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The annual report is presented in accordance with the Danish Financial Statements Act. In our opinion, the consolidated financial statements and the parent financial statements give a true and fair view​of the Group's and the Parent's financial position at 31.12.2025and of the results of their operations and the consolidated cash flows for the financial year01.01.2025 -31.12.2025. We believe that the management commentary contains a fair review of the affairs and conditions referred to therein. We recommend the annual report for adoption at the Annual General Meeting. Copenhagen 2026-05-28 Simon Haldrup Julie Karl Skovgaard Jytte Rosenmaj Chairperson Sara Sande Cameron McLain Eric Alan Rapp Simon Haldrup Tatiana Shalalvand Julie Karl Skovgaard To the shareholders of Agreena ApS We have audited the consolidated financial statements and the parent financial statements of Agreena ApS for the financial year 01.01.2025 - 31.12.2025, which comprise the income statement, balance sheet, statement of changes in equity and notes, including a summary of significant accounting policies, for the Group as well as the Parent, and the consolidated cash flow statement. The consolidated financial statements and the parent financial statements are prepared in accordance with the Danish Financial Statements Act. ​​ ​​In our opinion, the consolidated financial statements and the parent financial statements give a true and fair view​of the Group's and the Parent's financial position at 31.12.2025 and of the results of their operations and the consolidated cash flows for the financial year 01.01.2025 - 31.12.2025 in accordance with the Danish Financial Statements Act. We conducted our audit in accordance with International Standards on Auditing (ISAs) and 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 financial statements" section of this auditor’s 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. We draw attention to note 2 in the consolidated and parent company financial statements, which describes the uncertainty associated with the measurement and recognition of the convertible loan and the derivative financial instrument. We agree with management's assessment of the valuation; however, there is considerable uncertainty associated with the measurement and recognition. Management is responsible for the preparation of consolidated financial statements and parent 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 consolidated financial statements and parent financial statements that are free from material misstatement, ​whether due to fraud or error. ​​ ​​In preparing the consolidated financial statements and the parent financial statements, Management is responsible for assessing the Group's and the Entity’s ability to continue ​as a going concern, for disclosing, as applicable, matters related to going concern, and for using the going ​concern basis of accounting in preparing the​consolidated financial statements and the parent financial statements unless Management either intends to liquidate ​the Entity or to cease operations, or has no realistic alternative but to do so. Our objectives are to obtain reasonable assurance about whether the consolidated financial statements and the parent 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 consolidated financial statements and parent 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 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 Entity’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 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 Entity’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 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 ​Entity to cease to continue as a going concern.​Evaluate the overall presentation, structure and content of the consolidated financial statements and the parent financial statements, including the disclosures ​in the notes, and whether the consolidated financial statements and the parent financial statements represent the underlying transactions and ​​events in a manner that gives a true and fair view.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 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.We communicate with those charged with governance regarding, among other matters, the planned scope ​​and timing of the audit and significant audit findings, including any significant deficiencies in internal control ​​that we identify during our audit. Management is responsible for the management commentary. ​​ ​​Our opinion on the consolidated financial statements and the parent financial statements does not cover the management commentary, and we do not express ​any form of assurance conclusion thereon. ​​ ​​In connection with our audit of the consolidated financial statements and the parent financial statements, our responsibility is to read the management ​commentary and, in doing so, consider whether the management commentary is materially inconsistent with ​the consolidated financial statements and the parent financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. ​​​Moreover, it is our responsibility to consider whether the management commentary provides the information ​​required by relevant law and regulations.Based on the work we have performed, we conclude that the management commentary is in accordance with ​​the consolidated financial statements and the parent financial statements and has been prepared in accordance with the requirements in the relevant law and regulations. We did not identify any material misstatement of the management commentary. Aarhus 2026-05-28 Deloitte Statsautoriseret Revisionspartnerselskab 33963556 Mads Fauerskov State Authorised Public Accountant mne35428 Financial highlights2025​EUR'0002024​EUR'0002023​EUR'0002022​EUR'000Key figuresGross profit/loss8,844(21,767)8,311(240)Operating profit/loss(6,475)(42,317)(4,646)5,802Net financials(8,368)(1,891)558(462)Profit/loss for the year(14,485)(44,132)(4,083)(5,800)Balance sheet total73,70952,57472,78026,510Investments in property, plant and equipment01109433Equity2,78617,27162,00116,007Cash flows from operating activities(25,204)(39,515)(36,884)(13,839)Cash flows from investing activities(96)(877)(1,585)(1,088)Cash flows from financing activities27,90620,88354,90720,143Average number of ​employees12618712855RatiosReturn on assets (%)(8.79)(80.49)(6.00)(21.90)Return on equity (%)(106.03)(111.34)(9.80)(72.50)Equity ratio (%)7.1932.8585.1960.40Financial highlights are defined and calculated in accordance with the current version of "Recommendations & ​Ratios" issued by the CFA Society Denmark.Return on assets (%):Operating profit/loss * 100​Total assetsReturn on equity (%) :Profit/loss for the year * 100 ​​​Average equityEquity ratio (%):Equity * 100​Total assets Primary activitiesThe Company's principal activities comprise the operation of a digital platform facilitating sustainable agriculture practices and the trade of related environmental assets. Development in activities and financesThe income statement of the Group for 2025 shows a loss of kEUR 14,485 and at 31 December 2025, the balance sheet shows equity of kEUR 2,786. ​ ​The 2025 financial year was defined by critical operational breakthroughs that solidified Agreena’s position as the European market leader. Following a successful Verra validation in January, the Group executed a landmark issuance in September across 10 European countries, generating over 2 million carbon credits for the 2021-2023 vintages. This inventory enabled the Group to facilitate immediate spot deals and secure long-term corporate partnerships to meet climate mandates. The technical integrity of these assets was further validated in November, when Agreena’s flagship project earned an "A" rating from MSCI alongside a BBB pre-rating from BeZero, placing the Group in the top 10% of all carbon projects worldwide. ​ ​Strategically, the Group expanded its regional reach to 20 European markets, covering 4.5 million hectares of land, and diversified its value proposition through SustainCERT validation for its Scope 3 solutions. This allows for​the verification of impact within corporate supply chains via Verified Impact Units (VIUs). ​ ​By leveraging synergies from recent strategic acquisitions, the Group has further enhanced its technological ecosystem. This includes the launch of new integrated farm management tools and an AI-powered assistant, both​designed to streamline data onboarding and optimize regenerative decision-making for farmers. ​ ​To navigate the shifting market pulse in Q4 while supporting these advancements, the Group utilized loans as part of a structured funding strategy, ensuring the continuity of its core missions during this transition toward a breakeven model. ​​The group decided to reduce its workforce materially during 2025 - partly reaping the benefits of business automation after years of heavy technology investments, and partly to accelerate the plan to reach brak-even. Profit/loss for the year in relation to expected developmentsThe 2025 voluntary carbon market demonstrated a clear maturation in quality and standardization, aligning with the Group's focus on high-integrity assets. While the Group had originally projected a Gross Profit between 5m and 20m EUR, the final result landed at 8–9m EUR. This outcome confirms the technical and commercial success of our primary issuance and the underlying demand for high-quality soil-based credits. ​ ​However, the global landscape shifted unexpectedly in the final quarter. Despite aggressive sales initiatives launched in Q4 to capitalize on our inventory, the intensifying geopolitical context created a more pronounced market slowdown than anticipated. These initiatives met with only partial success as buyers adopted a more cautious stance, hindering our growth momentum toward the end of the year and leading to a structural strategic refocus as we enter 2026. Uncertainty relating to recognition and measurementWhile the Voluntary Carbon Market (VCM) has continued to move toward standardization and higher integrity throughout 2025, the broader economic environment has introduced significant challenges. Following the Group’s recent issuance, a notable slowdown was observed in Q4, largely driven by heightened geopolitical instability and shifting macroeconomic priorities. This deceleration, which exceeded initial projections, has impacted the immediate demand for environmental assets and contributed to a more complex commercial landscape. ​​Agreena’s financial performance remains sensitive to these market fluctuations (see note 2). Although soil-based carbon credits remain a critical long-term solution for CO2 removal, the current climate of uncertainty has led to more cautious market participation and a slower pace of trade than previously anticipated. ​​The Groups has issued convertible loans and the accounting treatment is subject to certain estimates, particularly​related to the timing and terms of any potential conversion. Unusual circumstances affecting recognition and measurementAgreena’s revenue recognition remains fundamentally linked to the evolution of the Voluntary Carbon Market (VCM). While the market continues to undergo structural development and maturation, Management has ensured that the accounting methodologies applied throughout 2025 remain robust and aligned with current market conditions. ​ ​For the 2025 reporting period, Management has assessed the underlying estimates and determined that they reflect fair value in accordance with the Group’s conservative financial framework. Unlike the previous period, no further write-downs were deemed necessary, as current valuation models and recognition practices are considered to accurately represent the Group’s performance and the prevailing market environment. ​​During 2025, the Company issued a new tranche of convertible loan notes to existing investors. In accordance with IFRS 9, the instruments have been bifurcated into a host debt component, recognised within other payables at amortised cost, and an embedded derivative component, recognised within derivative financial instruments and measured at fair value through profit or loss at each reporting date. OutlookLooking ahead, Management recognizes a transition in the Voluntary Carbon Market (VCM); while the market pulse has slowed, it remains active and focused on high-integrity assets. In response, Agreena is refocusing on its core operations to capitalize on its position as the European market leader. By leveraging its scale and established infrastructure, the Group is well-positioned to navigate the current market tempo and capture existing demand more efficiently. ​ ​Starting at the end of Q4 2025, the Group has strategically shifted toward a breakeven-oriented model. This transition, underpinned by a disciplined reduction in operational costs and the launch of aggressive commercial initiatives, is designed to stabilize the business throughout 2026. Management expects to reach breakeven during​the second half of 2026 (H2 2026), establishing a lean and resilient foundation to return to a high-growth trajectory in 2027. Combining those ambitions, Agreena targets 8-20mEUR in Gross Profit for 2026, subject to uncertainty, cf. note 2.​ ​Furthermore, Agreena remains committed to being a pioneer in emerging growth markets. By partnering with key​strategic stakeholders, the Group intends to capture new opportunities in the environmental asset space as they arise. Use of financial instrumentsMarket Risk and Development ​The Group's financial performance is influenced by developments in the Voluntary Carbon Market (VCM), which impacts revenue recognition and inventory valuation as described in Note 2. Management monitors market trends and geopolitical factors closely to manage the impact of price volatility and demand shifts on the Group's liquidity and asset base. ​ ​​Interest Rate Risk ​The Group holds material debt consisting of structured credit facilities and convertible loan notes. ​-Definition of Interest: Interest expenses are comprised of both floating rates (indexed to market benchmarks plus a margin) and fixed rates. Convertible instruments generally carry a fixed coupon. ​- Risk Assessment: While the Group is exposed to fluctuations in market interest rates on its floating-rate debt, this risk is mitigated by contractual interest rate floors and the fixed-rate nature of a significant portion of the Group's total debt. ​ ​Liquidity and Capital Raising Ability ​The Group manages liquidity risk through a combination of cash reserves and flexible credit access. ​- Liquidity: Operational liquidity is supported by a revolving credit facility where availability is based on the value of eligible environmental assets in inventory. ​- Capital Raising: The Group’s ability to raise capital is demonstrated by the successful issuance of new convertible​loan notes to existing investors in early 2026. This continued support, alongside a strategic shift toward a breakeven model, ensures the Group’s ability to meet its obligations as they fall due. Knowledge resourcesAs the European leader in the evolving Voluntary Carbon Market (VCM), Agreena continues to navigate a highly dynamic environment where specialized expertise is the Group's primary asset. The complexity of the market and​the technical nature of our solutions place significant demands on the depth and accessibility of our intellectual capital. ​ ​Following a strategic reduction in the workforce in Q4 2025, the Group has transitioned its focus toward intensifying knowledge sharing and securing critical institutional expertise. This shift ensures that the high level of​competency built during our growth phase is distilled and embedded across the organization. By prioritizing the retention of core skills and the formalization of internal knowledge transfers, the Group remains resilient despite a leaner team. ​ ​Moving into 2026, our priority is to protect the continuity of our skills and ensure that our individual employees' deep market insights are effectively leveraged to drive our aggressive commercial initiatives and pioneer new market solutions. Research and development activitiesThe Group’s core business processes remain technologically advanced and of high quality, underpinning our position as the European market leader. While investment in innovation was at its peak during the first three quarters of 2025, the market slowdown at the end of the year led to a strategic streamlining of our technical departments. ​Despite the reduction in total workforce in Q4 2025, Agreena continues to prioritize its technological backbone. More than 50% of the Group’s remaining staff are dedicated to R&D, specifically within the program and product teams. This high concentration of technical talent ensures that we maintain our edge in innovation while focusing​our resources on the core platforms and commercial tools necessary to return to growth in 2027. Events after the balance sheet dateIn line with the Group’s strategic refocus on its core European carbon operations, it has been decided that Field Margin Ltd. will undergo a Management Buy-Out (MBO) in H1 2026. This transition allows Agreena to streamline its portfolio while ensuring the continued development of the farm management software under independent leadership. ​ ​To support this transition and the Group's shift toward a breakeven-oriented model, Agreena has secured new convertible loan notes with its existing investors. This financing reinforces the continued commitment of our primary stakeholders and provides the necessary liquidity to execute our 2026 commercial initiatives and operational goals. 8844000 -21767000 13535000 19798000 1784000 752000 -6475000 -42317000 763000 2386000 9131000 4277000 -14843000 -44208000 -358000 -76000 -14485000 -44132000 44000 96000 1597000 2248000 0 1034000 1641000 3378000 43000 90000 43000 90000 565000 770000 2595000 1341000 3160000 2111000 4844000 5579000 17606000 8169000 17606000 8169000 565000 231000 1054000 1558000 70000 0 41800000 31873000 43489000 33662000 7770000 5164000 68865000 46995000 73709000 52574000 52000 52000 -228000 -228000 34000 75000 2928000 17372000 2786000 17271000 1000 158000 1000 158000 778000 962000 0 14792000 313000 2026000 18593000 9589000 19684000 27369000 2926000 3663000 35322000 0 127000 0 928000 688000 2451000 1180000 7613000 0 1735000 2097000 136000 148000 51238000 7776000 70922000 35145000 73709000 52574000 52000 -228000 75000 17372000 17271000 0 -41000 41000 0 0 -14485000 -14485000 52000 -228000 34000 2928000 2786000 1784000 752000 -14792000 3079000 Unrealized exchange adjustments 0 -237000 5000 151000 -19478000 -38572000 1200000 1685000 7057000 3576000 -131000 -948000 -25204000 -39515000 0 9000 0 57000 96000 352000 0 459000 -96000 -877000 25300000 40392000 29445000 26667000 1539000 5309000 0 -475000 27906000 20883000 2606000 -19509000 5164000 24673000 7770000 5164000 1 Events after the balance sheet dateIn line with the Group’s strategic refocus on its core European carbon operations, it has been decided that Field Margin Ltd. will undergo a Management Buy-Out (MBO) in H1 2026. This transition allows Agreena to streamline its portfolio while ensuring the continued development of the farm management software under independent leadership. ​ ​To support this transition and the Group's shift toward a breakeven-oriented model, Agreena has secured new convertible loan notes with its existing investors. This financing reinforces the continued commitment of our primary stakeholders and provides the necessary liquidity to execute our 2026 commercial initiatives and operational goals. Refer to Parent Note 1. 2 Uncertainty relating to recognition and measurement Agreena's revenue recognition and valuation of inventory​Agreena's revenue recognition and valuation of inventory is linked to the development of the Voluntary Carbon Market (VCM), which is characterized by ongoing market development. This influences Agreena's financial performance. Revenue recognition, particularly for service fees received as a share of issued certificates (recognized as "Prepayments"), is subject to the following: ​​• Market Development and Pricing: VCM pricing is subject to market evolution. Agreena's financial outcomes are influenced by this market development. ​​• Verification and Certification: Revenue recognition is influenced by the verification and certification of carbon sequestration by recognized third-party standards. While Agreena adheres to established methodologies, future refinements in calculation methods by these standards could potentially impact the final number of issued certificates.​​• Estimation of Sales Prices: Management estimates sales prices based on factors including current sales agreements, acquisition prices, and market data.​​• Political Landscape and Policy Changes: The VCM can be influenced by changes in the political landscape and environmental policies, which may present both opportunities and risks.​​Management and the Board of Directors believe that the assumptions applied represent a reasonable basis for revenue recognition, aligning with current market prices. Agreena actively monitors market developments. ​Management acknowledges the resulting uncertainty in revenue recognition and inventory valuation but believes the current values represent a fair depiction. ​​Warrants and convertible loans​In 2024 and 2025, the company received loans with warrants, and convertible loans. The company has assessed the conversion element, which includes accounting estimates that are naturally associated with uncertainty. The loan is recognised at amortised cost, along with an identified derivative financial instrument of 7.9 million EUR.​Reference is made to notes 15 and 16 for further information. 3 Staff costs2025​EUR'0002024​EUR'000Wages and salaries12,56418,309Pension costs8671,304Other social security costs10418513,53519,798Average number of full-time employees126187Remuneration​of ​management​2025​EUR'000Remunerationof management​2024​EUR'000Executive Board386504Board of Directors6666452570Special incentive programmesThe incentive scheme offered to the key employees of Agreena ApS includes the issuance of a total 6,872 warrants with the right to subscribe for up to nominalEUR 415 (weighted average), respectively, A shares in the Company without pre-emption right for the Company’s key employees. Incentive programmes are not recognised​in the Financial Statements. 126 187 Remuneration​of ​management​2025​EUR'000Remunerationof management​2024​EUR'000Executive Board386504Board of Directors6666452570 386000 504000 66000 66000 4 Depreciation, amortisation and impairment losses2025​EUR'0002024​EUR'000Amortisation of intangible assets703684Impairment losses on intangible assets1,0340Depreciation on property, plant and equipment47681,784752 5 Other financial income2025​EUR'0002024​EUR'000Other interest income170364Exchange rate adjustments5932,0227632,386 6 Other financial expenses2025​EUR'0002024​EUR'000Other interest expenses8,9012,165Exchange rate adjustments6721,955Fair value adjustments(454)0Other financial expenses121579,1314,277 7 Tax on profit/loss for the year2025​EUR'0002024​EUR'000Current tax0(30)Change in deferred tax(155)(46)Adjustment concerning previous years(203)0(358)(76) 8 Proposed distribution of profit/loss2025​EUR'0002024​EUR'000Retained earnings(14,485)(44,132)(14,485)(44,132) -14485000 -44132000 -14485000 -44132000 9 Intangible assetsCompleted development projects​EUR'000Acquired intangible assets​EUR'000Goodwill​EUR'000Cost beginning of year1552,8411,189Cost end of year1552,8411,189Amortisation and impairment losses beginning of year(59)(593)(155)Impairment losses for the year00(1,034)Amortisation for the year(52)(651)0Amortisation and impairment losses end of year(111)(1,244)(1,189)Carrying amount end of year441,5970Following the strategic decision to divest Field Margin Ltd. via a Management Buy-Out (MBO) in early 2026, Management has concluded that the carrying values of the associated assets will not be recovered through the transaction. Consequently, the assets have been written off in full as of 31 December 2025. This non-recurring adjustment comprises intangible assets, specifically customer relationships and software, as well as the related deferred tax assets. This reflects the Group’s structural refocus on its core European carbon operations. 10 Property, plant and equipmentLeasehold improvements ​EUR'000Cost beginning of year279Cost end of year279Depreciation and impairment losses beginning of year(189)Depreciation for the year(47)Depreciation and impairment losses end of year(236)Carrying amount end of year43 11 Financial assetsDeposits​EUR'000Other receivables​EUR'000Cost beginning of year7701,341Additions962,877Disposals(301)(1,623)Cost end of year5652,595Carrying amount end of year5652,595 12 PrepaymentsPrepayments consist of accrued income recognised as revenue from multi-year carbon contracts (CO2 certificates), where Agreena has provided their service to the farmer, in exchange for taking over the right to future CO2 certificates. The payments will be invoiced in the subsequent financial year, in line with the issuance of the actual CO2 certificates. ​ ​In addition, prepayments also consist of prepaid expenses concerning rent, insurance premiums, subscriptions and interest as well. 13 Contributed capitalNumberNominal ​​value​EUR'000A-shares89,10212B-shares109,39015C-Shares65,4858D-Shares124,52817388,50552 14 Deferred tax2025​EUR'0002024​EUR'000Intangible assets1158Deferred tax1158​ ​​Changes during the year2025​EUR'0002024​EUR'000Beginning of year1580Recognised in the income statement(157)(45)Addition through business combinations0203End of year1158 15 Convertible and profit-sharing debt instrumentsAmounts ​outstanding​EUR'000Interest rate ​agreed ​​%Conversion ​priceDeadline for ​conversion to ​equity ​interestsConvertible loan35,3228.0041531.07.202735,322The original maturity of the loans was in 2026, but these have been extended in 2026 to 31 July 2027 16 Derivative financial instrumentsConvertible loans​The company has entered into convertible loan agreements where the lender holds the option to convert the debt into shares. Because the conversion price is variable, the conversion right is separated from the host contract and recognized as a derivative financial instrument. The fair value is estimated based on the difference between the actual interest rate and a market rate for a similar loan without conversion rights. ​​Subsequent to the balance sheet date, the terms of these loans were restructured to extend the maturity dates and adjust the conversion rights. These rights remain recognized as derivative financial instruments due to their variable payout structure. The convertible loans and the derivative financial instrument are therefore presented as current liabilities in the annual report.​​Warrants​The company has entered into loans with warrants during the previous financial year, whereby the lender has the​option to use the warrants in the future within a period of 70 months. The warrant right is separated from the loan itself at an estimated fair value, which is determined based on a comparison of the fair value of the loans against a corresponding market fair value on a similar loan without warrant rights. The fair value element is recognized as a derivative financial instrument. ​​The effect of derivative financial instruments are EUR 0.3 million from warrants as of 31 December 2025. 19 Derivative financial instrumentsConvertible loans ​The company has entered into convertible loan agreements where the lender holds the option to convert the debt into shares. Because the conversion price is variable, the conversion right is separated from the host contract and recognized as a derivative financial instrument. The fair value is estimated based on the difference between the actual interest rate and a market rate for a similar loan without conversion rights. ​ ​Subsequent to the balance sheet date, the terms of these loans were restructured to extend the maturity dates and adjust the conversion rights. These rights remain recognized as derivative financial instruments due to their variable payout structure. ​​The effect of derivative financial instruments are EUR 7.6 million from convertible as of 31 December 2025.​​Sensitivity analysis ​The derivative financial instrument fair value is sensitive to the different scenario likelihoods, share price fair value and volatility: ​​ ​The recognition of the conversion rights and warrants as separate derivative financial instruments, and their measurement at fair value, involve significant judgment and rely on scenario likelihoods, the underlying share price and volatility, as illustrated in the sensitivity table above. These inputs are reassessed at each reporting date ​and may fluctuate from period to period, so the carrying amounts of the derivative financial instruments are subject to estimation uncertainty and may change materially in future periods. ​ ​For the 2024 figures, the conversion right was separated from the loan itself at an estimated fair value, which was ​determined based on a comparison of the interest rate on the loans against a corresponding market interest rate on a similar loan without conversion rights. 17 Non-current liabilities other than provisionsDue within 12 ​months​2025​EUR'000Due within 12 ​​months​2024​EUR'000Due after ​more than 12 ​months​2025​EUR'000Outstanding ​after 5 years​2025​EUR'000Debt to other credit institutions05237780Derivative financial instruments003130Other payables2,9263,14018,5938612,9263,66319,684861Outstanding after 5 years includes premium pool. 18 Convertible and profit-sharing debt instrumentsAmounts ​​outstanding​EUR'000Interest rate ​​agreed ​​​%Conversion ​priceDeadline for ​conversion to ​equity ​interestsConvertible loan35,3228.0041531.07.202735,322The original maturity of the loans was in 2026, but these have been extended in 2026 to 31 July 2027 20 Deferred incomeDeferred income comprises payments received in respect of income in subsequent years. 21 Changes in working capital2025​EUR'0002024​EUR'000Increase/decrease in inventories(7,993)5,763Increase/decrease in receivables(9,453)(4,004)Increase/decrease in trade payables etc.2,6541,320(14,792)3,079 22 Other unrecognised commitmentsUnrecognised rental and lease commitments2025​EUR'0002024​EUR'000Total liabilities under lease rental or agreements until maturity 3131,399 23 Contingent liabilitiesThe Company has assumed an exit-obligation towards a third party relating to a exit-transaction. In view of the ​Company’s current operations, Management does not find it necessary to recognise a liability. 24 Assets charged and collateralAs security for debt to credit institutions of EUR 18.2 million, the company has provided floating charges with a total nominal value of EUR 18.7 million. The charges are registered on the assets of Agreena ApS and Agreena Carbon Markets ApS. ​ ​The floating charges comprise the following asset categories: ​- Trade receivables ​- Inventories ​- Property, Plant and Equipment ​- Intellectual property rights​ ​The carrying amount of the assets charged is EUR 19.8 million as of 31.12.2025. Furthermore, the debt is secured by pledges over 100% of the shares in certain subsidiaries and all-asset debentures covering UK entities. 25 Non-arm’s length related party transactionsOnly non-arm's length related party transactions are disclosed in the annual report.​ No such transactions were conducted during the financial year. 26 SubsidiariesRegistered inOwnership ​​​%Agreena Carbon Markets ApSDK100.00Agreena Technology Ltd.UK100.00Field Margin Ltd.UK100.00 8165000 -19775000 8394000 13344000 382000 379000 -611000 -33498000 -1746000 0 618000 1148000 236000 1741000 8902000 3372000 -10405000 -33981000 -10405000 -33981000 44000 96000 1543000 1857000 1587000 1953000 41000 57000 41000 57000 6000 1752000 27271000 27090000 552000 708000 2595000 153000 30424000 29703000 32052000 31713000 10741000 974000 10741000 974000 527000 0 1324000 1965000 290000 578000 41642000 31755000 43783000 34298000 2531000 4444000 57055000 39716000 89107000 71429000 52000 52000 169000 169000 34000 75000 18845000 29209000 19100000 29505000 778000 962000 0 14792000 313000 2026000 17618000 8401000 18709000 26181000 2714000 3663000 35322000 0 127000 0 851000 473000 1039000 1026000 1980000 8791000 7613000 0 1652000 1790000 51298000 15743000 70007000 41924000 89107000 71429000 52000 169000 75000 29209000 29505000 0 -41000 41000 0 0 -10405000 -10405000 52000 169000 34000 18845000 19100000 1 Events after the balance sheet dateIn H1 2026, the Group initiated a comprehensive strategic reset to transition from a high-growth model to a breakeven-oriented operational framework. This pivot focuses resources on the Group’s core European carbon operations. As part of this transition: ​ ​- Divestment: It has been decided that Field Margin Ltd. will undergo a Management Buy-Out (MBO). This allows the farm management software to develop under independent leadership while streamlining Agreena's portfolio. ​ ​- Organizational Rightsizing: To align the cost base with the new commercial strategy, Management has executed a workforce reduction of approximately 50%. This restructuring ensures the organization is appropriately scaled to achieve its 2026 operational goals and long-term fiscal sustainability. ​ ​To support this transition, Agreena has secured new convertible loan notes from its existing investor base. This financing reinforces the continued commitment of our primary stakeholders and provides the necessary liquidity to execute the Group’s 2026 commercial initiatives and the shift toward a self-sustaining financial model. 2 Uncertainty relating to recognition and measurement Agreena's revenue recognition and valuation of inventory​Agreena's revenue recognition and valuation of inventory is linked to the development of the Voluntary Carbon Market (VCM), which is characterized by ongoing market development. This influences Agreena's financial performance. Revenue recognition, particularly for service fees received as a share of issued certificates (recognized as "Prepayments"), is subject to the following: ​ ​● Market Development and Pricing: VCM pricing is subject to market evolution. Agreena's financial outcomes are influenced by this market development. ​ ​● Verification and Certification: Revenue recognition is influenced by the verification and certification of carbon sequestration by recognized third-party standards. While Agreena adheres to established methodologies, future refinements in calculation methods by these standards could potentially impact the final number of issued certificates. ​ ​● Estimation of Sales Prices: Management estimates sales prices based on factors including current sales agreements, acquisition prices, and market data. ​ ​● Political Landscape and Policy Changes: The VCM can be influenced by changes in the political landscape and environmental policies, which may present both opportunities and risks. ​ ​Management and the Board of Directors believe that the assumptions applied represent a reasonable basis for revenue recognition, aligning with current market prices. Agreena actively monitors market developments. ​ ​Management acknowledges the resulting uncertainty in revenue recognition and inventory valuation but believes the current values represent a fair depiction. ​​​Warrants and convertible loans​In 2024 and 2025, the company received loans with warrants, and convertible loans. The company has assessed the conversion element, which includes accounting estimates that are naturally associated with uncertainty. The loan is recognised at amortised cost, along with an identified derivative financial instrument of 7.9 million EUR.​​Reference is made to notes 12 and 13 for further information. 3 Staff costs2025​EUR'0002024​EUR'000Wages and salaries7,57912,029Pension costs7151,129Other social security costs1001868,39413,344Average number of full-time employees78127Remuneration​of Manage- ment​2025​EUR'000Remunerationof Manage- ment​2024​EUR'000Executive Board386504Board of Directors6666452570Special incentive programmesThe incentive scheme offered to the key employees of Agreena ApS includes the issuance of a total 6,872 warrants with the right to subscribe for up to nominal EUR 415 (weighted average), respectively, A shares in the Company without pre-emption right for the Company’s key employees. Incentive programmes are not recognised ​in the Financial Statements. 78 127 Remuneration​of Manage- ment​2025​EUR'000Remunerationof Manage- ment​2024​EUR'000Executive Board386504Board of Directors6666452570 386000 504000 66000 66000 4 Depreciation, amortisation and impairment losses2025​EUR'0002024​EUR'000Amortisation of intangible assets366365Depreciation on property, plant and equipment1614382379 5 Other financial income2025​EUR'0002024​EUR'000Other interest income153354Exchange rate adjustments831,3872361,741 6 Other financial expenses2025​EUR'0002024​EUR'000Other interest expenses8,8972,163Exchange rate adjustments4511,052Fair value adjustments(454)0Other financial expenses81578,9023,372 7 Proposed distribution of profit and loss2025​EUR'0002024​EUR'000Retained earnings(10,405)(33,981)(10,405)(33,981) -10405000 -33981000 -10405000 -33981000 8 Intangible assetsCompleted development projects ​EUR'000Acquired intangible assets​EUR'000Cost beginning of year1552,198Cost end of year1552,198Amortisation and impairment losses beginning of year(59)(341)Amortisation for the year(52)(314)Amortisation and impairment losses end of year(111)(655)Carrying amount end of year441,543 9 Property, plant and equipmentLeasehold improvements ​EUR'000Cost beginning of year80Cost end of year80Depreciation and impairment losses beginning of year(23)Depreciation for the year(16)Depreciation and impairment losses end of year(39)Carrying amount end of year41 10 Financial assetsInvestments in group enterprises​EUR'000Receivables from group enterprises​EUR'000Deposits​EUR'000Other receivables​EUR'000Cost beginning of year1,75227,090708153Additions0181832,877Disposals00(239)(435)Cost end of year1,75227,2715522,595Impairment losses for the year(1,746)000Impairment losses end of year(1,746)000Carrying amount end of year627,2715522,595A specification of investments in subsidiaries is evident from the notes to the consolidated financial statements. 11 PrepaymentsPrepayments consist of accrued income recognised as revenue from multi-year carbon contracts (CO2 certificates), where Agreena has provided their service to the farmer, in exchange for taking over the right to future CO2 certificates. The payments will be invoiced in the subsequent financial year, in line with the issuance of the actual CO2 certificates.​​In addition, prepayments also consist of prepaid expenses concerning rent, insurance premiums, subscriptions and interest as well. 12 Convertible and profit-sharing debt instrumentsAmounts ​outstanding​EUR'000Interest rate ​agreed ​​%Conversion ​priceDeadline for ​conversion to ​equity ​interestsConvertible loan35,3228.0041531.07.202735,322The original maturity of the loans was in 2026, but these have been extended in 2026 to 31 July 2027. 13 Derivative financial instrumentsConvertible loans​The company has entered into convertible loan agreements, whereby the lender has the option to convert the loan into shares within a period of 18 months from closing of the first tranche. The conversion right is separated from the loan itself at an estimated fair value, which is determined based on a comparison of the interest rate on the loans against a corresponding market interest rate on a similar loan without conversion rights. As the conversion rate is variable, the conversion right is recognised as a derivative financial instrument. ​​Subsequent to the balance sheet date, the terms of these loans were restructured to extend the maturity dates and adjust the conversion rights. These rights remain recognized as derivative financial instruments due to their variable payout structure. The convertible loans and the derivative financial instrument are therefore presented ​as current liabilities in the annual report.​ ​Warrants​The company entered into loans with warrants, whereby the lender has the option to use the warrants in the future within a period of 70 months. The warrant right is separated from the loan itself at an estimated fair value,​which is determined based on a comparison of the fair value on the loans against a corresponding market fair value on a similar loan without warrant rights. The fair value element is recognised as a derivative financial instrument.​ ​The effect of derivative financial instruments are EUR 0.3 million from warrants as of 31 December 2025.16 Derivative financial instrumentsConvertible loans ​The company has entered into convertible loan agreements where the lender holds the option to convert the ​debt into shares. Because the conversion price is variable, the conversion right is separated from the host ​contract and recognized as a derivative financial instrument. The fair value is estimated based on the difference ​between the actual interest rate and a market rate for a similar loan without conversion rights. ​​Subsequent to the balance sheet date, the terms of these loans were restructured to extend the maturity dates ​and adjust the conversion rights. These rights remain recognized as derivative financial instruments due to their ​variable payout structure. ​​The effect of derivative financial instruments are EUR 7.6 million from convertible as of 31 December 2025.​​Sensitivity analysis ​The derivative financial instrument fair value is sensitive to the different scenario likelihoods, share price fair ​value and volatility:​​​The recognition of the conversion rights and warrants as separate derivative financial instruments, and their ​measurement at fair value, involve significant judgment and rely on scenario likelihoods, the underlying share ​price and volatility, as illustrated in the sensitivity table above. These inputs are reassessed at each reporting date ​and may fluctuate from period to period, so the carrying amounts of the derivative financial instruments are ​subject to estimation uncertainty and may change materially in future periods. ​​For the 2024 figures, the conversion right was separated from the loan itself at an estimated fair value, which was ​determined based on a comparison of the interest rate on the loans against a corresponding market interest ​rate on a similar loan without conversion rights 14 Non-current liabilities other than provisionsDue within 12 ​months​2025​EUR'000Due within 12 ​​months​2024​EUR'000Due after ​more than 12 ​months​2025​EUR'000Outstanding ​after 5 years​2025​EUR'000Debt to other credit institutions05237780 Derivative financial instruments003130Other payables2,7143,14017,6186642,7143,66318,709664Outstanding after 5 years on other payables includes premium pool. 15 Convertible and profit-sharing debt instrumentsAmounts ​​outstanding​EUR'000Interest rate ​​agreed ​​​%Conversion ​priceDeadline for ​conversion to ​equity ​interestsConvertible loan35,3228.0041531.07.202735,322The original maturity of the loans was in 2026, but these have been extended in 2026 to 31 July 2027 17 Other unrecognised commitmentsUnrecognised rental and lease commitments2025​EUR'0002024​EUR'000Total liabilities under rental or lease agreements until maturity 2941,378 18 Contingent liabilitiesThe Entity serves as the administration company in a Danish joint taxation arrangement. According to the joint ​taxation provisions of the Danish Corporation Tax Act, the Entity is therefore liable for income taxes etc. for the ​jointly taxed entities, and also for obligations, if any, relating to the withholding of tax on interest, royalties and ​dividends for these entities. 19 Assets charged and collateralAs security for debt to credit institutions, a floating charge of nominal EUR 5 million, EUR 7 million and 6,67 million has been provided as colleteral. The assets charged includes goodwill, other rights, other fixed assets, operating materials and equipment, inventories and trade receivables with a carrying amount of EUR 12,897 at 31.12.2025. Collateral provided for group enterprisesThe Entity is jointly and severally liable with the jointly registered group enterprises for the total VAT ​​payable. ​​There is a commitment to provide the necessary liquidity to the affiliated company Agreena Carbon Markets ApS and the UK-based company Agreena Technology Ltd. for the financial year 2026, so that the companies can meet their obligations to customers and suppliers. 20 Non-arm’s length related party transactionsOnly non-arm's length related party transactions are disclosed in the annual report. No such transactions were conducted during the financial year. This annual report has been prepared in accordance with the provisions of the Danish Financial Statements Act ​governing reporting class C enterprises (medium).The accounting policies applied to these consolidated financial statements and parent financial statements are consistent with those applied last year. Recognition and measurementAssets are recognised in the balance sheet when it is probable as a result of a prior event that future economic ​​benefits will flow to the Entity, and the value of the asset can be measured reliably. ​​ ​​Liabilities are recognised in the balance sheet when the Entity has a legal or constructive obligation as a ​​result of a prior event, and it is probable that future economic benefits will flow out of the Entity, and the ​​value of the liability can be measured reliably. ​​ ​​On initial recognition, assets and liabilities are measured at cost. Measurement subsequent to initial ​​recognition is effected as described below for each financial statement item. ​​ ​​Anticipated risks and losses that arise before the time of presentation of the annual report and that confirm ​​or invalidate affairs and conditions existing at the balance sheet date are considered at recognition and ​​measurement. ​​ ​​Income is recognised in the income statement when earned, whereas costs are recognised by the amounts ​​attributable to this financial year. Consolidated financial statementsThe consolidated financial statements comprise the Parent and the group enterprises (subsidiaries) that are controlled by the Parent. Control is achieved by the Parent, either directly or indirectly, holding more than 50% of the voting rights or in any other way possibly or actually exercising controlling influence. Enterprises in which the Group, directly or indirectly, holds between 20% and 50% of the voting rights and exercises significant, but not controlling, influence are regarded as associates.Basis of consolidationThe consolidated financial statements are prepared on the basis of the financial statements of the Parent and its subsidiaries. The consolidated financial statements are prepared by combining uniform items. On consolidation, intra-group income and expenses, intra-group accounts and dividends as well as profits and losses on transactions between the consolidated enterprises are eliminated. The financial statements used for consolidation have been prepared applying the Group’s accounting policies.​​Subsidiaries’ financial statement items are recognised in full in the consolidated financial statements. Minority interests’ pro rata shares of the profit/loss and the net assets are disclosed as separate items in Management's proposal for the distribution of net profit/loss and equity, respectively.​​Investments in subsidiaries are offset at the pro rata share of such subsidiaries’ net assets at the acquisition date,​with net assets having been calculated at fair value. Business combinationsNewly acquired or newly established enterprises are recognised in the financial statements from the time ​​of acquiring or establishing such enterprises. Divested or wound-up enterprises are recognised in the income ​​statement up to the time of their divestment or winding-up. ​​ ​​The purchase method is applied at the acquisition of new enterprises, under which identifiable assets and ​​liabilities of these enterprises are measured at fair value at the acquisition date. Provisions for costs of ​restructuring of the enterprise acquired are only made in so far as such restructuring was decided by the ​​enterprise acquired prior to acquisition. Allowance is made for the tax effect of restatements.Positive differences in amount (goodwill) between cost of the acquired share and fair value of the assets ​​and liabilities taken over are recognised in intangible assets, and they are amortised systematically over ​​the income statement based on an individual assessment of their useful lives. If the useful life cannot be ​​estimated reliably, it is fixed at 10 years. Useful life is reassessed annually. Negative balances (negative ​​goodwill) are recognised as income in the income statement.The uniting-of-interests method is applied on acquisition of enterprises, mergers, demergers, contributions ​​of assets and exchanges of shares, etc. in which the enterprises concerned are controlled by the Parent, under which method the combination is considered completed at the date of acquisition without restatement of ​comparative figures. Under the uniting-of-interests method, the acquiree’s assets and liabilities are recognised at ​​their carrying amounts, adjusted for any differences in accounting policies and accounting estimates. The ​difference between the consideration agreed and the carrying amount of the acquiree is recognised in equity. Foreign currency translationOn initial recognition, foreign currency transactions are translated applying the exchange rate at the transaction ​date. Receivables, payables and other monetary items denominated in foreign currencies that have not been ​settled at the balance sheet date are translated using the exchange rate at the balance sheet date. Exchange ​differences that arise between the rate at the transaction date and the rate in effect at the payment date, or the ​rate at the balance sheet date, are recognised in the income statement as financial income or financial expenses. ​Property, plant and equipment, intangible assets, inventories and other non-monetary assets that have been ​purchased in foreign currencies are translated using historical rates. ​​ ​​​Exchange adjustments of outstanding accounts with independent foreign subsidiaries, which are considered ​​part of the total investment in the subsidiary in question, are recognised directly in the translation reserve in equity. Derivative financial instrumentsOn initial recognition in the balance sheet, derivative financial instruments are measured at cost and ​subsequently at fair value, which has been calculated as the discounted value of expected future net cash flows by using an approximate risk-free interest rate adjusted for any factors that a potential market participant would attribute value to when acquiring the instrument. Derivative financial instruments are recognised in other receivables or other ​payables. ​​Convertible loans ​Convertible loans where the conversion price is not fixed and which thus will be settled by Agreena delivering a variable number of its own shares in exchange for a fixed amount, fail the ‘fixed for fixed’ requirement. The equity​conversion option is therefore separated from the loan and accounted for separately as a derivative. The conversion option is initially measured at fair value, thus the remainder of the proceeds is allocated to the loan. This amount is recorded as a financial liability presented as Convertible and profit-sharing debt instrumentsin the balance sheet and measured on an amortised cost basis until extinguished on conversion or maturity of the loan . Gross profit or lossGross profit or loss comprises revenue, changes in inventories of finished goods and work in progress, own ​​work capitalised, cost of sales, other operating income and external expenses. RevenueSale of Carbon Certificates ​Revenue from the sale of certificates is recognised when the risks and rewards relating to the certificates sold have been transferred to the buyer. ​​Agreena Business Solutions ​Revenue from Agreena Business Solutions is recognised at the rate of completion of the service to which the contract relates by using the percentage-of-completion method, which means that revenue equals the selling price of the service completed for the year. ​​Farmer Services ​Farmer service fee is recognised linearly over the service period. ​​Brokerage Services ​Revenue from Brokerage Services is recognised as the sale takes place and Agreena, as principal, has delivered its​sale/agent service to the farmer. ​ ​Revenue is recognised when it can be measured reliably, and it is probable that the economic benefits relating to the sale will flow to the Group. ​ ​Revenue is recognised net of VAT, duties and sales discounts and is measured at fair value of the consideration fixed. Other operating incomeOther operating income comprises income of a secondary nature as viewed in relation to the Entity’s primary ​​activities, including management fees which are recognized as other operating income in the income statement. Management fee income arises from the provision of management services to subsidiaries. Income is recognized when the relevant services are provided and there is a right to payment. Management fees are measured at the fair value of the consideration received, corresponding to the amount agreed with the recipient. Cost of salesCost of sales comprises goods consumed in the financial year measured at cost, adjusted for normal inventory ​writedowns. Other external expensesOther external expenses include expenses relating to the Entity’s normal activities, including expenses for ​​premises, stationery and office supplies, marketing costs, etc. This item also includes writedowns of ​​receivables recognised in current assets. Staff costsStaff costs comprise wages and salaries, and social security contributions, pension contributions, etc . for entity ​staff. Depreciation, amortisation and impairment lossesDepreciation, amortisation and impairment losses relating toproperty, plant and equipment and intangible ​​assets comprise depreciation, amortisation and impairment losses for the financial year. Income from investments in group enterprisesIncome from investments in group enterprises comprises dividends etc. received from the individual group enterprises in the financial year. Other financial income from group enterprisesOther financial income from group enterprises comprises interest income etc. on receivables from group ​enterprises.Other financial incomeOther financial income comprises dividends etc. received on other investments, interest income, including ​​interest income on receivables from group enterprises, payables ​and transactions in foreign currencies and amortisation of financial assets. Other financial expensesOther financial expenses compriseinterest expenses, including interest expenses on payables to group ​​enterprises, payables and transactions in foreign currencies, and ​amortisation of financial liabilities. Tax on profit/loss for the yearTax for the year, which consists of current tax for the year and changes in deferred tax, is recognised in the ​​income statement by the portion attributable to the profit for the year and recognised directly in equity by the ​portion attributable to entries directly in equity.The Parent is jointly taxed with all of its Danish group enterprises. The current Danish income tax is allocated among the jointly taxed entities proportionally to their taxable income (full allocation with a refund concerning tax losses). GoodwillGoodwill is the positive difference between cost and fair value of assets and liabilities arising from acquisitions. Goodwill is amortised straight-line over its estimated useful life, which is fixed based on the experience gained by ​Management for each business area. The useful life of goodwill has been set at 7 years.​​​Goodwill is written down to the lower of recoverable amount and carrying amount.Intellectual property rights etc.Intellectual property rights etc. comprise development projects completed with related intellectual property rights and acquired intellectual property rights.Development projects on clearly defined and identifiable products and processes, for which the technical rate ​​of utilisation, adequate resources and a potential future market or development opportunity in the enterprise ​​can be established, and where the intention is to manufacture, market or apply the product or process in ​question, are recognised as intangible assets. Other development costs are recognised as costs in the income ​​statement as incurred. When recognising development projects as intangible assets, an amount equalling ​​the costs incurred less deferred tax is taken to equity in the reserve for development costs that is reduced ​​as the development projects are amortised and written down. ​​​ ​​​The cost of development projects comprises costs such as salaries and amortisation that are directly and ​​indirectly attributable to the development projects. ​​​ ​​​Indirect production costs in the form of indirectly attributable staff costs and amortisation of intangible ​​assets and depreciation on property, plant and equipment used in the development process are recognised in ​cost based on time spent on each project. ​​ ​​​Completed development projects are amortised on a straight-line basis using their estimated useful lives ​​which are determined based on a specific assessment of each development project. If the useful life cannot ​​be estimated reliably, it is fixed at 10 years. For development projects protected by intellectual property rights, ​the maximum period of amortisation is the remaining duration of the relevant rights. The amortisation periods ​used are 7 years. Intellectual property rights acquired are measured at cost less accumulated amortisation.​ ​Intellectual property rights etc. are written down to the lower of recoverable amount and carrying amount. Property, plant and equipmentLeasehold improvements are ​measured at ​cost less accumulated depreciation and impairment losses. Land is not​depreciated. ​​​ ​​​Cost comprises the acquisition price, costs directly attributable to the acquisition and preparation costs of the ​​asset until the time when it is ready to be put into operation.​​ ​ ​​The basis of depreciation is cost less estimated residual value after the end of useful life. Straight-line ​depreciation is made on the basis of the following estimated useful lives of the assets:Useful life Leasehold improvements3-5 yearsFor leasehold improvements and assets subject to finance leases, the depreciation period cannot exceed ​​the contract period. ​​ ​​Estimated useful lives and residual values are reassessed annually. ​​ ​​Items of property, plant and equipment are written down to the lower of recoverable amount and carrying ​​amount. Investments in group enterprisesInvestments in group enterprises are measured at cost. Investments are written down to the ​​lower of recoverable amount and carrying amount. ReceivablesReceivables are measured at amortised cost, usually equalling nominal value, less writedowns for bad and ​​doubtful debts.​​The Group recognizes a receivable representing the value of the farmer-owned premium pool. This specifically accounts for farmers who chose to retain their credits rather than participating in the Group’s buyout process. ​​The account is recorded at expected value based in Inventory valuations. ​Given the long-term nature of the holding and the projected timeline for credit release, the value is discounted using a market-based interest rate to reflect its present value at the balance sheet date. InventoriesInventory consist of carbon certificates. ​​Inventories are measured at cost price, at the point of time where, the benefits and risks of owning the ​asset is transfered to the company and the cost price can be measured realiably or net realisable value if ​this is lower. ​​The net realisable value of inventories is calculated as the estimated selling price less completion costs and ​​costs incurred to execute sale. Tax payable or receivableCurrent tax payable or receivable is recognised in the balance sheet, stated as tax computed on this year's ​​taxable income, adjusted for prepaid tax. PrepaymentsPrepayments consist of accrued income recognised as revenue from multi-year carbon contracts (CO2 certificates), where Agreena has provided their service to the farmer, in exchange for taking over the right to future CO2 certificates. The payments will be invoiced in the subsequent financial year, in line with the issuance of the actual CO2 certificates.​​Prepayments comprise incurred costs relating to subsequent financial years. Prepayments are measured at ​​cost. CashCash comprises bank deposits. Deferred taxDeferred tax is recognised on all temporary differences between the carrying amount and the tax-based value of ​assets and liabilities, for which the tax-based value is calculated based on the planned use of each asset. ​However, no deferred tax is recognised for amortisation of goodwill disallowed for tax purposes and temporary ​differences arising at the date of acquisition that do not result from a business combination and that do not have ​any effect on profit or loss or on taxable income. ​​ ​​Deferred tax assets, including the tax base of tax loss carryforwards, are recognised in the balance sheet at ​​their estimated realisable value, either as a set-off against deferred tax liabilities or as net tax assets. ​​ ​Deferred tax relating to retaxation of previously deducted losses in foreign subsidiaries is recognised on the ​​basis of an actual assessment of the purpose of each subsidiary. Operating leasesLease payments on operating leases are recognised on a straight-line basis in the income statement over the ​term of the lease. Other financial liabilitiesOther financial liabilities are measured at amortised cost, which usually corresponds to nominal value.​​Premium Pool: ​The Group recognizes a liability that reflects its total future obligation to farmers. This provision is split between into two distinct categories: ​ ​Custodial Obligations: A liability representing the credits held for farmers who did not participate in the buyout. This mirrors the asset value, as the Group is contractually obligated to return or settle these specific credits in the​future. ​ ​Contractual Buyout Obligations: A fixed financial liability owed to farmers who elected to participate in the buyout​process. Unlike the custodial pool, these amounts are fixed and determined by signed contracts, representing a clear cash-outflow obligation. ​ ​The liability is measured at the total expected outflow required to settle both the custodial and fixed-contract obligations. ​ In alignment with the treatment of the associated assets, the total liability is discounted based on current market interest rates to account for the long-term settlement horizon of the scheme. ​ ​The Group’s debt, including the term loan facility and convertible loan notes, are classified as compound financial instruments. This applies to the warrants associated with the term loan and the conversion features of the notes.​Using the residual method, proceeds are split at inception: the liability is recorded at fair value, and the remaining​value is assigned to equity reserves. ​ ​These liabilities are subsequently measured at amortized cost. ​ ​The total interest expense recognized in the profit or loss includes both the contractual interest payments and the expenses arising from the unwinding of the discount over the term of the instruments. Prepayments received from customersPrepayments received from customers comprise amounts received from customers prior to delivery of the ​​goods agreed or completion of the service agreed. Deferred incomeDeferred income comprises income received for recognition in subsequent financial years. Deferred income ​​is measured at cost. Cash flow statementThe cash flow statement shows cconsolidated cash flows from operating, investing and financing activities, and cash ​and cash equivalents at the beginning and the end of the financial year. ​​ ​​Cash flows from operating activities are presented using the indirect method and calculated as the operating ​​profit/loss adjusted for non-cash operating items, working capital changes, and financial income, financial expenses and income tax paid. ​​ ​​Cash flows from investing activities comprise payments in connection with acquisition and divestment of ​ enterprises, activities and fixed asset investments, and purchase, development, improvement and sale, ​​etc. of intangible assets and property, plant and equipment. ​​ ​​​Cash flows from financing activities comprise changes in the size or composition of the contributed capital ​​and related costs, and the raising of loans, repayments of interest-bearing debt, including lease liabilities, purchase of treasury shares and payment of dividend. ​​ ​​Cash and cash equivalents comprise cash and short-term securities with an insignificant price risk. The cash flow statement shows cconsolidated cash flows from operating, investing and financing activities, and cash ​and cash equivalents at the beginning and the end of the financial year. ​​ ​​Cash flows from operating activities are presented using the indirect method and calculated as the operating ​​profit/loss adjusted for non-cash operating items, working capital changes, and financial income, financial expenses and income tax paid. ​​ ​​Cash flows from investing activities comprise payments in connection with acquisition and divestment of ​ enterprises, activities and fixed asset investments, and purchase, development, improvement and sale, ​​etc. of intangible assets and property, plant and equipment. ​​ ​​​Cash flows from financing activities comprise changes in the size or composition of the contributed capital ​​and related costs, and the raising of loans, repayments of interest-bearing debt, including lease liabilities, purchase of treasury shares and payment of dividend. ​​ ​​Cash and cash equivalents comprise cash and short-term securities with an insignificant price risk. true Grundlag for konklusion Konklusion Revisionspåtegning Regnskabsklasse C, mellemstor virksomhed 2024-12-31 2024-01-01 33963556 Weidekampsgade 6 Deloitte Statsautoriseret Revisionspartnerselskab 2300 København S 2025-12-31 2025-01-01 Agreena ApS 39467275 Aarhus C 8000 2 City Tower, Værkmestergade København København K 1411 33 Langebrogade