36734205 2025-01-01 2025-12-31 36734205 2025-01-01 2025-12-31 2 36734205 2025-01-01 2025-12-31 memberOfBoardIdentifier_executive_board_1 36734205 2025-01-01 2025-12-31 memberOfBoardIdentifier_board_of_director_1 36734205 2025-01-01 2025-12-31 memberOfBoardIdentifier_board_of_director_2 36734205 2025-01-01 2025-12-31 memberOfBoardIdentifier_board_of_director_3 36734205 2025-01-01 2025-12-31 1 36734205 2024-01-01 2024-12-31 36734205 2025-12-31 36734205 2024-12-31 36734205 2025-01-01 fsa:ContributedCapitalMember 36734205 2025-01-01 fsa:RetainedEarningsMember 36734205 2025-01-01 36734205 2025-01-01 2025-12-31 fsa:ContributedCapitalMember 36734205 2025-01-01 2025-12-31 fsa:RetainedEarningsMember 36734205 2025-12-31 fsa:ContributedCapitalMember 36734205 2025-12-31 fsa:RetainedEarningsMember 36734205 2025-01-01 fsa:InvestmentsInGroupEnterprisesMember 36734205 2024-01-01 fsa:InvestmentsInGroupEnterprisesMember 36734205 2025-01-01 2025-12-31 fsa:InvestmentsInGroupEnterprisesMember 36734205 2024-01-01 2024-12-31 fsa:InvestmentsInGroupEnterprisesMember 36734205 2025-12-31 fsa:InvestmentsInGroupEnterprisesMember 36734205 2024-12-31 fsa:InvestmentsInGroupEnterprisesMember 36734205 2025-12-31 fsa:LongtermMortgageLoansMember 36734205 2024-12-31 fsa:LongtermMortgageLoansMember 36734205 2025-12-31 fsa:ConvertibleProfitYieldingOrDividendYieldingLongtermDebtInstrumentsMember 36734205 2024-12-31 fsa:ConvertibleProfitYieldingOrDividendYieldingLongtermDebtInstrumentsMember iso4217:DKK pure Årsrapport 33771231 PricewaterhouseCoopers Statsautoriseret Revisionspartnerselskab Strandvejen 44 2900 Hellerup 2025-01-01 2024-01-01 2025-12-31 2024-12-31 PricewaterhouseCoopers Statsautoriseret Revisionspartnerselskab 33771231 Regnskabsklasse B Revisionspåtegning false 2026-06-30 Gregers Kronborg The Executive Board and Board of Directors have today considered and adopted the Annual Report of Fintech Solution Lab ApS for the financial year 1 January - 31 December 2025. The Annual Report is prepared in accordance with the Danish Financial Statements Act. In our opinion the Financial Statements give a true and fair view of the financial position at 31 December 2025 of the Company and of the results of the Company operations for 2025. In our opinion, Management's Review includes a true and fair account of the matters addressed in the Review. We recommend that the Annual Report be adopted at the Annual General Meeting. København K 2026-06-23 Gregers Kronborg CEO Frank Lyhne Hansen Gregers Kronborg Bo Mikael Langseth Nilsson Chairman To the shareholder of Fintech Solution Lab ApS Opinion 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 in accordance with the Danish Financial Statements Act.We have audited the Financial Statements of Fintech Solution Lab ApS for the financial year 1 January - 31 December 2025, which comprise income statement, balance sheet, statement of changes in equity and notes, including a summary of significant accounting policies (”the Financial Statements”). Basis for Opinion We conducted our audit in accordance with International Standards on Auditing (ISAs) and the additional requirements applicable in Denmark. Our responsibilities under those standards and requirements are further described in the ”Auditor’s responsibilities for the audit of the Financial Statements” section of our report. We are independent of the Company in accordance with the International Ethics Standards Board for Accountants’ International Code of Ethics for Professional Accountants (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 refer to note 1 to the Financial Statements and the information in the accounting policies section, from which it appears that due to the circumstance that the Company is expected to be liquidated within 2026, the Financial Statements are not prepared on a going concern basis, and that recognition, measurement and presentation are made with due consideration to this. Our opinion has not been modified in respect of this matter. Management is responsible for Management’s Review.Our opinion on the Financial Statements does not cover Management’s Review, and we do not express any form of assurance conclusion thereon.In connection with our audit of the Financial Statements, our responsibility is to read Management’s Review and, in doing so, consider whether Management’s Review is materially inconsistent with the Financial Statements or our knowledge obtained during the audit, or otherwise appears to be materially misstated.Moreover, it is our responsibility to consider whether Management’s Review provides the information required under the Danish Financial Statements Act.Based on the work we have performed, in our view, 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 Management’s Review. 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 taking into account the expected liquidation, disclosing, as applicable, matters related to going concern and using appropriate accounting policies taking into account the expected liquidation. Our objectives are to obtain reasonable assurance about whether the Financial Statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs and the additional requirements applicable in Denmark will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Financial Statements.As part of an audit conducted in accordance with ISAs and the additional requirements applicable in Denmark, we exercise professional judgement and maintain professional scepticism throughout the audit. We also:Identify and assess the risks of material misstatement of the Financial Statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by Management.Conclude on the appropriateness of Management’s use of the significant accounting policies in preparing the Financial Statements and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern taking into account the expected liquidation. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the Financial Statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern.Evaluate the overall presentation, structure and contents of the Financial Statements, including the disclosures, and whether the Financial Statements represent the underlying transactions and events in a manner that gives a true and fair view.We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. Hellerup 2026-06-23 PricewaterhouseCoopersStatsautoriseret Revisionspartnerselskab 33771231 Benny Voss Peter Nissen State Authorised Public Accountant State Authorised Public Accountant mne15009 mne33260 Fintech Solution Lab ApS Højbro Plads 10 1200 København K 36734205 Copenhagen Strandvejen 44 2900 Hellerup Key activitiesIn August 2024, the Company sold its Intellectual Property Rights to the subsidiary November First A/S and simultaneously sold November First A/S to Visma Holding Danmark A/S. Thereafter, the Company has been dormant and will be liquidated following the filing of the 2025 Annual Report, cf. below.Development in the yearThe income statement of the Company for 2025 shows a loss of DKK 1,409,135, and at 31 December 2025 the balance sheet of the Company shows a negative equity of DKK 52,820,054.The 2024 sale of the subsidiary include an earn-out arrangement based on the former subsidiary’s realised profit in the period 2025-2027 to be concluded mid-2028. However, in September 2025, the acquirer informed the Company that it had decided to close down the former subsidiary and not utilize the acquired Intellectual Property Rights (“IPR”) effectively on 1st November 2025. Further, the acquirer informed Management that it does not intend to initiate a sales process regarding the acquired IPR. Consequently, Management has assessed that the earn-out arrangement will not generate any profit.As mentioned last year, the Company initiated a preventive reconstruction process to ensure that repayment of loans received will be deferred to 2028 when the outcome of the earn-out was to be known. The reconstruction was approved at a meeting at the Maritime and Commercial Court (“Sø- og Handelsretten”) on 7th February 2025. Following above events Management believe that it is in the best interest of the Shareholders that the Company is liquidated before the end and the earn-out period and will consult with legal advisors in this regard. Meanwhile Management believe 1) that the Company’s’ accounts shall be based on net realizable values and 2) that following the reconstruction the Company is a going concern. Please refer to Note 1. The company is covered by §119 of the Companies Act on capital loss. At the ordinary general meeting 30 June 2025, the company's management provided information on the company's financial position and expectations for future reestablishment of the share capital.Uncertainty relating to recognition and measurementWe refer to note 2 regarding uncertainty relating to recognition and measurement.Subsequent eventsOn 6 March 2026 the Company received the Dkk 2.000.000 holdback amount for Visma Danmark Holding A/S, which is included in the balance sheet as per 31 December 2025. -327224 -375469 0 133890 -327224 -509359 32925 37518 1114836 34462278 -1409135 -34934119 0 37156 -1409135 -34971275 -1409135 -34971275 0 0 0 2000000 0 2000000 0 2000000 2000000 143378 0 100000 2000000 243378 570615 650543 2570615 893921 2570615 2893921 474155 474155 -53294209 -51885074 -52820054 -51410919 35790154 35088386 19550515 19137454 55340669 54225840 50000 79000 50000 79000 55390669 54304840 2570615 2893921 474155 -51885074 -51410919 0 -1409135 -1409135 474155 -53294209 -52820054 Following the announcement from the acquirer of the former subsidiary November First A/S, that the acquirer closed the acquired company’s activity end 2025 it is Managements view that the agreed earn-out arrangement regarding the former subsidiary’s realised profit in the period 2025-2027 – to be paid out mid-2028 - will not generate any profit. To defer repayment of loans until then, the Company initiated a formal preventive reconstruction process which was approved at a meeting at the Maritime and Commercial Court (“Sø- og Handelsretten”) on 7th February 2025. The main effect of the reconstruction is that all debt as per 30th January 2025 will be deferred until 2028 and be subject to 2% interest p.a. Further, should the inflow of funds from the earn-out in 2028 not be sufficient to cover the Company’s debt, loans etc will be reduced proportionately to ensure that the Company can be liquidated. Costs incurred after reconstruction shall be covered by the Company, which has sufficient funds to cover these costs through 2028. Based on above events Management believe that the Company’s accounts shall be presented applying net realisable values. This has not had any impact on the 2025 Financial Statements, cf. Note 2 and accounting policies below.Based on the reconstruction and current funds available it is Management's belief the Company is a going concern. The balance sheet includes loans amounting to DKK 55.390.669. Based on the reconstruction, should the inflow of funds from the earn-out in 2028 not be sufficient to cover the Company's debt, loans etc will be reduced proportionately to ensure that the Company can be liquidated. As the formal process regarding liquidation prior to 2028 has not been initiated, Management has – despite the changed accounting policies mentioned in Note 1 – assessed that the debt shall be included in the accounts at the full value. This is approximately DKK 53.000.000 higher than the expected net realizable value, which requires legal confirmations before these adjustments can be recognized. 0 133890 0 133890 0 1 Staff costs comprise wages and salaries allocated from November First A/S for 2024. Interest from group entreprises028,138Other financial income32,9259,38032,92537,518 Impairment losses on financial assets029,286,071Interest expenses, payables413,0621,610,256Interest expenses, EIFO701,7683,565,951Other financial expenses601,114,83634,462,278 0 37156 0 37156 0 66126000 0 66126000 0 0 0 -26925000 0 -26925000 0 0 0 0 Payments due within 1 year are recognised in short-term debt. Other debt is recognised in long-term debt.The debt falls due for payment as specified below:Mortgage loans35,790,15435,088,386Convertible and profit-yielding instruments of debt19,550,51519,137,454Please refer to Note 1 and 2 for a description of the current financing. The loans are recognized and presented in the Financial statements 2025 in accordance with the present loan agreements. As per 7th February 2025 the interest rate was in general decreased to 2% p.a. and repayment was deferred until late 2028. Should the inflow of funds from the earn-out in 2028 not be sufficient to cover the Company’s debt, loans etc will be reduced proportionately to ensure that the Company can be liquidatedThe convertible loans are non-terminable for both the company and the lenders unless breach occurs. In certain events like capital increases in the company the lenders may convert the loan to shares or have the loan repaid. 0 0 35790154 35088386 35790154 35088386 0 0 0 0 19550515 19137454 19550515 19137454 0 0 Other contingent liabilitiesThe company has no other contingent liabilities apart from the liabilities already recognized in the balance sheet. The Annual Report of Fintech Solution Lab ApS for 2025 has been prepared in accordance with the provisions of the Danish Financial Statements Act applying to enterprises of reporting class B as well as selected rules applying to reporting class C.The Financial Statements for 2025 are presented in DKK. The Financial Statements have been prepared on a realisation basis rather than on a going concern basis, as management has determined that the company should no longer continue operations. Accordingly, assets and liabilities are measured at net realisable value. The change has no impact on any of the line items in the Financial Statements. Recognition and measurementThe Financial Statements have in 2025 been prepared at net realisable value.Revenues are recognised in the income statement as earned. Furthermore, value adjustments of financial assets and liabilities measured at fair value or amortised cost are recognised. Moreover, all expenses incurred to achieve the earnings for the year are recognised in the income statement, including depreciation, amortisation, impairment losses and provisions as well as reversals due to changed accounting estimates of amounts that have previously been recognised in the income statement.Assets are recognised in the balance sheet when it is probable that future economic benefits attributable to the asset will flow to the Company, and the value of the asset can be measured reliably.Liabilities are recognised in the balance sheet when it is probable that future economic benefits will flow out of the Company, and the value of the liability can be measured reliably.Assets and liabilities are measured at net realisable value for 2025. Comparative figures for 2024 have been prepared in accordance with the accounting policies as described for each item below. RevenueRevenue from the sale of services is recognised when the risks and rewards relating to the services sold have been transferred to the purchaser, the revenue can be measured reliably and it is probable that the economic benefits relating to the sale will flow to the Company.Revenue is measured at the consideration received and is recognised exclusive of VAT and net of discounts relating to sales. Other external expensesOther external expenses comprise indirect production costs and expenses for premises, sales as well as office expenses, etc. Gross lossWith reference to section 32 of the Danish Financial Statements Act, gross profit/loss is calculated as a summary of revenue, other operating income and other external expenses. Staff expenses comprise wages and salaries as well as payroll expenses. Other operating income and expensesOther operating income and other operating expenses comprise items of a secondary nature to the main activities of the Company. Financial income and expenses are recognised in the income statement at the amounts relating to the financial year. Tax on profit/loss for the yearTax for the year consists of current tax for the year and changes in deferred tax for the year. The tax attributable to the profit for the year is recognised in the income statement, whereas the tax attributable to equity transactions is recognised directly in equity. Receivables are measured in the balance sheet at the lower of amortised cost and net realisable value, which corresponds to nominal value less provisions for bad debts. PrepaymentsPrepayments comprise prepaid expenses concerning insurance premiums. Cash at bank and in handCash at bank consists of deposits with banks Equity comprises contributed capital and retained earnings. The net profit or loss for the year is transferred to retained earnings. Current tax receivables and liabilitiesCurrent tax liabilities and receivables are recognised in the balance sheet as the expected taxable income for the year adjusted for tax on taxable incomes for prior years and tax paid on account. Extra payments and repayment under the on-account taxation scheme are recognised in the income statement in financial income and expenses. Loans, such as mortgage loans, are recognised initially at the proceeds received net of transaction expenses incurred. Subsequently, the loans are measured at amortised cost; the difference between the proceeds and the nominal value is recognised as an interest expense in the income statement over the loan period.Mortgage loans are measured at amortised cost, which for cash loans corresponds to the remaining loan. Amortised cost of debenture loans corresponds to the remaining loan calculated as the underlying cash value of the loan at the date of raising the loan adjusted for depreciation of the price adjustment of the loan made over the term of the loan at the date of raising the loan.Other debts are measured at amortised cost, substantially corresponding to nominal value.