Regnskabsklasse B1truetrueThe Annual Report is prepared consistently with the accounting principles applied last year.   Regnskabsklasse B true Net revenue Net revenue from sale of merchandise and finished goods is recognised in the Income Statement if supply and risk transfer to purchaser has taken place before the end of the year and if the income can be measured reliably and is expected to be received. Net revenue is recognised exclusive of VAT, duties and less discounts related to the sale.   Cost of sales Cost of sales comprise costs incurred to achieve the net revenue for the year, including direct and indirect costs of raw materials and consumables.   Other external expenses Other external expenses include cost of sales, advertising, administration, buildings, bad debts, operational lease expenses, etc.    Payments related to operating lease expenses and other lease agreements are recognised in the Income Statement during the continuance of the contract. The Company’s total liability concerning operating and other lease agreements are stated under contingencies, etc.    Staff costs Staff costs comprise wages and salaries, including holiday pay and pensions and other costs for social security etc. for the company’s employees. Repayments from public authorities are deducted from staff costs.   Financial income and expenses Financial income and expenses include interest income and expenses, financial expenses of finance leases, realised and unrealised gains and losses arising from investments in financial assets, debt and transactions in foreign curren­cies, amortisation of financial assets and liabi­lities as well as charges and allowances under the tax-on-account scheme etc. Financial income and expenses are recognised in the income statement by the amounts that relate to the financial year.   Tax The tax for the year, which consists of the current tax for the year and changes in deferred tax, is recognised in the income statement by the portion that may be attributed to the profit for the year, and is recognised directly in the equity by the portion that may be attributed to entries directly to the equity.   Property, plant and equipment Production plants and machinery, other plant, fixtures and equipment are measured at cost less accumulated depreciation and impairment losses.    The depreciation base is cost less estimated residual value after end of useful life.   The cost includes the acquisition price and costs incurred directly in connection with the acqui­sition until the time when the asset is ready to be used. As regards self-manufactured assets, the cost price includes cost of materials, components, subcontractors, direct payroll and indirect production costs.   Straight-line depreciation is provided on the basis of an assessment of the expected useful lives of the assets and their residual value:   Useful lifeResidual valueOther plant, fixtures and equipment 3-7 years0-30 %Other plants, machinery, tools and equipment 5-15 år0 % Profit or loss on sale of property, plant and equipment is stated as the difference between the sales price less selling costs and the carrying amount at the date of sale. Profit or loss is recognised in the Income Statement as other operating income or other operating expenses.   Lease contracts Lease contracts relating to tangible fixed assets for which the Company bears all material risks and benefits attached to the ownership (finance lease, see IAS 17) are recognised as assets in the Balance Sheet. The assets are at the initial recognition measured at the lower of cost stated at fair value and the and present value of the future lease payments. The internal interest rate of the lease contract, or alternatively the Company’s loan interest, is used as discounting factor when calculating the present value. Finance lease assets are hereafter treated as the Group’s and the Company’s other similar tangible fixed assets. The capitalised residual lease liability is recog­nised in the balance sheet as a liability and the interest portion of the lease payment is recog­nised in the income statement over the term of the contract.   Financial non-current assets The portfolio of mortgage deeds includes mortgages that are expected to be held to maturity and are measured at amortised cost.   Impairment of fixed assets The carrying amount of pro­per­ty, plant and equip­ment to­get­her with fi­xed as­sets, which are not mea­su­red at fair va­lue, are valued on an annual basis for indications of impairment other than that reflected by amortisation and depreciation.    In the event of impairment indications, an impairment test is made for each asset or group of assets, respectively. If the net realisable value is lower than the carrying amount, the assets are written down to the lower value.   The recoverable amount is calculated at the higher of net selling price and capital value. The capital value is determined as the fair value of the expected net cash flows from the use of the asset or group of assets and the expected net cash flows from sale of the asset or group of assets after the end of its useful life.    Inventories Inventories are measured at cost based on weighted average prices. If the net realisable value is lower than cost, the inventories are written down to the lower value.   The cost of merchandise as well as raw materials and consumables is calculated at acquisition price with addition of transportation and similar costs.   The cost of finished goods and work in progress includes cost of raw materials, consumables, direct payroll cost and indirect production cost. Indirect production costs include indirect mate­rials and payroll and maintenance and depreci­ation of the machines, factory buildings and equipment used in the production process, cost of factory administration and management and capitalised development costs relating to the products.   The net realisable value of inventories is stated at sales price less completion costs and costs incurred to execute the sale and is determined with due regard to marketability, obsolescence and development in expected sales price.   Receivables Receivables are measured at amortised cost which usually corresponds to nominal value. The value is reduced by impairment losses to meet expected losses.   Write-off is performed to provide for losses when an objective indication has been assessed to have incurred that a receivable or a portfolio of receivables are impaired. If there is an objective indication that an individual receivable is impaired, the write-off is performed at individual level.   Receivables for which there are no objective indication of impairment at individual level are assessed at portfolio level for objective indication of impairment. The portfolios are primarily based on the debtors’ registered office and credit rating in accordance with the Company’s policy for credit risk management. The objective indicators, which are applied for portfolios, are determined based on the historical loss experiences.   Write-off is determined as the difference between the carrying amount of receivables and the present value of the expected cash flows, including realisable value of any received collaterals. The effective interest rate is used as discount rate for the single receivable or portfolio.   Accruals, assets Accruals recognised as assets include costs incur­red relating to the subsequent financial year.   Tax payable and deferred tax Current tax liabilities and receivable current tax are recognised in the balance sheet as the calculated tax on the taxable income for the year, ad­justed for tax on the taxable income for previous years and taxes paid on account.   The Company is subject to joint taxation with Danish group companies. The current corporation tax is distributed among the joint taxable companies in proportion to their taxable income and with full allocation and refund related to tax losses. The joint taxable companies are included in the on account tax scheme. Joint taxation contributions receivable and payable are recognised in the Balance Sheet under current assets and liabilities, respectively.    Deferred tax is measured on the temporary dif­ferences between the carrying amount and the tax value of assets and liabilities.   Deferred tax assets, including the tax value of tax loss carry-forwards, are measured at the ex­pected realisable value of the asset, either by set-off against tax on future earnings or by set-off against deferred tax liabilities within the same legal tax entity.   Deferred tax is measured on the basis of the tax rules and tax rates that under the legislation in force on the balance sheet date will be ap­pli­cable when the deferred tax is expected to crystallise as current tax. Any changes in the deferred tax resulting from changes in tax rates, are recognised in the income statement, except from items recognised directly in equity.   Liabilities Financial liabilities are recognised at the time of borrowing by the amount of proceeds received less borrowing costs. In subsequent periods, the financial liabilities are measured at amortised cost equal to the capitalised value when using the effective interest, the difference between the proceeds and the nominal value being recog­nised in the Income Statement over the term of loan.   Amortised cost for short-term liabilities usually corresponds to the nominal value.