xbrli:pureiso4217:DKK386405692022-01-012022-12-31cmn:ConsolidatedMember386405692022-01-012022-12-311cmn:ConsolidatedMember386405692022-01-012022-12-311cmn:ConsolidatedMember386405692022-01-012022-12-312cmn:ConsolidatedMember386405692022-01-012022-12-311386405692022-01-012022-12-312386405692022-01-012022-12-312cmn:ConsolidatedMember386405692021-01-012021-12-31cmn:ConsolidatedMember386405692022-01-012022-12-31386405692021-01-012021-12-31386405692022-01-012022-12-31fsa:ReserveForCurrentValueAdjustmentsOfCurrencyGainsMembercmn:ConsolidatedMember386405692022-01-012022-12-31fsa:ReserveForCurrentValueOfHedgingMembercmn:ConsolidatedMember386405692022-01-012022-12-31fsa:RetainedEarningsMembercmn:ConsolidatedMember386405692022-01-012022-12-31fsa:RetainedEarningsMembercmn:ConsolidatedMember386405692021-01-012021-12-31fsa:RetainedEarningsMembercmn:ConsolidatedMember386405692022-01-012022-12-31fsa:RetainedEarningsMember386405692022-01-012022-12-31fsa:RetainedEarningsMember386405692021-01-012021-12-31fsa:RetainedEarningsMember386405692022-12-31cmn:ConsolidatedMember386405692021-12-31cmn:ConsolidatedMember386405692022-12-31386405692021-12-31386405692022-01-01cmn:ConsolidatedMember386405692021-01-01cmn:ConsolidatedMember386405692022-01-01fsa:ContributedCapitalMembercmn:ConsolidatedMember386405692022-01-01fsa:SharePremiumMembercmn:ConsolidatedMember386405692022-01-01fsa:ReserveForCurrentValueAdjustmentsOfCurrencyGainsMembercmn:ConsolidatedMember386405692022-01-01fsa:ReserveForCurrentValueOfHedgingMembercmn:ConsolidatedMember386405692022-01-01fsa:ReserveForDevelopmentExpenditureMembercmn:ConsolidatedMember386405692022-12-31fsa:ContributedCapitalMembercmn:ConsolidatedMember386405692022-12-31fsa:SharePremiumMembercmn:ConsolidatedMember386405692022-12-31fsa:ReserveForCurrentValueAdjustmentsOfCurrencyGainsMembercmn:ConsolidatedMember386405692022-12-31fsa:ReserveForCurrentValueOfHedgingMembercmn:ConsolidatedMember386405692022-12-31fsa:ReserveForDevelopmentExpenditureMembercmn:ConsolidatedMember386405692022-01-01fsa:RetainedEarningsMembercmn:ConsolidatedMember386405692022-12-31fsa:RetainedEarningsMembercmn:ConsolidatedMember386405692022-01-01fsa:ContributedCapitalMember386405692022-01-01fsa:SharePremiumMember386405692022-01-01fsa:RetainedEarningsMember386405692022-01-01386405692022-12-31fsa:ContributedCapitalMember386405692022-12-31fsa:SharePremiumMember386405692022-12-31fsa:RetainedEarningsMember386405692022-01-012022-12-31fsa:SharePremiumMembercmn:ConsolidatedMember386405692022-01-012022-12-31fsa:SharePremiumMember386405692022-01-012022-12-31fsa:ContributedCapitalMembercmn:ConsolidatedMember386405692022-01-012022-12-31fsa:ReserveForDevelopmentExpenditureMembercmn:ConsolidatedMember386405692022-01-012022-12-31fsa:ManagementMembercmn:ConsolidatedMember386405692021-01-012021-12-31fsa:ManagementMembercmn:ConsolidatedMember386405692022-01-012022-12-31fsa:ManagementMember386405692021-01-012021-12-31fsa:ManagementMember386405692022-01-012022-12-31fsa:OtherShorttermPayablesMemberGrundlag for konklusionKonklusion33963556Deloitte Statsautoriseret RevisionspartnerselskabRevisionspåtegningRegnskabsklasse C, stor virksomhed2021-12-312021-01-0133963556Weidekampsgade 6Deloitte Statsautoriseret Revisionspartnerselskab2300 København S2022-12-312022-01-01Baldo Acquisition ApS38640569ÅrsrapportKolding60004Egtved AlléHorsensHorsens8700st<br /><br />14LevysgadeThe Supervisory Board and the Excecutive Board have today considered and approved the annual report of Baldo Acquisition ApS for the financial year 01.01.2022 - 31.12.2022.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 31.12.2022 and of the results of their operations and the consolidated cash flows for the financial year
01.01.2022 - 31.12.2022.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.Horsens2023-01-27Hans Henrik NielsenHenning Aabo JørgensenPeter SchulzWolfgang ZieglerTo the shareholders of Baldo Acquisition ApSWe have audited the consolidated financial statements and the parent financial statements of Baldo Acquisition ApS for the financial year 01.01.2022 - 31.12.2022, 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 31.12.2022 and of the results of their operations and the consolidated cash flows for the financial year 01.01.2022 - 31.12.2022 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.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:<br />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.
<br />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.
<br />Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates
and related disclosures made by Management.
<br />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.
<br />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.<br />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 under the Danish Financial Statements Act.<br />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 of the Danish Financial
Statements Act. We did not identify any material misstatement of the management commentary.Kolding2023-01-27Jørn JepsenMorten Almtoft Lundmne24824mne41365State Authorised Public AccountantState Authorised Public AccountantFinancial highlights2022
DKK'0002021
DKK'0002020
DKK'0002019
DKK'0002018
DKK'000Key figuresRevenue350,660455,064440,889465,635360,136Gross profit/loss19,37569,17874,97179,59260,601Operating profit/loss(43,805)(1,579)10,86913,1341,251Net financials(10,775)(7,872)(10,802)(7,622)(7,976)Profit/loss for the year(48,030)(12,350)(5,000)(854)(10,551)Balance sheet total282,750330,206366,468381,162400,922Investments in property, plant and equipment7,5186,0845,0863,5505,380Equity64,224105,702120,269131,956129,262Cash flows from operating activities3,79132,45923,54837,00813,390Cash flows from investing activities(3,530)(4,597)(5,764)4,9928,346Cash flows from financing activities(1,026)(31,015)(20,179)(26,801)(6,128)Average number of
employees1621611028077RatiosGross margin (%)5.5315.2017.0017.0916.83Net margin (%)(13.70)(2.71)(1.13)(0.18)(2.93)Equity ratio (%)22.7132.0132.8234.6232.24Financial highlights are defined and calculated in accordance with the current version of "Recommendations &
Ratios" issued by the CFA Society Denmark.Gross margin (%)
:Gross profit/loss * 100
RevenueNet margin (%)
:
Profit/loss for the year * 100
RevenueEquity ratio (%)
:Equity * 100
Balance sheet totalPrimary activitiesKey activities consist of advisory in connection to selling and producing prefabricated bathroom pods and related
activities.Development in activities and financesThe income statement of the Group for 2022 shows a loss of TDKK 48,030, and at 31 December 2022 the
balance sheet of the Group shows equity of TDKK 64,224.
Profit/loss for the year in relation to expected developmentsThe expectations for the year 2022 were to realize orders in new markets and continue growth on the Norwegian
market. The Group realized continued growth on the Norwegian market but the Danish market was
characterized by postponed orders due to uncertainties in the building sector, mainly due to significantly
increased inflation, instability in the supply channels and the sudden Ukrainian war. As a result, the Group
experienced a drop in sales compared to 2021. Further, the Group experienced increasing prices from
suppliers, the cost of which could not be fully passed on to customers, affecting profitability.
In the past year, extensive work has been done on better utilization of the Group's ERP system, including
creating transparency in supply prices, inventory, quotation calculations, production planning, etc. There has also
been a focus on strengthening processes.
The Group also completed and implemented a cost saving and efficiency plan in the middle of the year
including the closing of one of the factories in Poland. These improvements will benefit the Group in the
coming years.
OutlookExpectations for 2023 is to further strengthen internal business processes and consolidate the business around
an expected revenue growth of 5-10%.
Further, the Group expects an improvement in earnings in 2023 thanks to the cost improvements initiated in
during 2022.
Special risks
The Group’s special risks relate to competing companies on the market.
The Group is not exposed to changes in interest rates due to its operations, investments and financing. It is
the Group policy not to speculate in financial movements.
The Group has substantial trading in EUR, NOK, SEK and mainly PLN which exposes the Group to currency
exchange risks. The Group hedges currency risks through forward exchange contracts covering the coming
year.
Credit risk primarily relates to the customers’ ability to pay. Advance payments from customers and payment
plans are made to mitigate the risk.
Knowledge resourcesThe Group emphasizes a maintained focus on delivering high quality products. Hence, quality systems,
standard processes and quality checks in production and other areas are prioritized. Process automation and a
work force with accurate skills set to maintain a high level of competencies are key focus areas. Environmental performanceThe Group's management is aware of environmental effects from production and it is a continuous focus to
reduce environmental effects from production.Group relationsThe Group comprises subsidiaries in Denmark; Badelement A/S, Poland; Badelement Poland Sp. Z.o.o. and Norway; Badelement Norge AS.Statutory report on corporate social responsibilityThe Group produces prefabricated Bathrooms for installation into primarily new multi-floor buildings.
Production takes place in the Polish subsidiary using components from sub-suppliers. Other functions such as
Sales, Design, Procurement, Freight/Logistics and Service are performed in Denmark. The Group employs 162
people, and the primary market is the Danish building sector. The German private equity fund Findos’ ownership
share is 80% since 2017.
The Group operates in highly regulated markets where CSR guidelines are laid down by legislation and
voluntary agreements. Thus, collective agreements between employees and employers regulate many aspects
regarding labour. Environmental matters are moreover often regulated through municipal environmental
approvals. Health and safety are protected under occupational health and safety legislation. Furthermore,
national anti-discrimination rules exist to protect against discrimination. Finally, corruption is addressed by the
Danish Criminal Code. The Group complies with these rules. In the Group’s opinion, the risk of having a
significant negative impact on the environment and climate, human rights, social matter and labour as well as
being exposed to corruption and bribery is very limited.
Based on its business model and the fact that the most important market is Denmark, the Group has not
considered the risk of negatively affecting human rights prevalent to such an extent that policies are required.
The Group is of the opinion that its potential exposure to corruption and bribery is low. Based on the
extensive local and national environmental and climate regulations and the voluntary agreements in the labour
market, it is assessed that Group policies on environmental, climate, social matters and labour will not create
any additional value, neither to the Group nor to society.
Statutory report on the underrepresented genderThe Board of Supervisors consists of a total of two members. The Group aim is to have at least one woman on the Board of Supervisors by 2024.
So far, the Group has employed, and will continue to employ, the most suitable board members, executive
directors and other employees irrespective of their gender, race or religion. This practice is supported by the
Group’s recruitment and staff policies.
The Group has a long-term strategy and objectives. The members of the Board of Supervisors are recruited with
this in mind to ensure a long-lasting attachment to the Group. Efforts are made to maintain the stability and
continuity on the Board of Supervisors.
No new members joined the Board of Directors in 2022, which means that the female representation on the
Board of Directors remains 0% as in 2022.
The male representation at other management levels in Badelement A/S covers 91% of the positions, but it is the objective to have a mixed diversity amongst best qualified managers.
Statutory report on data ethics policyDuring 2022 the Group has a maintained focus on IT security. The IT administration is outsourced to an external partner to increase IT security for handling data. The IT administration has set the policy for user access,
passwords, back up and data recovery.
The Group works to optimize the data structure and programs used to create transparency and overview.
New employees are introduced to the programs and are trained in the programs.
The Group has a personal data policy in compliance with the GDPR rules to handle data with respect of
confidentially. Further, the Group assesses its personal data log structures periodically for maintenance and
updating. Data ethics will have a continued focus in the coming year.
Events after the balance sheet dateNo events materially affecting the assessment of the Annual Report have occurred after the balance sheet date. 350660000455064000969100069430002926850003550380003860000030848000292100010640001937500069178000677000058790002782400030197000586800052480003014900029499000520700011061000044000-43805000-157900090200058700063540004705000171290001257700046270003033000-54580000-9451000-372500018054000-65500002899000-968000-537000-48030000-1235000000-48030000-48030000-12350000-275700018591000-2757000-2757000185910002796000428300010468700012838700010748300013267000012332000116710001463200016606000949000100400027600034500028189000296260005920005280005920005280002973360002963680001362640001628240002973360002963680003856800036968000689000039257000369680006497700076309000213990003504400051390004054000142310001294400069000050500080000770001064360001288560004887000111610007930001558000155800047110005300057000146486000167382000494000011218000282750000330206000302276000307586000630006300063000630000132114000013211400019910002515000-3212000-102880001857000310800063525000-218100002161150008675800064224000105702000630001321140002515000-1028800031080006300001991000-32120001857000-2181000010570200063525000216178000218935000630001321140008675800021893500063000021611500013940007760000111170001022400012511000179840005480008850006367300074533000636760007447500001450000036800064221000768680006367600074843000101320001036800010000000100000002671900025365000293190001347600038794000417170004370002900081200000812000001464000226400027246000364620003865000377900014179400012965200022422000138080002060150002065200008609800088651000282750000330206000302276000307586000-1321140001321140000-132114000132114000000-5240000-524000009072000-128200000-19960000-199600000031000-310000029510000290670003050700015405000162120004289300063540004705000-17129000-12577000-1699000-236300053000-199000379100032459000-32000-1437000-7518000-314300040840000-64000-17000-3530000-45970002610002786200081200000-9146000-31015000-1026000-31015000-765000-315300079300015580001 Uncertainty relating to recognition and measurement
The carrying amount of goodwill has been tested for impairment by use of a discounted cash flow model (DCF-model). This test is based on the Company’s budget and forecasts as well as on a projection thereof in the subsequent years. The test does not show any need of impairment.
1 Uncertainty relating to recognition and measurement
The carrying amount of Investments in group enterprises has been tested for impairment by use of a discounted cash flow model (DCF-model). This test is based on the Company’s budget and forecasts as well as on a projection thereof in the subsequent years. The test does not show any need of impairment.2 Revenue2022
DKK'0002021
DKK'000Revenue, Denmark292,994411,853Revenue, exports57,66643,211Total revenue by geographical market350,660455,064The group only has one business area.2 Revenue2022
DKK'0002021
DKK'000Revenue, Denmark9,6916,943Total revenue by geographical market9,6916,943The company only has one business area.3 Fees to the auditor appointed by the Annual General Meeting2022
DKK'0002021
DKK'000Statutory audit services559490Other assurance engagements3030Tax services4130Other services759701,3896204 Staff costs2022
DKK'0002021
DKK'000Wages and salaries21,78124,240Pension costs4,4284,392Other social security costs817888Other staff costs79867727,82430,197Average number of full-time employees162161Remuneration
of manage- ment
2022
DKK'000Remuneration
of manage- ment
2021
DKK'000Executive Board2,9372,9542,9372,9543 Staff costs2022
DKK'0002021
DKK'000Wages and salaries4,9984,378Pension costs865838Other social security costs3332Other staff costs(28)05,8685,248Average number of full-time employees44Remuneration
of
Manage- ment
2022
DKK'000Remuneration
of Manage- ment
2021
DKK'000Executive Board2,9372,9542,9372,95416216144Remuneration
of manage- ment
2022
DKK'000Remuneration
of manage- ment
2021
DKK'000Executive Board2,9372,9542,9372,954Remuneration
of
Manage- ment
2022
DKK'000Remuneration
of Manage- ment
2021
DKK'000Executive Board2,9372,9542,9372,95429370002954000293700029540005 Proposed distribution of profit/loss2022
DKK'0002021
DKK'000Retained earnings(48,030)(12,350)(48,030)(12,350)6 Proposed distribution of profit and loss2022
DKK'0002021
DKK'000Retained earnings(2,757)18,591(2,757)18,5916 Intangible assetsCompleted development projects
DKK'000Goodwill
DKK'000Cost beginning of year7,285237,018Additions310Cost end of year7,316237,018Amortisation and impairment losses beginning of year(3,002)(108,631)Exchange rate adjustments(35)0Amortisation for the year(1,483)(23,700)Amortisation and impairment losses end of year(4,520)(132,331)Carrying amount end of year2,796104,687Completed development projects
DKK'000Goodwill
DKK'000Cost beginning of year7,285237,018Additions310Cost end of year7,316237,018Amortisation and impairment losses beginning of year(3,002)(108,631)Exchange rate adjustments(35)0Amortisation for the year(1,483)(23,700)Amortisation and impairment losses end of year(4,520)(132,331)Carrying amount end of year2,796104,6877 Development projectsDevelopment projects relate to the development and implementation of a new ERP system. The project is
progressing according to plan through the use of the ressources allocated by management to the development.8 Property, plant and equipmentLand and buildings
DKK'000Plant and machinery
DKK'000Other fixtures and fittings, tools and equipment
DKK'000Prepayments for property, plant and equipment
DKK'000Cost beginning of year17,27739,5693,834345Exchange rate adjustments000(5)Transfers00(3)0Additions3,2361,5424262,314Disposals(1,800)(746)(59)(2,378)Cost end of year18,71340,3654,198276Depreciation and impairment losses beginning of year(5,606)(22,963)(2,830)0Exchange rate adjustments(211)(301)(24)0Depreciation for the year(1,119)(2,813)(395)0Reversal regarding disposals55534400Depreciation and impairment losses end of year(6,381)(25,733)(3,249)0Carrying amount end of year12,33214,632949276Recognised assets not owned by Entity0016109 Contract work in progress2022
DKK'0002021
DKK'000Contract work in progress21,39935,04421,39935,04410 Deferred tax
Changes during the year2022
DKK'0002021
DKK'000Beginning of year(3,706)(2,718)Recognised in the income statement5,456(1,345)Recognised directly in equity1,995357End of year3,745(3,706)Deferred tax has been recognised in the balance sheet as follows2022
DKK'0002021
DKK'000
Deferred tax assets5,1394,054
Deferred tax liabilities(1,394)(7,760)3,745(3,706)Deferred tax assetsTax assets relates to differences between accounting and tax values and tax losses carried forward. 8 Deferred tax
Changes during the year2022
DKK'0002021
DKK'000Beginning of year5370Recognised in the income statement968537End of year1,505537Deferred tax relates to tax loss carryforwards.Deferred tax assetsThe company expects the tax losses to be used in the next 3-5 years.11 PrepaymentsPrepayments consist of prepaid expenses concerning rent, insurance premiums, subscriptions and interest as
well.9 PrepaymentsPrepayments consist of prepaid expenses concerning rent, insurance premiums, subscriptions and interest as
well.12 Other provisions The Company provides warranty of 5 years on finished and delivered bathroom pods. Based on previous
experience in respect of the level of repairs and returns, other provisions have been recognised for expected
warranty claims. Other provisions mainly consists of warranty claims.13 Non-current liabilities other than provisionsDue within 12
months
2022
DKK'000Due within 12
months
2021
DKK'000Due after
more than 12
months
2022
DKK'000Lease liabilities132368548Debt to other credit institutions10,00010,00063,67310,13210,36864,22110 Non-current liabilities other than provisionsDue within 12
months
2022
DKK'000Due within 12
months
2021
DKK'000Due after
more than 12
months
2022
DKK'000Debt to other credit institutions10,00010,00063,67610,00010,00063,67614 Changes in working capital2022
DKK'0002021
DKK'000Increase/decrease in inventories(2,289)(6,546)Increase/decrease in receivables30,57713,219Increase/decrease in trade payables etc.2,21910,355Other changes0(1,623)30,50715,40515 Derivative financial instrumentsOther receivables include the fair value of foreign exchange forward transactions of T.DKK. 6.697. The foreign exchange forward transactions have been entered to secure the company's purchases of goods against unexpected exchange rate adjustment. The foreign exchange forward transactions secure the exchange rate of PLN 11,0 million for the coming nine months after year end, which in a total amounts to PLN 99,0 million.
The financial instruments are entered with the company's bank.16 Unrecognised rental and lease commitments2022
DKK'0002021
DKK'000Total liabilities under rental or lease agreements until maturity 5,2047,98712 Unrecognised rental and lease commitments2022
DKK'0002021
DKK'000Total liabilities under rental or lease agreements until maturity 120,074120,07417 Contingent liabilitiesFollowing assets provide security for banks:
- Company charge of nominally TDKK 5,000 provide security in property, plant and equipment, inventories and
trade recievables with a carrying value of TDKK 132,423.
- Land and buildings, and inventory with a carrying value of TDKK 51,859.
Investments in group enterprises has been provided as security for bank debt with a carrying amount of DKK 73,676k (2021: DKK 84,475k). The carrying amount of investments in group enterprises provided as security amounts to DKK 295,831k (2021: DKK 295,831k)13 Contingent liabilitiesFollowing assets provide security for banks:
Investments in group enterprises has been provided as security for the parent company’s bank debt with a carrying amount of DKK 100,312k (2021: DKK 109,818k). Subsidiaries provided as security is included in the consolidated financial statements with net assets of DKK 51,412k (2021: DKK 106,301k).
The Danish group companies are jointly and severally liable for tax on the jointly taxed incomes etc of the Group.
Moreover, the Danish group companies are jointly and severally liable for Danish withholding taxes by way of
dividend tax, tax on royalty payments and tax on unearned income. Any subsequent adjustments of corporation
taxes and withholding taxes may increase the Company’s liability.18
Group relationsName and registered office of the Parent preparing consolidated financial statements for the largest group:
Baldo Acquisition ApS, Levysgade 14, st., 8700 HorsensName and registered office of the Parent preparing consolidated financial statements for the smallest group:
Baldo Acquisition ApS, Levysgade 14, st., 8700 Horsens19 SubsidiariesRegistered inCorporate
formOwnership
%Badelement A/SDenmarkA/S100Badelement Polska Sp. z o.o.PolandSp. z o.o.100Badelement Norge ASNorgeAS10002050000029583100029583100015050005370004807000110840004 Other financial expenses2022
DKK'0002021
DKK'000Financial expenses from group enterprises1200Other interest expenses2,7232,712Exchange rate adjustments241Other financial expenses1,7603204,6273,033<br />2022
DKK'0002021
DKK'000Financial expenses from group enterprises1200Other interest expenses2,7232,712Exchange rate adjustments241Other financial expenses1,7603204,6273,0335 Tax on profit/loss for the year2022
DKK'0002021
DKK'000Change in deferred tax(947)(537)Adjustment concerning previous years(21)0(968)(537)7 Financial assetsInvestments in group enterprises
DKK'000Cost beginning of year295,831Cost end of year295,831Carrying amount end of year295,831A specification of investments in subsidiaries is evident from the notes to the consolidated financial statements.11 Other payables2022
DKK'0002021
DKK'000VAT and duties815328Wages and salaries, personal income taxes, social security costs, etc. payable386180Holiday pay obligation106102Other costs payable2,5583,1693,8653,77914 Related parties with controlling interestBaldo Zehn Holding GmbH, Germany owns the majority of shares in the Entity, thus exercising control. 15 Transactions with related partiesSubsidiaries
DKK'000Sales9,691For transactions regarding remuneration of management we refer to note 2.This annual report has been presented in accordance with the provisions of the Danish Financial Statements Act
governing reporting class C enterprises (large).The accounting policies applied to these consolidated financial statements and parent financial statements are consistent with those applied last year.falseRecognition 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. <br />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.<br />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.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.
When recognising foreign subsidiaries and associates that are independent entities, the income statements
are translated at average exchange rates for the months that do not significantly deviate from the rates at
the
transaction date. Balance sheet items are translated using the exchange rates at the balance sheet date. Goodwill is considered belonging to the independent foreign entity and is translated using the exchange
rate at the
balance sheet date. Exchange differences arising out of the translation of foreign subsidiaries’
equity at the
beginning of the year at the balance sheet date exchange rates and out of the translation of income statements
from average rates to the exchange rates at the balance sheet date are recognised directly in the translation reserve in equity.
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.When recognising foreign subsidiaries that are integral entities, monetary assets and liabilities are
translated
using the exchange rates at the balance sheet date. Non-monetary assets and liabilities are
translated at the
exchange rate at the time of acquisition or the time of any subsequent revaluation or writedown.
The items of the
income statement are translated at the average rates of the months; however, items
deriving from non-monetary
assets and liabilities are translated using the historical rates applicable to the
relevant non-monetary items.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.
Changes in the fair value of derivative financial instruments classified as and complying with the
requirements
for hedging the fair value of a recognised asset or a recognised liability are recorded in the
income statement
together with changes in the value of the hedged asset or the hedged liability.s financial income or
financial expenses.Changes in the fair value of derivative financial instruments applied for hedging net investments in
independent
foreign subsidiaries or associates are recognised directly in the translation reserve in equity.RevenueRevenue from the sale of manufactured goods and goods for resale is recognised in the income statement
when delivery is made and risk has passed to the buyer. Revenue from the sale of services is recognised
in the
income statement when delivery is made to the buyer. Revenue is recognised net of VAT, duties and
sales
discounts and is measured at fair value of the consideration fixed.Contract work in progress is included in revenue based on the stage of completion so that revenue
corresponds
to the selling price of the work performed in the financial year (the percentage-of-completion
method).Costs of raw materials and consumablesCosts of raw materials and consumables comprise the consumption of raw materials and consumables for
the
financial year after adjustment for changes in inventories of these goods from the beginning to the end
of the
year. This item includes shrinkage, if any, and ordinary writedowns of the relevant inventories.Other external expensesOther external expenses include expenses relating to the Entity’s ordinary 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 to property, plant and equipment and intangible
assets comprise depreciation, amortisation and impairment losses for the financial year, and gains and
losses from the sale of intangible assets and property, plant and equipment.Other operating expensesOther operating expenses comprise expenses of a secondary nature as viewed in relation to the Entity’s
primary
activities.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 incomeOther financial income comprises dividends etc. received on other investments, interest income, including
interest income on receivables from group enterprises, net capital or exchange gains on securities, payables
and transactions in foreign currencies, amortisation of financial assets, and tax relief under the Danish
Tax Prepayment Scheme etc.Other financial expensesOther financial expenses comprise interest expenses, including interest expenses on payables to group
enterprises, net capital or exchange losses on securities, payables and transactions in foreign currencies,
amortisation of financial liabilities, and tax surcharge under the Danish Tax Prepayment Scheme etc.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. For one amount of goodwill, it has not been
possible to estimate useful
life reliably, for which reason such useful life has been set at 10 years.
Goodwill is written down to the lower of recoverable amount and carrying amount.<br />Intellectual property rights etc.Intellectual property rights etc. comprise development projects completed and in progress with related
intellectual property rights, acquired intellectual property rights and prepayments for intangible assets.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.
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 5 years.
Intellectual property rights etc. are written down to the lower of recoverable amount and carrying amount.Property, plant and equipmentLand and buildings, plant and machinery, and other fixtures and fittings, tools and equipment 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.
Interest expenses on loans for the financing of the manufacture of property, plant and equipment are
included
in cost if they relate to the manufacturing period. All other finance costs are recognised in the income
statement.
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
Buildings30 yearsPlant and machinery10 yearsOther fixtures and fittings, tools and equipment5 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 enterprises Investments in group enterprises are measured at cost. Investments are written down to the
lower of recoverable amount and carrying amount.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.InventoriesInventories are measured at the lower of cost using the FIFO method and net realisable value.
The net realisable value of inventories is calculated as the estimated selling price less completion costs and
costs incurred to execute sale.
The cost of raw materials and consumables equals landed cost.ReceivablesReceivables are measured at amortised cost, usually equalling nominal value, less writedowns for bad and
doubtful debts.Contract work in progressContract work in progress is measured at the selling price of the work carried out at the balance sheet date.
The selling price is measured based on the stage of completion and the total estimated income from the
individual contracts in progress. Usually, the stage of completion is determined as the ratio of actual to total
budgeted consumption of resources.
If the selling price of a contract in progress cannot be made up reliably, it is measured at the lower of costs
incurred and net realisable value.
Each contract in progress is recognised in the balance sheet in receivables or liabilities other than provisions,
depending on whether the net value, calculated as the selling price less prepayments received, is
positive or
negative.PrepaymentsPrepayments comprise incurred costs relating to subsequent financial years. Prepayments are measured at
cost.CashCash comprises cash in hand and bank deposits.Other provisionsOther provisions comprise anticipated costs of non-recourse guarantee commitments, returns, loss on
contract work in progress, decided and published restructuring, etc.
Other provisions are recognised and measured as the best estimate of the expenses required to settle the
liabilities at the balance sheet date. Provisions that are estimated to mature more than one year after the
balance sheet date are measured at their discounted value.
Non-recourse guarantee commitments comprise commitments to remedy defects and deficiencies within
the guarantee period.
Once it is probable that total costs will exceed total income from a contract in progress, provision is made
for the total loss estimated to result from the relevant contract.Lease liabilitiesLease liabilities relating to assets held under finance leases are recognised in the balance sheet as
liabilities
other than provisions, and, at the time of inception of the lease, measured at the present value of
future lease
payments. Subsequent to initial recognition, lease liabilities are measured at amortised
cost. The difference
between present value and nominal amount of the lease payments is recognised in the
income statement as a
financial expense over the term of the leases.Other financial liabilitiesOther financial liabilities are measured at amortised cost, which usually corresponds to nominal value.Tax payable or receivable Current tax payable or receivable is recognised in the balance sheet, stated as tax computed on this year's
taxable income, adjusted for prepaid tax.Cash flow statementThe cash flow statement shows 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 less
short-
term bank loans.
The cash flow statement shows 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 less
short-
term bank loans.
2023-06-30Henning Aabo Jørgensen