42594962 2025-01-01 2025-12-31 5 42594962 2025-01-01 2025-12-31 6 42594962 2025-01-01 2025-12-31 42594962 2025-01-01 2025-12-31 1 42594962 2024-01-01 2024-12-31 42594962 2025-12-31 42594962 2024-12-31 42594962 2025-01-01 d:AcquiredIntangibleAssetsMember 42594962 2025-12-31 d:AcquiredIntangibleAssetsMember 42594962 2025-01-01 2025-12-31 d:AcquiredIntangibleAssetsMember 42594962 2025-01-01 d:DevelopmentProjectsInProgressMember 42594962 2025-01-01 2025-12-31 d:DevelopmentProjectsInProgressMember 42594962 2025-12-31 d:DevelopmentProjectsInProgressMember 42594962 2025-01-01 d:PlantAndMachineryMember 42594962 2025-12-31 d:PlantAndMachineryMember 42594962 2025-01-01 2025-12-31 d:PlantAndMachineryMember 42594962 2025-01-01 d:DepositsLongtermInvestmentsAndReceivablesMember 42594962 2025-01-01 2025-12-31 d:DepositsLongtermInvestmentsAndReceivablesMember 42594962 2025-12-31 d:DepositsLongtermInvestmentsAndReceivablesMember 42594962 2025-01-01 d:ContributedCapitalMember 42594962 2024-01-01 d:ContributedCapitalMember 42594962 2025-01-01 2025-12-31 d:ContributedCapitalMember 42594962 2024-01-01 2024-12-31 d:ContributedCapitalMember 42594962 2025-12-31 d:ContributedCapitalMember 42594962 2024-12-31 d:ContributedCapitalMember 42594962 2025-01-01 2025-12-31 d:SharePremiumMember 42594962 2024-01-01 2024-12-31 d:SharePremiumMember 42594962 2025-12-31 d:SharePremiumMember 42594962 2024-12-31 d:SharePremiumMember 42594962 2025-01-01 d:ReserveForDevelopmentExpenditureMember 42594962 2024-01-01 d:ReserveForDevelopmentExpenditureMember 42594962 2025-01-01 2025-12-31 d:ReserveForDevelopmentExpenditureMember 42594962 2024-01-01 2024-12-31 d:ReserveForDevelopmentExpenditureMember 42594962 2025-12-31 d:ReserveForDevelopmentExpenditureMember 42594962 2024-12-31 d:ReserveForDevelopmentExpenditureMember 42594962 2025-01-01 d:OtherStatutoryReservesMember 42594962 2024-01-01 d:OtherStatutoryReservesMember 42594962 2025-01-01 2025-12-31 d:OtherStatutoryReservesMember 42594962 2024-01-01 2024-12-31 d:OtherStatutoryReservesMember 42594962 2025-01-01 d:RetainedEarningsMember 42594962 2024-01-01 d:RetainedEarningsMember 42594962 2025-01-01 2025-12-31 d:RetainedEarningsMember 42594962 2024-01-01 2024-12-31 d:RetainedEarningsMember 42594962 2025-12-31 d:RetainedEarningsMember 42594962 2024-12-31 d:RetainedEarningsMember 42594962 2025-01-01 2025-12-31 1 42594962 2025-01-01 2025-12-31 2 42594962 2025-01-01 2025-12-31 3 42594962 2025-01-01 2025-12-31 1 42594962 2025-01-01 2025-12-31 2 42594962 2025-01-01 2025-12-31 3 42594962 2025-01-01 2025-12-31 4 iso4217:DKK xbrli:pure Årsrapport 34209936 Grant Thornton, Godkendt Revisionspartnerselskab Lautrupsgade, 11 2100, København Ø 2024-01-01 2024-12-31 2025-01-01 2025-12-31 42594962 Tempty Foods ApS Nordre Fasanvej 271A, kl. 2200 København N 2021-08-11 København Grant Thornton, Godkendt Revisionspartnerselskab 34209936 Morten Høgh-Petersen statsautoriseret revisor mne34283 Lautrupsgade 11 2100 København Ø Danmark +45 33 110 220 info@dk.gt.com 2026-05-28 Martina Lokajova Regnskabsklasse B Erklæring om udvidet gennemgang Ja CaseWare fra Revisorgruppen Danmark anpartshaverne København 2026-05-28 København N 2026-05-28 Grundlag for konklusion Konklusion 1123232 -20650 1331550 748747 9411 9410 -217729 -778807 1738 7782 77871 51539 -293862 -822564 -123571 -190134 -170291 -632430 -855737 -1059212 685446 426782 27508 30947 1425934 547157 1453442 578104 47773 53745 47773 53745 83315 38726 83315 38726 1584530 670575 25251 25251 85671 26231 110922 51482 157328 17544 0 69760 193331 120374 61244 84532 411903 292210 2106693 1146260 2629518 1489952 4214048 2160527 0 52919 45941 3132023 0 1112228 426782 -1598368 -598701 2698802 -125978 1085395 1083366 0 1000000 1085395 2083366 0 36492 342315 133018 87536 33629 429851 203139 1515246 2286505 4214048 2160527 1300368 718586 31182 30161 1331550 748747 4 3 34386 34386 3439 3439 6878 27508 547157 878777 1425934 1425934 59717 59717 5972 5972 11944 47773 38726 44589 83315 83315 45941 45941 6978 0 52919 45941 3132023 0 3132023 0 426782 426782 685446 0 1112228 426782 0 -426782 0 426782 -742631 460511 -855737 -1059212 -1598368 -598701 Today, the Board of Directors and the Executive Board have approved the annual report of Tempty Foods ApS for the financial year 1 January - 31 December 2025. The annual report has been prepared in accordance with the Danish Financial Statements Act. We consider the chosen accounting policy to be appropriate, and in our opinion, the financial statements give a true and fair view of the 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. Further, in our opinion, the Management's review gives a true and fair review of the matters discussed in the Management's review. We recommend that the annual report be approved at the Annual General Meeting. Martina Lokajova Ana Pejic Cecilie Engvang Lund Martina Lokajova Søren Kirketerp Ana Pejic Cecilie Engvang Lund We have performed an extended review of the financial statements of Tempty Foods ApS for the financial year 1 January - 31 December 2025, which comprise a summary of significant accounting policies, income statement, balance sheet, statement of changes in equity and notes. The financial statements are prepared under the Danish Financial Statements Act. Based on the work performed, in our opinion, the financial statements give a true and fair view of the Company's financial position 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 OpinionWe conducted our extended review in accordance with the Danish Business Authority's Assurance Standard for Small Enterprises and FSR – Danish Auditors' standard on extended review of financial statements prepared in accordance with the Danish Financial Statements Act. Our responsibilities under those standards and requirements are further described in the "Practitioner's responsibilities for the extended review of the Financial Statements" section of our report. We are independent of the Company in accordance with the International Ethics Standards Board for Accountants’ International Code of Ethics for Professional Accountants (IESBA Code) and the additional ethical requirements applicable in Den­mark, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the IESBA Code. We believe that the evidence we have obtained is sufficient and appropriate to provide a basis for our conclusion. Others mattersEffective as from the current financial year, Tempty Foods ApS is subject to audit obligations. We must emphasize, as it also appears from the annual accounts, that no extended review or audit of the comparative figures in the annual accounts has been carried out. 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 responsibility is to express a conclusion on the financial statements. This requires that we plan and perform procedures in order to obtain limited assurance for our conclusion on the financial statements and in addition perform specifically required supplementary procedures to obtain further assurance for our conclusion. An extended review comprises procedures that primarily consist of making inquiries of Management and others within the Company, as appropriate, analytical procedures and the specifically required supplementary procedures as well as evaluation of the evidence obtained. The procedures performed in an extended review are less than those performed in an audit, and accordingly, we do not express an audit opinion on the financial statements. Statement on the Management’s ReviewManagement is responsible for the Management’s Review. Our conclusion on the financial statements does not cover the Management’s Review, and we do not express any form of assurance conclusion thereon. In connection with our extended review of the financial statements, our responsibility is to read the Management’s Review and, in doing so, consider whether the Management’s Review is materially inconsistent with the financial statements or our knowledge obtained during the extended review, or otherwise appears to be materially misstated. Moreover, it is our responsibility to consider whether the Management’s Review provides the information required under the Danish Financial Statements Act. Based on the work we have performed, we conclude that the Management’s Review is in accordance with the financial statements and has been prepared in accordance with the requirements of the Danish Financial Statements Act. We did not identify any material misstatement in the Management’s Review. Description of key activities of the companyTempty Foods develops, produces and sells innovative mycelium-based plant food products to retail and foodservice customers. The company focuses on creating new, sustainable and minimally processed food solutions as an alternative to conventional protein products.  Significant changes in the company's activities and financial mattersDuring the financial year, Tempty Foods received an investment of 3.1 million DKK to support further product development and scaling.  The gross profit for the year totals DKK 1.123thousand against DKK -21 last year. Loss from ordinary activities after tax totals DKK -170thousand against DKK -632 last year.  Events occurring after the end of the financial yearNo events of material significance to the annual report for 2025 have occurred after the balance sheet date. The annual report for Tempty Foods ApS has been presented in accordance with the Danish Financial Statements Act regulations concerning reporting class B enterprises. Furthermore, the company has decided to comply with certain rules applying to reporting class C enterprises. The accounting policies are unchanged from last year, and the annual report is presented in DKK. Foreign currency translationTransactions in foreign currency are translated by using the exchange rate prevailing at the date of the transaction. Differences in the rate of exchange arising between the rate at the date of transaction and the rate at the date of payment are recognised in the profit and loss account as an item under net financials. If currency positions are considered to hedge future cash flows, the value adjustments are recognised directly in equity in a fair value reserve. Receivables, payables, and other foreign currency monetary items are translated using the closing rate. The difference between the closing rate and the rate at the time of the occurrence or initial recognition in the latest financial statements of the receivable or payable is recognised in the income statement under financial income and expenses. Gross profitGross profit comprises the revenue, changes in inventories of finished goods, and work in progress, own work capitalised, other operating income, grants received and external costs. Revenue Revenue is recognised in the income statement if delivery and passing of risk to the buyer have taken place before the end of the year and if the income can be determined reliably and inflow is anticipated. Revenue is measured at the fair value of the consideration promised exclusive of VAT and taxes and less any discounts relating directly to sales. Cost of sales Cost of sales comprises costs concerning purchase of raw materials and consumables less discounts and changes in inventories. Own work capitalisedOwn work capitalised includes staff cost and other internal costs incurred during the financial year and recognised in the cost of proprietary intangible and tangible fixed assets. Other operating income Other operating income comprises items of a secondary nature as regards the principal activities of the enterprise, including profit from the disposal of intangible and tangible assets, operating loss and conflict compensation as well as salary reimbursements received. Compensation is recognized when it is overwhelmingly probable that the company will receive the compensation. Government grantsGrants for investing in/purchasing assetsGrants are recognised in the statement of financial position under prepayments and accrued income (equity and liabilities) and transferred to government grants in the income statement in tandem with the amortisation of the grant-related assets. Other external expenses Other external expenses comprise expenses incurred for distribution, sales, advertising, administration, premises, loss on receivables, and operational leasing costs. Staff costsStaff costs include salaries and wages, including holiday allowances, pensions, and other social security costs, etc., for staff members. Depreciation, amortisation, and write-down for impairmentDepreciation, amortisation, and write-down for impairment comprise depreciation on, amortisation of, and write-down for impairment of intangible and tangible assets, respectively. Financial income and expensesFinancial income and expenses are recognised in the income statement with the amounts concerning the financial year. Financial income and expenses comprise interest income and expenses, financial expenses from financial leasing, realised and unrealised capital gains and losses relating to securities, debt and transactions in foreign currency, amortisation of financial assets and liabilities as well as surcharges and reimbursements under the advance tax scheme, etc. Tax on net profit or loss for the yearTax for the year comprises the current income tax for the year and changes in deferred tax and is recognised in the income statement with the share attributable to the net profit or loss for the year and directly in equity with the share attributable to entries directly in equity.  Intangible assetsDevelopment projects, patents, and licencesDevelopment costs and internally generated rights are recognised in the balance sheet as development projects.  Patents and licenses are measured at cost less accrued amortisation. Patents are amortised on a straightline basis over the remaining patent period and licenses are amortised over the contract period, however, for a maximum of 10 years. Profit and loss from the sale of development projects, patents, and licenses are measured as the difference between the sales price less sales costs and the carrying amount at the time of sale. Profit or loss are recognised in the income statement as other operating income or other operating expenses, respectively. Property, plant, and equipmentProperty, plant and equipment is measured at cost plus revaluations and less accrued depreciation and write-down for impairment. Land is not subject to depreciation. The depreciable amount is cost plus revaluations at fair value less expected residual value after the end of the useful life of the asset. The amortisation period is fixed at the acquisition date and reassessed annually. If the residual value exceeds the carrying mount of the asset, depreciation is discontinued. Depreciation is done on a straight-line basis according to an assessment of the expected useful life: Useful lifeOther fixtures and fittings, tools and equipment      10years Minor assets with an expected useful life of less than 1 year are recognised as costs in the income statement in the year of acquisition. Profit or loss derived from the disposal of property, land, and equipment is measured as the difference between the sales price less selling costs and the carrying amount at the date of disposal. Profit or loss is recognised in the income statement as other operating income or other operating expenses. Convertible and profit sharing debt instrumentsConvertible loans and other debt instruments with profit-sharing or equity-linked features are classified as financial liabilities. On initial recognition, such instruments are measured at the fair value of the proceeds received, net of directly attributable transaction costs, and are subsequently measured at amortised cost using the effective interest method. Interest expense is recognised in the income statement under financial items. Any embedded conversion or profit-sharing features are not accounted for separately. Potential conversion of debt into equity or other equity-linked settlement is only recognised when the relevant conditions for conversion or settlement are met. Upon conversion, the carrying amount of the liability (including accrued interest) is reclassified to equity (share capital and share premium).  No gain or loss is recognised in the income statement in connection with the issuance of equity instruments. DepositsDeposits are measured at amortised cost and represent lease deposits, etc. Impairment loss relating to non-current assetsThe carrying amount of both intangible and tangible fixed assets are subject to annual impairment tests in order to disclose any indications of impairment beyond those expressed by amortisation and depreciation respectively. If indications of impairment are disclosed, impairment tests are carried out for each individual asset or group of assets, respectively. write-down for impairment is done to the recoverable amount if this value is lower than the carrying amount. The recoverable amount is the higher value of value in use and selling price less expected selling cost. The value in use is calculated as the present value of the expected net cash flows from the use of the asset or the asset group and expected net cash flows from the sale of the asset or the asset group after the end of their useful life. Previously recognised impairment losses are reversed when conditions for impairment no longer exist. Impairment relating to goodwill is not reversed. InventoriesInventories are measured at cost according to the FIFO method. In cases when the net realisable value of the inventories is lower than the cost, the latter is written down for impairment to this lower value. Costs of goods for resale, raw materials, and consumables comprise acquisition costs plus delivery costs. Costs of manufactured goods and work in progress comprise the cost of raw materials, consumables, direct wages, and indirect production costs. Indirect production costs comprise indirect materials and wages, maintenance and depreciation of machinery, factory buildings, and equipment used in the production process, and costs for factory administration and factory management. Borrowing expenses are not recognised in cost. The net realisable value for inventories is recognised as the estimated selling price less costs of completion and selling costs. The net realisable value is determined with due consideration of negotiability, obsolescence, and the development of expected market prices. ReceivablesReceivables are measured at amortised cost, which usually corresponds to nominal value. Cash and cash equivalentsCash and cash equivalents comprise cash at bank and on hand. EquityShare premiumShare premium comprises premium payments made in connection with the issue of shares. Costs incurred for carrying through an issue are deducted from the premium. The premium reserve can be used for dividend, for issuing bonus shares, and for covering losses. Reserve for development costsThe reserve for development costs comprises recognised development costs less related deferred tax liabilities. The reserve cannot be used as dividends or for covering losses. The reserve is reduced or dissolved if the recognised development costs are amortised or abandoned. This is done by direct transfer to the distributable reserves of the equity. Income tax and deferred taxCurrent tax liabilities and current tax receivable are recognised in the statement of financial position as calculated tax on the taxable income for the year, adjusted for tax of previous years' taxable income and for tax paid on account. Deferred tax is measured on the basis of temporary differences in assets and liabilities with a focus on the statement of financial position. Deferred tax is measured at net realisable value. Deferred tax is measured based on the tax rules and tax rates applying under the legislation prevailing in the respective countries on the reporting date when the deferred tax is expected to be released as current tax. Changes in deferred tax due to changed tax rates are recognised in the income statement, except for items included directly in the equity. Deferred tax assets, including the tax value of tax losses allowed for carryforward, are recognised at the value at which they are expected to be realisable, either by settlement against tax of future earnings or by set-off in deferred tax liabilities within the same legal tax unit. Any deferred net tax assets are measured at net realisable value. Liabilities other than provisionsLiabilities are measured at amortised cost. Disclosure of assumptions related to development projects Tempty Foods is developing innovative mycelium-based food products and related production processes, including recipes, processing methods and packaging solutions for the retail and foodservice markets. The projects aim to create sustainable, minimally processed alternatives to conventional protein products and to support scalable commercial production. As of 31 December 2025 the carrying amount of capitalised development projects totals DKK 1.426 thousand. The projects are progressing according to Managements plans. In capitalising the development projects, Management has made several assumptions, where the most significant assumptions relate to the expected future economic benefits, including market acceptance, sales volumes and contribution margins. If these assumptions are not met, there is a risk that the development projects can be impaired. 8.Contractual obligations and contingencies, etc. DKK in thousands Lease liabilities45 Total contractual obligations45 Total contingent liabilities0 Total contractual obligations and contingent liabilities45 Lease liabilities:The company has incurred a contingent liability corresponding to 3 month's rent amounting to DKK 44.500.