44096641 2025-01-01 2025-12-31 44096641 2025-01-01 2025-12-31 auditor_1 44096641 2025-01-01 2025-12-31 memberOfBoardIdentifier_1 44096641 2025-01-01 2025-12-31 memberOfBoardIdentifier_2 44096641 2025-01-01 2025-12-31 memberOfBoardIdentifier_3 44096641 2025-01-01 2025-12-31 memberOfBoardIdentifier_1 44096641 2025-01-01 2025-12-31 memberOfBoardIdentifier_2 44096641 2025-01-01 2025-12-31 memberOfBoardIdentifier_3 44096641 2025-01-01 2025-12-31 memberOfBoardIdentifier_4 44096641 2024-01-01 2024-12-31 44096641 2025-12-31 44096641 2024-12-31 44096641 2024-12-31 fsa:ContributedCapitalMember 44096641 2024-12-31 fsa:ReserveForDevelopmentExpenditureMember 44096641 2024-12-31 fsa:RetainedEarningsMember 44096641 2025-01-01 2025-12-31 fsa:ContributedCapitalMember 44096641 2025-01-01 2025-12-31 fsa:ReserveForDevelopmentExpenditureMember 44096641 2025-01-01 2025-12-31 fsa:RetainedEarningsMember 44096641 2025-12-31 fsa:ContributedCapitalMember 44096641 2025-12-31 fsa:ReserveForDevelopmentExpenditureMember 44096641 2025-12-31 fsa:RetainedEarningsMember 44096641 2024-12-31 fsa:DevelopmentProjectsInProgressAndPrepaymentsForIntangibleAssetsMember 44096641 2025-01-01 2025-12-31 fsa:DevelopmentProjectsInProgressAndPrepaymentsForIntangibleAssetsMember 44096641 2025-12-31 fsa:DevelopmentProjectsInProgressAndPrepaymentsForIntangibleAssetsMember iso4217:EUR pure 2024-01-01 2024-12-31 2026-05-08 44096641 2026-05-08 Reporting class B KPMG 9000 Aalborg Østre Havnegade 22D 25578198 Auditor's reports (Other non-assurance reports) KPMG 25578198 true Annual report Tord Daniel Styrenius The Board of Directors and the Executive Board have today discussed and approved the annual report for GrowGrounds ApS for the financial year 1 January - 31 December 2025. The annual report, which has not been audited, 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. Further, in our opinion, the Management's review gives a fair review of the matters discussed in the Management's review. We recommend that the annual report be approved at the annual general meeting. Management confirms that the Company fulfils the requirement to be exempt from audit. Copenhagen 2026-05-08 Lars Aaen Thøgersen CEO Christina Singh Director Poul David Faurby Videbæk Director Tord Daniel Styrenius Chairman Anders Göran Fredriksson Deputy Chairman Lars Aaen Thøgersen Poul David Faurby Videbæk Auditor's report on compilation of financial statements To the Management of GrowGrounds ApS We have compiled the financial statements of GrowGrounds ApS for the financial year 1 January - 31 December 2025 based on the Company's bookkeeping records and other information provided by you.The financial statements comprise income statement, balance sheet, statement of changes in equity and notes, including accounting policies.We performed our work in accordance with ISRS 4410 Compilation Engagements.We have applied our professional expertise in accounting and financial reporting to assist you in the preparation and presentation of these financial statements in accordance with the Danish Financial Statements Act. We have complied with relevant provisions of the Danish Auditor Act, including the requirements for independence, and International Ethics Standards Board for Accountants’ International Code of Ethics for Professional Accountants (IESBA Code), which is based on fundamental principles of integrity, objectivity, professional competence and due care.These financial statements and the accuracy and completeness of the information used to compile them are your responsibility. Since a compilation engagement is not an assurance engagement, we are not required to verify the accuracy or completeness of the information you provided to us to compile these financial statements. Accordingly, we do not express an audit opinion or a review conclusion as to whether these financial statements are prepared in accordance with the Danish Financial Statements Act. Aarhus 2026-05-08 KPMG 25578198 Niklas R. Filipsen State Authorised Public Accountant mne47781 GrowGrounds ApS Sorøgade 6, 3. DK-2100 København Ø 44096641 2023-06-01 Copenhagen 2025-01-01 2025-12-31 Principal activities The Company's purpose is to have a significant positive impact on society and the environment as a whole by developing and implementing business models which increase income for small-scale agriculture in developing countries. Development in activities and financial position The Company's income statement for 2025 shows a loss of EUR 255,865 as against a loss of EUR 69,352 in 2024. Equity in the Company's balance sheet at 31 December 2025 stood at EUR 502,194 as against EUR 37,062 at 31 December 2024. The financial year was in line with forecast, and results for the year are considered satisfactory. During 2025, the Company has received a capital increase of EUR 720,997. Capital resources During the financial year, the Company continued the execution of its strategic development plan, including significant investments in development activities and the establishment of long-term partnerships with suppliers and customers. These investment activities have had a temporary adverse impact on profitability and cash flows. The investments are expected to contribute positively to future growth and long-term value creation. The Company has implemented strategic initiatives to support continued scaling of its operations, with a particular focus on expanding its carbon credit offerings. To support its growth plans, the Company has entered into a financing agreement with an external credit institution, securing financing for planned operations and activities in 2026. In addition, the Company continues to strengthen its capital base through capital increases involving existing and potential new shareholders. Subsequent to the balance sheet date, the Company completed a capital increase of EUR 358,996. Management continuously monitors the Company’s liquidity position to maintain an appropriate liquidity buffer, ensuring that obligations can be met as they fall due and that sufficient financial resources are available to support ongoing operations. Based on the Company’s current capital resources, including available financing facilities, Management expects that the Company will be able to continue its operations and meet its obligations beyond the course of the financial year 2026. Events after the balance sheet date As of 13 February 2026, the Company has received a capital increase from its shareholders totaling EUR 358,996. -2141 129072 316100 213532 -318241 -84460 378 2253 4956 5494 -322819 -87701 -66954 -18349 -255865 -69352 -255865 -69352 450399 237794 450399 237794 44166 62345 46008 45000 77703 10749 12000 20000 179877 138094 22447 36395 202324 174489 652723 412283 38938 24671 351311 185479 111945 -173088 502194 37062 0 25000 0 102903 42425 81106 40722 154621 67382 11591 150529 350221 150529 375221 652723 412283 24671 185479 -173088 14267 0 706730 0 165832 -165832 0 0 -255865 38938 351311 111945 The annual report of GrowGrounds ApS for 2025 has been prepared in accordance with the provisions applying to reporting class B entities under the Danish Financial Statements Act with opt-in from higher reporting classes.The accounting policies used in the preparation of the financial statements are consistent with those of last year.The financial statements are presented in EUR. 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. Revenue Revenue from the sale of services is recognised on a straight-line basis in the income statement as the services are provided. Revenue from the sale of certificates is recognised in revenue when delivery and transfer of risk to the buyer have taken place, and the income may be measured reliably and is expected to be received. Revenue is measured at the fair value of the agreed consideration excluding VAT and taxes charged on behalf of third parties. All discounts granted are deducted from revenue. Cost of sales Cost of sales comprises costs incurred to generate revenue for the year. This item also comprises direct costs for Carbon Reduction Units. Other external costs Other external costs comprise costs for administrative expenses and costs of premises, etc. Staff costs Staff costs comprise wages and salaries, including holiday allowance, pension and other social security costs. Financial income and expenses Financial income and expenses comprise interest income and expense, gains and losses on receivables, payables and transactions denominated in foreign currencies, etc. Tax on loss for the year Tax for the year comprises current tax for the year and changes in deferred tax, including changes in tax rates. The tax expense relating to the profit/loss for the year is recognised in the income statement at the amount attributable to the profit/loss for the year and directly in equity at the amount attributable to entries directly in equity. Intangible assets Development costs comprise costs directly and indirectly attributable to development activities. Development projects that are clearly defined and identifiable, where the technical feasibility, sufficient resources and a potential future market or development opportunities are evidenced, and where the Company intends to produce, market or use the project, are recognised as intangible assets provided that the cost can be measured reliably and that there is sufficient assurance that future earnings can cover production costs, selling costs and administrative expenses as well development costs. Other development costs are recognised in the income statement as incurred. Development costs recognised in the balance sheet are measured at cost less accumulated amortisation and impairment losses. Upon completion of development work, development costs are amortised on a straight-line basis over the estimated useful lives. The amortisation period is usually 3-5 years. Impairment of fixed assets The carrying amount of intangible assets is subject to an annual test for indications of impairment other than the decrease in value reflected by depreciation or amortisation. Impairment tests are conducted of individual assets or groups of assets when there is an indication that they may be impaired. Write-down is made to the recoverable amount if this is lower than the carrying amount. The recoverable amount is the higher of an asset's net selling price and its value in use. The value in use is determined as the present value of the forecast net cash flows from the use of the asset or the group of assets, including forecast net cash flows from the disposal of the asset or the group of assets after the end of the useful life. ReceivablesReceivables are measured at amortised cost.Write-down is made for bad debt losses where there is an objective indication that a receivable has been impaired. If there is an objective indication that an individual receivable has been impaired, write-down is made on an individual basis.Write-downs are calculated as the difference between the carrying amount of receivables and the present value of forecast cash flows, including the realisable value of any collateral received. The effective interest rate for the individual receivable or portfolio is used as discount rate. Corporation tax and deferred tax Current tax payable and receivable is 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 measured on the planned use of the asset or settlement of the liability, respectively. Deferred tax assets, including the tax value of tax loss carryforwards, are recognised at the expected value of their utilisation within the foreseeable future; 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. Any deferred net assets are measured at net realisable value. Deferred tax is measured in accordance with the tax rules and at the tax rates applicable at the balance sheet date 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. Cash at bank and in hand Cash at bank and in hand comprise cash and bank deposits. EquityTreasury shares Cost of and sales proceeds from the sale and acquisition of treasury shares are recognised directly in equity. Capital reduction arising from the annulment of treasury shares reduces contributed capital by an amount equivalent to the nominal value of the shares and increases retained earnings. Dividends from treasury shares and proceeds from acquisition of treasury shares are recognised directly in equity in retained earnings. LiabilitiesFinancial 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 cost 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. During the financial year, the Company continued the execution of its strategic development plan, including significant investments in development activities and the establishment of long-term partnerships with suppliers and customers. These investment activities have had a temporary adverse impact on profitability and cash flows. The investments are expected to contribute positively to future growth and long-term value creation. The Company has implemented strategic initiatives to support continued scaling of its operations, with a particular focus on expanding its carbon credit offerings. To support its growth plans, the Company has entered into a financing agreement with an external credit institution, securing financing for planned operations and activities in 2026. In addition, the Company continues to strengthen its capital base through capital increases involving existing and potential new shareholders. Subsequent to the balance sheet date, the Company completed a capital increase of EUR 358,996. Management continuously monitors the Company’s liquidity position to maintain an appropriate liquidity buffer, ensuring that obligations can be met as they fall due and that sufficient financial resources are available to support ongoing operations. Based on the Company’s current capital resources, including available financing facilities, Management expects that the Company will be able to continue its operations and meet its obligations beyond the course of the financial year 2026. 291199 188670 22409 23388 2492 1474 4 2 1290 2903 3666 2591 237794 212605 450399 450399 Development projects in progress Development projects in progress comprise new technical solutions to be commercialised. The development projects are expected to be completed in the coming years, and considerable economic benefits are expected in the long and short term from development projects. Deferred tax at 1 January 10,7490 Deferred tax adjustment for the year in the income statement 66,95410,749 Contingent liabilities, including guarantee commitments The Group's Danish entities are jointly and severally liable for tax on the Group's jointly taxed income and for certain withholding taxes such as dividend tax and royalty tax as well as for the joint registration for VAT. Any subsequent corrections of the taxable income subject to joint taxation or with-holding taxes on dividends, etc., may entail an increase in the entities' liability. The Group as a whole is not liable to any other parties. Other commitments, including lease obligations The Company has entered into operating leases with a remaining term of one month with a monthly lease payment of EUR 455. GrowGrounds ApS is part of the consolidated financial statements of Löfbergs Invest AB, Tolagsgatan 1, 652 16 Karlstad, Sverige, and the consolidated financial statements of Bröderna Löfberg AB, Tolagsgatan 1, 652 16 Karlstad, Sverige, which are the smallest and largest groups, respectively, in which the Company is included as a subsidiary. The consolidated financial statements of Löfbergs Invest AB and the consolidated financial statements of Bröderna Löfberg AB can be obtained by contacting the companies at the above addresses. As of 13 February 2026, the Company has received a capital increase from its shareholders totaling EUR 358,996.