TOPSØE HOLDING A/S
ANNUAL
REPORT
2023
CVR no. 30 82 67 52
The Annual Report has been presented and adopted
at the Annual General Meeting on April 5, 2024
Chair of the meeting,
CONTENTS
Letter from the chairman 3
Group financial review 4
Key financial figures 5
Outlook 6
Committed to be a sustainable business 7
Risk management & key risks
Risk management 17
Topsøe Holding A/S’ risk management process 18
Consolidated financial statements
Income statement 24
Statement of comprehensive income 24
Balance sheet 25
Cash flow statement 26
Statement of changes in equity 27
Notes 29
Financial statements of Topsøe Holding A/S
Income statement 62
Balance sheet 63
Statement of changes in equity 64
Notes 65
Statements
Statement by the Executive Management and
Board of Directors on the annual report 69
Independent auditor’s report 70
MANAGEMENT REVIEW FINANCIAL STATEMENTS
2TOPSØE HOLDING A/S ANNUAL REPORT 2023 MANAGEMENT REVIEW
LETTER FROM THE CHAIRMAN
Building on our long-standing values and purpose
it is very gratifying to see how Topsoe is leading the
energy transition while transitioning the company
at the same time. We will continue this journey with
determination in the future and look forward to
reaching new milestones already in 2024.
I want to extend my deep gratitude to everyone
that have contributed to the successes of 2023 and
especially want to mention our cherished partner
Temasek, the board members, the Senior Leadership
Team and all our dedicated employees.
IGM Biosciences, Inc.
IGM Biosciences experienced the significant head-
wind that has challenged the entire biotech industry.
This put pressure on not just the stock price but also
led to the company focusing its efforts and thus
cutting various programmes. Unfortunately, that
also meant that it was necessary to terminate the
employment for many great employees.
We are still very excited with the ongoing pro-
grammes and are eager to see the data that will be
produced in 2024.
Due to the very low share price at the time of closing
the books in 2023 we are writing down the value of
our holdings in IGM to reflect the market price.
Thank you very much to the amazing team at IGM
that are working relentlessly to bring forward new
treatments for patients in very difficult times.
Frydenlund Ejendomsselskab ApS
The renovation projects at Frydenlund still require a
significant effort and are being expanded in scope to
preserve the historical buildings. The orchard is now
very close to being completely ecological. How-
ever, the operations have been challenging also in
2023. The team is making great efforts to make the
orchard profitable while preserving the historic site
with the respect it deserves.
A warm thank you to all the people that work hard to
maintain Frydenlund as a beautiful oasis.
Lastly, I want to thank the Topsøe Holding team
for always diligent and great work, my fellow board
members for an inspiring and very constructive
collaboration and my family for their support to the
journey we are on.
JAKOB HALDOR TOPSØE
Chairman
Topsoe A/S
2023 was an incredible year for Topsoe with sig-
nificant milestones reached across the business.
Ground-breaking agreements were signed on renew-
able, low carbon and e-fuels projects that will help
bring down emissions in the energy-intensive indus-
tries globally. The construction of the SOEC manu-
facturing facility in Herning, Denmark was celebrated.
Furthermore, Topsoe established a 50/50 joint ven-
ture with Sasol to produce Sustainable Aviation Fuels,
in 2024. Financially, 2023 was also a very successful
year as Topsoe delivered record financial results.
Topsoe’s growth in 2023 was mainly driven by a
strong demand for Topsoe catalysts, especial-
ly in EMEA and North America and strong market
growth in technology solutions. This was spurred by
a demand from both new and recurring customers,
including customers looking to revamp existing re-
fineries to renewable fuel production and new plants
based on Topsoe technology.
Today, Topsoe have a leading position within tech-
nologies and solutions for renewable and low-carbon
fuel production in North America and have built a
strong pipeline for the coming years. In addition,
Topsoe is involved in the most innovative and for-
ward-looking projects with Power-to-X solutions and
SOEC technology and have built strong partnerships
across the value chain that will contribute to moving
the energy transition forward, faster.
3TOPSØE HOLDING A/S ANNUAL REPORT 2023 MANAGEMENT REVIEW
Financial highlights 2023
Profit before tax amounted to DKK 618 million in
2023 (2022: DKK 266 million).
For the core business, total revenue increased by
38% in 2023 to DKK 9,416 million (2022: DKK 6,845
million).
The revenue increase was driven by high demand for
Topsoe catalysts, a 40% increase, especially in EMEA
and North America and revenue growth of 32% in
technology solutions. The increase was a result of
strong demand from both new and current custom-
ers, including customers looking to revamp existing
refineries to renewable fuel production and new
plants based on Topsoe technology. The increase was
further impacted by price increases driven by higher
production and raw material costs..
Topsøe Holding has in 2023 invested a further DKK
92 million (USD 13.5 million) in the associated com-
pany IGM Biosciences Inc., as part of a total capital
increase of DKK 781 million (USD 120 million). Due
to the capital increase Topsøe Holding’s ownership
was diluted from 31.9% to 26.3%. The gain from the
dilution amounted to DKK 5 million.
In 2023, IGM Biosciences Inc. impacted the income
statement with a total loss of DKK 424 million
(2022: DKK -207), including adjustment to fair value
amounted to DKK -66 million.
EBIT before special items
EBIT before special items amounted to DKK 932
million (2022: DKK 574 million), an increase of 62%
compared to 2022. This was driven by the strong full
year revenue and gross margins combined with an
overall good production performance, and further
upscaling of our Power-to-X organization.
Special items amounted to DKK 0 million in 2023.
(2022: DKK -43 million), driven by closing down busi-
ness in Russia.
Net profit
Our net profit increased by 101% to DKK 382 million
(2022: DKK 190 million). The increase in net profit was
mainly explained by:
- The net profit in Topsoe A/S increased by 37% to
DKK 775 million (2022: DKK 567 million). The in-
crease was mainly driven by the higher EBIT before
special items.
- 2023 included DKK 92 million in dividends from
investments, compared to DKK 129 million in 2022.
- Financial expenses decreased to DKK 329 million
(2022: DKK 428 million). The Financial expenses
are mainly driven by “Value adjustment of other
receivables”.
Cash flow
Cash flow from operating activities amounted to DKK
1,204 million (2022: DKK 988 million). The improve-
ment since a year ago is mainly explained by the
increase in EBIT. 2023 cash flows were negatively im-
pacted by working capital as opposed to 2022, where
we have seen a small positive impact. The decrease
in working capital was due to higher work in progress
and contract liabilities compared to 2022, which
was offset by increased inventories and higher trade
receivables resulting from sales growth.
Cash flow from investment activities amounts to DKK
-1,763 million (2022: DKK -975 million) and was mainly
driven by significant property, plant and equipment
investments in 2023.
Return on invested capital (ROIC)
ROIC before special items amounted to 11.2% (2022:
7.8%) and was driven by the increase in net operating
profit after tax, related to the record performance
in 2023, and an increase in invested capital, primarily
related to fixed asset investments.
Financial covenants
Financial covenants as of December 31, 2023, were
all met.
Order backlog
The order backlog amounted to DKK 4,900 million at
the end of 2023, a decrease of DKK 1,115 million, or
19%, compared to 2022.
GROUP FINANCIAL REVIEW
4TOPSØE HOLDING A/S ANNUAL REPORT 2023 MANAGEMENT REVIEW
KEY FINANCIAL FIGURES
2023 2022 2021 2020 2019
Income statement
DKK million
Revenue 9,416 6,845 6,225 6,179 5,897
Gross profit 3,557 2,754 2,881 2,784 2,638
EBITDA 1,330 928 1,220 1,166 921
Depreciation and amortization -398 -354 -336 -325 -343
EBIT before special items 932 574 884 841 578
Special items 0 -43 -26 -275 54
EBIT after special items 932 531 858 566 632
Net financial expenses, etc. -314 -265 -92 201 859
Profit from continuing operations 382 190 585 646 1,287
Profit/loss from discontinuing
operations 0 0 10 45 0
Net profit 382 190 595 691 1,287
Balance sheet
DKK million
Balance sheet total 15,735 14,787 13,669 13,416 13,239
Shareholder’s Equity 8,512 8,517 8,463 8,049 7,663
Net working capital 1,065 1,049 1,131 428 600
Net interest-bearing debt 1,369 608 112 172 543
2023 2022 2021 2020 2019
Cash flow
DKK million
Cash flows from operating
activities 1,204 988 464 1,104 524
- of which continuing operations 1,204 988 464 1,104 540
Cash flows from investing
activities -1,763 -975 -330 -754 -1,768
- of which investment in Property,
plant and equipment -1,736 -787 -334 -329 -216
Cash flows from financing
activities 427 -430 -459 -253 1,370
Employees
Numbers
Average number of employees 2,679 2,251 2,142 2,278 2,263
Ratios
%
Gross margin 37.8 40.2 46.3 45.1 45.8
EBITDA margin 14.1 13.6 19.6 18.9 16.9
EBIT before special items margin 9.9 8.4 14.2 13.6 9.8
EBIT after special items margin 9.9 7.8 13.8 9.2 10,7
Return on invested capital (ROIC)
before special items 11.2 7.8 13.1 8.8 10.2
Equity ratio 54.1 57.6 61.9 60.0 57.9
Return on equity 4.5 2.2 7.2 8.8 20.4
Leverage ratio 1.0 0.7 0.1 0.2 0.6
The ratios have been prepared in accordance with the Recommendations & Financial Ratios produced by the Danish Finance
Society and CFA Society Denmark.
5
TOPSØE HOLDING A/S ANNUAL REPORT 2023 MANAGEMENT REVIEW
OUTLOOK
OUTLOOK 2024
Topsøe Holding Group expects 2024 revenue to be
in the range of DKK 8,300-8,800 million and an EBIT
margin in the range of 8.0-10.0%.
In Topsoe A/S we expect double-digit growth in our
technology businesses, while our catalyst business
is expected to be affected by the cyclic nature of
customer demand, resulting in negative growth.
We continue the high level of investment in SOEC
technology and Power-to-X business, as well as other
investments that will ensure a continued sustainable
long-term growth for our company. It is expected
that these key investments will contribute to revenue
growth after 2024.
FORWARD-LOOKING STATEMENTS
Topsøe Holding Group’s financial reports, whether in
the form of annual reports or interim reports, as well
as any presentations based on such financial reports,
and any other written information released, or oral
statements made, to the public based on this annual
report or in the future on behalf of Topsøe Holding
Group, may contain forward-looking statements.
These forward-looking statements are based on
current plans, estimates and projections. By their very
nature, forwardlooking statements involve inherent
risks and uncertainties, both general and specif-
ic, which may be outside Topsøe Holding Group’s
influence, and which could materially affect such
forward-looking statements.
Topsøe Holding Group cautions that a number of
factors, including those described in the risk man-
agement part of this report, could cause actual
results to differ materially from those contemplated
in any forward-looking statements.
6TOPSØE HOLDING A/S ANNUAL REPORT 2023 MANAGEMENT REVIEW
In 2023, Topsoe A/S made an ambitious commitment
to enable our customers to reduce their emissions by
20 million tons CO
2
e through Topsoe designed tech-
nology. Topsoe A/S see a strong and growing pipeline
of projects that will bring the world closer to net zero
in 2050, and Topsoe A/S have been awarded landmark
projects throughout 2023. However, external factors
such as a lack of clarity in regulatory guidance for CO
2
e
reduction projects and interest rates have delayed Final
Investment Decision (FID) for several significant pro-
jects, which has affected our result for the year.
Based on the FID’s taken in 2023, Topsoe A/S expect to
have enabled our customers to reduce their emissions
by 7 million tonnes CO
2
e in 2023. However, with the po-
litical attention dedicated to improved regulatory guid-
ance in the US and EU, and early signs of macroeco-
nomic recovery, Topsoe A/S expect that more projects
with CO
2
e reductions will be awarded, construction and
into operation in 2024.
Going forward, Topsoe A/S are introducing a more
accurate and transparent measurement of how Topsoe
A/S expect to enable their customers’ reduction of
greenhouse gas emissions.
Topsoe A/S will report on three stages in the project
funnel:
1. Awarded: Expected annual avoided CO
2
e emissions
by customers, enabled by Topsoe designed
technology for contracts awarded as at year end. In
2023, this amounted to 23 million tons CO
2
e.
2. Under construction: Expected annual avoided
CO
2
e emissions by customers, enabled by
Topsoe designed technology for projects under
construction as at year end. In 2023, this amounted
to 7 million tons CO
2
e
Committed to being a
sustainable business
MOVING TOWARDS NET ZERO BY 2040
Topsoe A/S are determined to take a leading role in
the green energy transition and have set ambitious
targets for our own sustainability commitments.
In 2023, the Science Based Targets initiative (SBTi)
approved our commitment to net zero greenhouse
gas emissions for our entire value chain by 2040.
Topsoe A/S near-term target is to reduce absolute
greenhouse gas emissions by at least 95% in Topsoe
A/S own operations by 2030 from a 2020 base year.
With Topsoe A/S´s ambitious net zero roadmap,
Topsoe A/S want to inspire and lead the way for
decarbonizing our industry.
Topsøe Holding A/S has three subsidiaries, out of which two are Danish. One of these, Topsoe
A/S, is required to report on sustainability according to section 99 a of the Danish Financial
Statements Act. Most of Topsøe Holding Group’s activities take place in Topsoe A/S, which is
where the risks but also opportunities within sustainability resides. Consequently, the following
description of Topsøe Holding Group’s contribution to sustainability is based on activities and
results occurred in Topsoe A/S. In 2024, we will progress further toward full alignment with
these new disclosure requirements to be compliant in the financial year 2025.
OUR CUSTOMERS REDUCE THEIR GREENHOUSE GAS EMISSIONS
7TOPSØE HOLDING A/S ANNUAL REPORT 2023 MANAGEMENT REVIEW
MEETING
CURRENT
AND FUTURE
MARKET NEEDS
BUILDING A LEADERSHIP POSITION IN POWER-TO-X
Sectors that cannot significantly lower their carbon
footprint through direct electrification are faced with
a real challenge in the energy transition. Power-to-X
is the solution. From renewable electricity one can
– with electrolysis – make green hydrogen. This can
in turn be transformed into green ammonia, green
methanol and other e-fuels, so we can travel by air
and sea as well as produce steel, chemicals, and
cement without using fossil fuels.
However, electrolyzer production capacity is needed
at scale, and the demand for that will only grow as the
world closes in on the global net zero deadline in 2050,
where the International Energy Agency (IEA) estimates
we will need 3670 GW of electrolysis.
Topsoe A/S are acting on this demand by investing
significantly in R&D and in constructing an
industrial scale solid oxide electrolyzer cell (SOEC)
manufacturing facility in Herning, Denmark, with an
expected initial capacity of 500MW. Topsoe A/S are
also considering building our next SOEC factory in
the US.
Building a leadership position in Power-to-X
Driving our customers’ transition to carbon
emission reduction technologies
Optimizing our traditional business
Topsoe A/S are working with several ambitious
partners to make a difference with our Power-to-X
solutions and SOEC technology. US-based First
Ammonia is developing plants to produce up to 5
million tonnes of ammonia per year, set to open
by 2025, with SOEC technology at the heart of it.
Another example is our partnership with Ørsted for
Europe’s largest green e-methanol facility receiving
Final Investment Decision, FlagshipOne.
Topsoe A/S are also exploring the possibility of
establishing low-carbon ammonia production in
Indonesia based on nuclear power together with
Copenhagen Atomics and other partners → Explore.
Topsoe A/S are leading the Frontfuel project,
pioneering highly efficient sustainable aviation fuel
(SAF) production from CO
2
, water, and renewable
electricity. The project, which is a first of its kind,
has received funding from the Energy Technology
Development and Demonstration Programme (EUDP)
→ Explore.
Topsoe A/S have three strategic commercial
priorities to meet current and future market needs:
3. In operation: Calculated annual avoided CO
2
e
emissions by customers, enabled by Topsoe
designed technology for projects in operation as
at year end. In 2023, this amounted to 11 million
tons CO
2
e
With this three-tier model Topsoe A/S can meas-
ure our impact in a transparent way and document
progress for our mission to enable our customers
to lower carbon emissions globally. From the first
two phases Topsoe A/S can see the market devel-
opments, and the third phase measures the direct
impact our technologies have had on lowering global
GHG emissions.
8TOPSØE HOLDING A/S ANNUAL REPORT 2023 MANAGEMENT REVIEW
OPTIMIZING OUR
TRADITIONAL BUSINESS
DRIVING OUR CUSTOMERS’
TRANSITION TO CARBON EMISSION
REDUCTION TECHNOLOGIES
Topsoe A/S play a key role in making the traditional
fuels and chemicals the world still relies on as energy
efficient as possible, so they make the minimum
impact on the climate. Our technology and catalysts
help keep our air cleaner while the energy system
transforms. This is essential to enable a just transi-
tion, making clean and affordable energy available to
all and leaving no one behind.
Topsoe A/S continue to strengthen our position in
low-sulfur fuels, hydrogen, ammonia and methanol
using our technologies and catalysts. Topsoe A/S
also work to maintain our leading position in tech-
nology and catalysts that reduce and eliminate sulfur
emissions and air pollution from industry.
This area of our strategy also includes our efforts to
optimize how Topsoe A/S run our own business. For
example, refining processes and reducing waste; im-
proving hardware design; removing non-value-adding
tasks; and rolling out digitization projects, such as our
next-generation ClearView™ solution. With this solu-
tion Topsoe A/S can remotely assist clients at their sites.
This year, Topsoe A/S have completed an exciting
project with our partner, the international technology
group Andritz. Together, Topsoe A/S have enabled
the Brazilian pulp and paper producer, Klabin, to
enhance their economic and environmental perfor-
mance by converting the sulfur containing by-prod-
ucts to sulfuric acid used in its own pulp mill. Topsoe
A/S have also supported Anglo American Platinum
with our ClearView™ echnology in a platinum smelter
in South Africa.
To combat climate change, all available pathways
are needed to lower greenhouse gas emissions. At
Topsoe A/S, we have the solutions and technologies
needed to help our customers move towards
net zero. Through partnerships, Topsoe A/S have
expanded our solutions for producing low-carbon
fuels – also known as blue hydrogen, ammonia, and
methanol – using fossil energy sources and carbon
capture and storage to make the smallest possible
climate impact. These solutions are attractive low-
carbon options that are available today, allowing
for sectors such as transport and heavy industry to
decarbonize rapidly.
As Topsoe A/S expected, the interest in, and use
of, these technologies is growing vastly, particularly
for transport and industry. The same goes for our
technologies to produce renewable fuels, e.g.
sustainable aviation fuels (SAF), based on biological
feedstock and municipality waste. To meet future
market needs in renewable diesel and SAF, Topsoe
A/S have invested in new catalyst production
capacity in Bayport US.
Topsoe A/S see significant interest in these solutions,
especially in the US and South-East Asia. Today,
our HydroFlex
TM
technology is at the heart of North
America’s largest SAF production facility, Calumet’s
Great Falls refinery in Montana, US. → Explore.
The expected annual production of SAF required
for the world to reach net zero in 2050 is 449 billion
liters, according to the International Air Transport
Association (IATA). To help meet the growing global
demand, Topsoe A/S have established a 50/50
joint venture to produce SAF together with global
chemical and energy company Sasol. → Explore.
9TOPSØE HOLDING A/S ANNUAL REPORT 2023 MANAGEMENT REVIEW
In 2025, Danish energy producer Ørsted will
commission its first-ever commercial scale
Power-to-X facility, FlagshipONE, with Topsoe as a
technological partner. This is set to be the largest
green e-methanol facility in Europe.
Solutions for decarbonization - and the technologies
that enable them - are context specific and unique to
individual industries. For the global maritime shipping
industry, which currently accounts for roughly 3%
of global emissions, decarbonization will involve
redesign of engines and fast adoption of e-fuel. That
means a mass adoption of e-methanol.
Versatile and easy to transport
Green e-methanol is a versatile, low-carbon, liquid
fuel that is easy to store, transport and use. While it
has potential across numerous industries, Claus Bøjle
Møller, Vice President Execution and Operations P2X
at Ørsted believes the global shipping industry will be
one of the earliest adopters of e-methanol’s power.
“Currently, there are more than 200 ships in
operation or on order that are dual-fuel vessels. 41%
of the vessels on order are from contracts made in
the first half of 2023. So clearly, the demand is fast
increasing.”
Delivering a modular and scalable solution
The FlagshipONE project, situated in Örnsköldsvik in
Northern Sweden, is estimated to produce around
50,000 tonnes of e-methanol per year. As one of
Ørsted’s key technological partners, Topsoe A/S
will be supplying the FlagshipONE project with our
e-methanol ModuLite™ technology, which enables
the synthesis of e-methanol from green hydrogen
and biogenic carbon dioxide.
Intended for use in Power-to-X applications and
more, Topsoe’s ModuLite™ systems are complete
plants built from prefabricated, truckable modules
that allow for rapid deployment and less onsite
construction – which is particularly important on
remote sites such as FlagshipONE.
“For us, it is clear that Topsoe is a well-established
technology provider with deep domain expertise
and a professional approach to delivering the scope
Setting sail for Europe’s
largest e-methanol facility
for FlagshipONE,” says Claus Bøjle Møller. “We
share the commitment to making this more than a
stand-alone e-methanol plant. We want it to be the
steppingstone towards scaling up and proving that
the technology works in a baseload set-up. We look
forward to continuing our productive collaboration
with Topsoe.”
10TOPSØE HOLDING A/S ANNUAL REPORT 2023 MANAGEMENT REVIEW
In 2023, Topsoe signed a landmark agreement to
establish a 50/50 joint venture with global energy
leader Sasol. The new company will be operational
in Q1 2024 and will produce sustainable aviation fuel
(SAF) that will help accelerate the decarbonization of
global aviation.
With an increasing number of international policies,
commitments and mandates supporting SAF,
the aviation industry will be responding to the
sustainability challenge. However, air travel still
contributes to 2-3% of global CO
2
emissions and,
with a strong expectation that demand will keep
rising, steps need to be taken to cut climate impact.
The adoption of SAF will be a big contributor to
lowering emissions in aviation. The International
Air Transport Association (IATA) are expecting it to
provide about 65% of the carbon mitigation needed
by 2050.
Combining strengths to scale up SAF
SAF production needs to ramp up significantly and
quickly. In 2022, SAF production tripled but was still
less than 0.1% of what is needed for 2050 net zero
targets, according to IATA. It’s important to note that
airlines used every drop of SAF produced in 2022,
highlighting the supply-side challenge.
The Topsoe and Sasol joint venture will combine
the two companies’ unique and complementary
technologies, expertise and end-to-end capabilities
to scale and accelerate SAF production. It will
develop, build, own and operate SAF plants, as well as
market SAF derived from non-fossil feedstock, using
renewable energy, sustainable sources of CO
2
and/or
biomass.
A joint venture built on decades of partnership
Topsoe and Sasol have been strategic partners for
more than 25 years, providing the perfect foundation
for a successful joint venture, with Roeland Baan,
Topsoe CEO, commenting: “We believe no one is
better positioned than the company formed by
Sasol and Topsoe to deliver the means to scale SAF
production. This partnership is an important moment
of progress at a critical time.”
Joint venture will take SAF
further, faster in the race to
decarbonize aviation
11TOPSØE HOLDING A/S ANNUAL REPORT 2023 MANAGEMENT REVIEW
As the world shifts toward a more decarbonized
future, catalysts play a crucial role in enabling
the energy transition. Catalysis is a cornerstone
of modern society, with approximately 90% of all
commercially produced chemical products relying on
this transformative process.
From the production of fertilizers and chemicals to
the creation of renewable fuels, catalysts enable
the conversion of raw materials into valuable
commodities, lower the cost of expensive processes
and improve air quality by reducing harmful emissions.
They also lie at the core of our business, connecting
Topsoe’s history to our present and future in
decarbonization and industrial emission reduction.
Pioneers in catalyst development
Topsoe A/S have a rich history in catalyst
development, dating back to our foundation in
1940 by Dr. Haldor Topsøe. He was a visionary
pioneer in the field of heterogeneous catalysis,
recognizing the potential of catalysts to revolutionize
industrial processes. Since then, Topsoe has been
at the forefront of catalyst innovation, developing
groundbreaking technologies for the production of
ammonia, methanol and other chemicals.
Driving the energy transition
Today, Topsoe A/S offer over 100 in-house catalyst
types, making us a leading producer of catalysts
for the chemical, refining and energy industries. We
have developed a range of catalysts specifically for
the production of renewable and low-carbon fuels.
Including for instance, biodiesel, SAF, low-carbon
hydrogen, e-methanol and green ammonia. These
catalysts enable more efficient and faster production
processes, helping to lower the emissions of the
energy industry.
”We are committed to supporting our customers’
decarbonization journey by developing catalyst
solutions that optimize plant performance and lower
CO
2
emissions. By focusing on catalyst innovation,
we empower industry experts to reduce their carbon
footprint and embrace more future-proof industrial
practices,” says Elena Scaltritti, CCO of Topsoe.
Gearing up for the future
In 2023, we have built our largest and most efficient
catalyst production site in Bayport, Texas. The new
unit has a nameplate capacity of 15,000 MT and
is designed to be tight and closed, significantly
reducing dust exposure for employees.
The future of catalysts
in the energy transition
This design, coupled with the high level of
automation, allows the plant to operate at a larger
scale with the same number of people, leading to
increased efficiency.
The first official sellable product from the new plant
in Bayport was made quickly after hot tests in Q4
2023, making the facility ready to deliver state-
ofthe-art catalysts to customers in 2024.
12TOPSØE HOLDING A/S ANNUAL REPORT 2023 MANAGEMENT REVIEW
13TOPSØE HOLDING A/S ANNUAL REPORT 2023 MANAGEMENT REVIEW
14TOPSØE HOLDING A/S ANNUAL REPORT 2023 MANAGEMENT REVIEW
Donations and community
development
Topsøe Holding A/S
Every year, we allocate part of our dividends received
from our subsidiary Topsoe A/S, to global and local
donations and community engagement activities.
Topsøe Holding A/S has established a forum,
separate from management, to handle the tasks in
connection with these donations.
Our donations primarily support activities that help
vulnerable families and children.
Topsoe A/S
Making a positive difference in the world is a
fundamental part of Topsoe. Every year, Topsoe A/S
allocate 0.1% of our annual revenue to global and local
donations and community engagement activities.
Topsoe A/S support activities that help families
and children lead a dignified life even when facing
poverty, climate change, and conflict. Topsoe A/S
also engage locally in the communities where Topsoe
A/S work.
In 2023, Topsoe A/S widened the scope of our
partnership with the World Wide Fund for Nature
(WWF). Topsoe A/S also provided humanitarian
relief in the wake of several natural disasters through
trusted partners Save the Children and UNICEF.
In Denmark, Topsoe A/S hosted several events
for Ukrainian refugees who are staying near our
headquarters to provide positive experiences during
a difficult time. At our headquarters, Topsoe A/S are
also engaged in a partnership with Lyngby-Taarbæk
municipality with the purpose of providing internships
for citizens with little connection to the labor market.
Topsoe A/S have donated kits for science, technology,
engineering and mathematics (STEM) to local schools
in the community where Topsoe A/S are present in
Houston, US. Moving forward, Topsoe A/S want to take
a larger role in ensuring access to STEM education in
the communities where Topsoe A/S operate as a key
element of our corporate citizenship.
15TOPSØE HOLDING A/S ANNUAL REPORT 2023 MANAGEMENT REVIEW
Decades with positive results demonstrate that Topsoe A/S have a well-tested way of
managing risks in their current core business. With their vision of being recognized as the
global leader in carbon emission reduction technologies by 2024, Topsoe A/S are moving
into new business areas and working with new business models to support their strategy,
which means exposure to new types of risks.
The Topsøe Holding Group´ risk landscape will con-
tinue to evolve as Topsoe A/S develop technologies
to commercialize in new markets and expand offer-
ings in their core businesses.
TOPSOE’S RISK MANAGEMENT
To maintain our status as a trusted company and to
ensure the future success of our business, it is im-
perative that we are set up to manage both existing
and new risks.
Laying down the cornerstones
for a solid risk structure
Starting at the executive level, Topsoe A/S have
increased the focus on risks in the mandate of their
Audit, ESG and Risk Committee. As of 2023, the
committee is responsible for keeping a compa-
ny-wide view of the most significant risks affecting
our company, including the responsibility of sustaina-
bility impacts, risks and opportunities.
At company level, we updated our enterprise risk
management policy and clarified roles and govern-
ance frameworks to strengthen the focus on risk
and ensure collaboration across business areas and
teams.
At a practical level, this means that all departments
are now responsible for managing their own risks. To
support them in their work, we have set up a specif-
ic Risk Management team, which helps to facilitate
risk management activities and ensure alignment
throughout the company.
This translates into an enterprise risk management
process where senior managers in every part of the
organization work closely with the Risk Management
team to identify and assess the risks specific to their
area that might have an adverse impact across the
whole of our business. They also evaluate and agree
on actions to address the risks.
The risks identified as most critical are then as-
signed to a member of the Senior Leadership Team
who becomes owner of the risk and responsible for
initiating identified mitigations. Finally, the Senior
Leadership Team, the Audit, ESG and Risk Commit-
tee, and the Board of Directors are responsible for
overseeing progress in mitigating the identified risks.
This process was initiated in 2023 and will be repeat-
ed in 2024.
In 2023, we matured our assessment of sustainabil-
ity impacts from a financial risk perspective via the
double materiality assessment. This has provided
us with better understanding of how sustainability
impacts can affect our business financially. Assess-
ment of financial materiality of sustainability impacts
will be embedded in the Enterprise Risk Management
process moving forward.
Mapping our risks
In the ‘risk area’ chart we describe the risks that are
most critical to our business as well as the actions we
take to protect company assets and opportunities by
mitigating these risks.
The risk picture covers all our value chain. The top
risks not only reflect uncertainties inherent to our
business but also worldwide uncertainties affecting
global companies.
A changing risk landscape
17TOPSØE HOLDING A/S ANNUAL REPORT 2023 MANAGEMENT REVIEW
Risk description
As a global business, we operate in regions that are exposed to geopo-
litical and macroeconomic instability. This exposes us to risks that could
adversely affect the demand for our technologies as well as our ability
to deliver our solutions to market.
Geopolitical instability may also impact our ability to source raw mate-
rials, energy and other components used in our supply chain. Russia’s
invasion of Ukraine is an example of this risk materializing.
Our decision, in 2022, to develop our Power-to-X (PtX) business and build a first-of-a-
kind SOEC manufacturing plant comes with several risks. There are the risks inherent
in constructing the facility itself. Building a SOEC plant requires managing engineering,
procurement and construction activities, performed internally or by sub-contractors.
Developing state-of-the-art technology like SOEC inherently includes risks. And with
commercialization comes the risks related to contractual obligations and developing a
market that’s still relatively new.
The construction of the plant in Herning is progressing according to both budget and
timeline. In regard of technology risk, the testing of the SOEC technology during 2023
has progressed in line with the milestones of the technology roadmap
Impact
A geopolitical conflict or major macroeconomic disruption could limit
our ability to produce and/or sell our solutions in one or more markets.
It could also result in unfavorable market conditions for new projects,
which, in turn, could significantly affect our short and long-term finan-
cial results.
Should the risks related to the construction of the SOEC plant materialize, we could face
increased costs and delays in terms of when the production can start. This could have an
impact on commercialization of our electrolyzers and result in liabilities towards our cus-
tomers. In addition, if the PtX market does not take off as expected, we could win fewer
contracts than we have projected.
Finally, if we do not manage to onboard and retain the right talent, we might see delays in
maturing the technology, in executing the construction of the SOEC plant, and in devel-
oping a commercial pipeline in this area.
Mitigating actions
To mitigate these risks, we will:
→ monitor and manage geopolitical tension and political risks in key
markets, which might have a negative effect on our business.
• liaise with governments, regional/ international organizations and oth-
er external stakeholders to assess the likelihood of disruptive events.
• define different risk scenarios to assess the need for mitigating
actions and implementation of contingency plans
→ secure proper contractual frameworks to reduce exposure to poten-
tial and emerging risks.
→ consider alternative production scenarios and closely monitor raw
material prices.
→ secure proper payment security.
To mitigate these risks, we will:
→ run continuous risk management procedures during engineering, procurement, and
construction of the SOEC plant (for instance, by testing the designed solutions at our
suppliers or in our R&D facilities).
→ mature the SOEC technology to ensure robustness and stability by running dedicated
tests.
→ actively position & promote Topsoe as a leading supplier of Power-to-X solutions, gen-
erating awareness of our ability to deliver within this emerging sector. These activities
will support lead generation in pursuit of commercial targets.
→ launch ongoing initiatives to support employee acquisition and retention.
Links to sustainability
Changes in countries’ political leadership can impact climate policy. PtX is an effective way to decarbonize human activities. Any failure to develop our
PtX area would result in us not being able to deliver on our ambitious commitments
towards climate change and sustainability.
GEOPOLITICAL AND ECONOMIC
INSTABILITY
TECHNICAL AND COMMERCIAL DEVELOPMENT
OF THE POWER-TO-X BUSINESS AREA
18TOPSØE HOLDING A/S ANNUAL REPORT 2023 MANAGEMENT REVIEW
Risk description
Global instability following the COVID-19 pandemic, the Russian invasion
of Ukraine and war in the Middle East can affect the supply of energy
and raw materials. In addition, our catalyst production processes rely
heavily on the use of complex equipment, the supply of which may also
be affected by global instabilities. Despite these challenges, we haven’t
experienced major disruptions, and we have been able to continue
production more or less as usual.
We have built a new production unit in Bayport, US and will increase
production capacity there from 2024.
In recent years, major cyber-attacks have been launched against companies all over the
world and across all industries. Unfortunately, we have seen an increase in serious op-
erations conducting cyber-attacks closer to our business. As a knowledge-based and
increasingly digitized company, we’re exposed to information security risks, and we are
continuously monitoring the area.
Impact
Disruption in raw material supply, limitations in access to energy, or
breakdown of equipment could mean production would not happen as
planned, with delays to projects or deliveries.
Should our company be exposed to a major cyber-attack, it could lead to severe business
disruption and/or loss of confidential information.
Mitigating actions
To mitigate these risks, we will:
→ consolidate emergency preparedness plans.
→ secure delivery agreements.
→ keep inventory levels.
→ perform preventive and predictive maintenance of equipment.
→ establish LNG and LPG plants in Frederikssund
To mitigate these risks, we will:
→ implement our Security Improvement Program, which will significantly improve our
resilience towards cyber-attacks.
→ engage in Cyber Communities via the Danish Cyber Defense Alliance group as well as
Istari-Global (part of Temasek).
→ address information security as an integral part of all future IT projects.
Links to sustainability
None A successful cyber-attack could compromise our objectives regarding sustainability.
OPERATION DISRUPTION CYBER RISKS
19TOPSØE HOLDING A/S ANNUAL REPORT 2023 MANAGEMENT REVIEW
Risk description
Our vision to become recognized as a global leader in carbon emission re-
duction technology. To deliver on this vision, we must be able to attract and
retain highly qualified people, who are committed to our company values
and our commercial ambitions. We strive to be an employer of choice, able
to attract, develop, and retain highly qualified talents with high engage-
ment and commitment to the company values and business ambitions.
As a global business, we need to comply with chemical legislation in various regions. Al-
though an UN based guidelines set the standards for chemical legislation, regional/national
implementation increases the complexity.
Updates to legislation related to chemicals may result in restrictions on the use of some
critical substances in our products, stricter requirements for exposure and emissions from
our operating plant, or on materials in production equipment.
An example of this risk is the EU proposal of restriction of PFAS, published in the begin-
ning of 2023. The proposal covers, among other things, substances that are components
in a wide range of equipment in our production facility. If this proposal is realized, it may
be a challenge to find replacement materials and fulfil the technical requirements regard-
ing resistance to harsh production conditions, ensuring tightness and avoiding emissions
to the workplace and the environment. Hence, we have provided input to the Public
Consultation on this proposal that ended 26 September 2023.
Impact
If we cannot attract and retain people with the skills we need this can
be an impediment to our growth.
Should the risk materialize, it could have an impact on the manufacturing or the use of
some of our products. However, updates to the legislation can also give a competitive
advantage to some of our products.
Mitigating actions
To mitigate these risks, we have:
→ acquired new and diverse capabilities and grown the workforce
significantly.
→ revitalized our values (Topsoe Spirit) and launched campaigns to
communicate a strong employee value proposition and become
attractive as a future employer.
→ strengthened internal talent pipeline through development programs
for leaders and specialists.
→ initiated the upgrade of workplace facilities
→ offered attractive compensation packages, including global
employee bonus and share program
→ offered Employee health insurance and health activities
→ focused on mental well-being awareness, education and support
programs
→ surveyed employees bi-annually to monitor engagement and satis-
faction, and implemented improvement initiatives
→ given access to an extensive global education program for all em-
ployees through LinkedIn Learning
→ tailored individual development plans for all employees
To mitigate these risks, we will:
→ closely monitor the legislative process.
→ strengthen relations to and increase participation in global fora with focus on devel-
opment of chemical regulation
→ engage in relevant industry activities related to legislative processes, e.g., public con-
sultations, development of position papers etc.
Links to sustainability
Ensuring that we attract and retain the right workforce supports us in
reaching our goals related to social performance.
Compliance to chemical regulation and safe handling of chemicals is essential as
catalysts play a key role in our decarbonization technologies and our commitments
towards climate change and sustainability.
ATTRACTING AND RETAINING THE RIGHT
WORKFORCE TO MATCH BUSINESS DEMAND
INCREASING COMPLEXITY
IN REGULATORY CHEMICALS LEGISLATION
20TOPSØE HOLDING A/S ANNUAL REPORT 2023 MANAGEMENT REVIEW
TRADE CONTROLS AND BUSINESS ETHICS INFRINGEMENT OF INTELLECTUAL PROPERTY
Risk description
As our supply chain and customer base are global, we are exposed to
the risk of conducting business with sanctioned or otherwise restrict-
ed counterparties, or in countries subject to trade prohibitions. The
global nature of our business also involves the risk of us, directly or via
intermediaries, winning or retaining business and/or other commercial
advantages through corrupt practices.
In 2023 EU trade and economic sanctions against Russia persisted, with
the expiry of certain wind-down periods and imposition of new sanc-
tions. Topsoe business operations were not impacted in any significant
way by these sanctions reinforcements, having already been adjusted
robustly in 2022.
We invest a significant portion of our revenue in research and development (R&D). For this
reason, patents – or, more broadly, intellectual property – are critical to our business. Our
IP risk is two-fold: the risk of someone infringing Topsoe IP (patents, trademarks, trade
secrets) or the risk of someone accusing Topsoe of infringing their IP.
Impact
Actual or suspected non-compliance with sanctions, export control and
anti-corruption laws and regulations could lead to significant reputa-
tional damage for our company. And actual breaches could also result
in monetary penalties, contract termination and liability for breach of
contract, loss of trade privileges and access to major markets, and
imprisonment of individual company directors.
If our IP is lost or infringed, we could lose business and revenue opportunities. This would,
in turn, mean we would have to spend significant resources defending our IP. If Topsoe
is accused of infringing third party IP, we could be forced to stop producing and selling
products and technologies. This could even lead to contractual indemnities, economic
penalties, or reputational damage.
Mitigating actions
To mitigate these risks, we will:
→ continue our compliance due diligence on agents and other intermedi-
aries, business partners located in high-risk jurisdictions, and other high-
risk counterparts, in line with our global Third Party Assurance Policy.
→ keep running regular training among internal stakeholders to make
sure they are aware of their roles and responsibility when it comes to
ensuring compliance.
→ maintain updated trade controls and anti-corruption risk assess-
ments, based on our operational activities, changes in applicable
laws and enforcement activity.
→ continue promoting the use of the Topsoe Compliance Hotline to
proactively address any practices that could lead to breach of laws
and regulations.
To mitigate these risks, we will:
→ maintain a dedicated and highly qualified IP department.
→ review our IP strategy regularly and make the necessary updates.
→ ensure that Freedom to Operate analysis is integrated in the product development
process and evaluated before launch of new products and technologies.
→ ensure proper contractual regulation of IP in relevant agreements.
Links to sustainability
Business ethics including anti-corruption and access to well-function-
ing grievance mechanisms are fundamental to sustainable corporate
governance. In that way Topsoe’s anti-corruption compliance program
and the Topsoe Compliance Hotline are essential elements of Topsoe’s
sustainability efforts.
None
21TOPSØE HOLDING A/S ANNUAL REPORT 2023 MANAGEMENT REVIEW
HEALTH AND SAFETY SECURITY
FINANCIAL RISKS
Financial risks are described in the section
on financial assets and liabilities
Risk description
The manufacturing of catalysts involves use of hazardous
substances and materials. Management of these substances
and materials is a continuous focal point for Topsoe both in
relation to the safety of our colleagues in the operation dealing
with the hazardous substances and materials but also hazards
in relation to Process Safety where mitigation of and recovery
from unintentional hazardous materials releases is in focus.
The focus on Process Safety is both in relation to ongoing
projects in our production sites, but also in EPCM projects
where our involvement continuously increases and therefore
will equally be more important.
We did not experience events directly related to the manage-
ment of hazardous substances and materials in the catalyst
production.
As is the case for most companies, we are exposed to an ever-evolving landscape of security
threats. So, to ensure a safe and secure environment, we need to apply relevant security measures
that are aimed at reducing risk and enabling all business operations.
We work together with employees, clients, and contractors to achieve a stable, secure, and safe
environment in which the business, its individuals and teams may pursue their legitimate objectives
without disruption or harm, and without fear of loss or injury. The Security function strives to ensure
that the company can continue its business activities without interruption.
Impact
Should Topsoe make errors in the design related to Process
Safety measures, it will have a significant impact both finan-
cially and in reputation amongst clients and potential clients.
If we fail to operate safely Topsoe will potentially injure our
people and breach applicable law.
Security threats can potentially disrupt operations, which may result in financial losses, impact our
brand reputation, and damage customer trust.
Mitigating actions
To mitigate these risks, we will:
→ continue our “Zero Harm” program to engrain a culture of
safety awareness across the organization and enhance a
continuous risk awareness when working at or visiting a
Topsoe site.
→ focus on barriers and controls in relation to assessing risks
both at our production sites when working with hazardous
substances and materials and at our research facilities as
well as for our travelling colleagues.
→ increase focus on Process Safety and ensure dedicat-
ed resources are in place to increase the organizational
knowledge in the various Process Safety disciplines.
→ conduct specific training for our Process Engineers to
create awareness and knowledge within safety design and
functional safety.
To mitigate these risks, we will:
→ promote a good corporate culture, that contributes to the sustainable development and protec-
tion of people, assets, the environment, our reputation, stakeholders, and information.
→ uphold Duty of Care – i.e. our moral and legal responsibility to safeguard the well-being of our
employees and to secure our assets globally.
→ protect our employees, assets, and production facilities, so that we, to the greatest extent pos-
sible, prevent crisis situations from happening, and are prepared to handle them if they occur.
→ maintain an emergency and crisis management response system that is scalable according to
severity and applicable to any kind of crisis with a view to limiting the impact on people, the
environment and other assets, and to ensure business continuity of the company.
→ maintain our three-tiered response that ensures alignment across all levels of the organization.
→ develop a comprehensive and consistent global approach to physical security.
→ strengthen awareness around the threat from insiders and industrial espionage.
→ improve and integrate our current resilience capabilities by ensuring that significant operational
risks for supply chain, physical security and people as well as the risks associated with the avail-
ability of raw materials are addressed.
Links to sustainability
Health and safety is a key social impact topic under ESG and
one of the salient human rights impacts for Topsoe.
Our zero harm targets could be impacted by a security-related incident - for example acts of
crime and violence or breach in security.
22TOPSØE HOLDING A/S ANNUAL REPORT 2023 MANAGEMENT REVIEW
CONSOLIDATED
FINANCIAL STATEMENTS
OF TOPSØE HOLDING GROUP
Consolidated financial statements
Income statement 24
Statement of comprehensive income 24
Balance sheet 25
Cash flow statement 26
Statement of changes in equity 27
Notes 29
Financial statements of Topsøe Holding A/S
Income statement 62
Balance sheet 63
Statement of changes in equity 64
Notes 65
Statements
Statement by the Executive Management and
Board of Directors on the annual report 69
Independent auditor’s report 70
23TOPSØE HOLDING A/S ANNUAL REPORT 2023 CONSOLIDATED FINANCIAL STATEMENTS
DKK million Note 2023 2022
Revenue 2.1 9,416 6,845
Other operating income 2.2 82 65
Purchased equipment for contract work -557 -417
Raw materials and consumables used -3,749 -2,399
Other external expenses -1,635 -1,340
Gross profit 3,557 2,754
Staff costs 2.3 -2,227 -1,826
EBITDA 1,330 928
Depreciation, amortization and impairment losses -398 -354
EBIT before special items 932 574
Special items 2.4 0 -43
EBIT after special items 932 531
Result of investments in joint ventures and associated
companies 3.4 -426 -207
Financial income 4.4 441 370
Financial expenses 4.4 -329 -428
Profit before tax 618 266
Ta x 2.5 -236 -76
Net profit 382 190
Attributable to:
Owners of the parent company 140 15
Non-controlling interests 242 175
Net profit 382 190
DKK million Note 2023 2022
Net profit 382 190
Foreign currency translation adjustment -84 164
Fair value adjustment on cashflow hedges -15 4
Other -3 0
Items that will be reclassified to the income statement -102 168
Fair value adjustment of investments in other enterprises 8 0
Actuarial adjustments on pension obligations 3 10
Tax on this 2.5 0 -2
Items that will not be reclassified to the income
statement 11 8
Other comprehensive income -91 176
Total comprehensive income 291 366
Continuing operations 291 366
Discontinuing operations 0 0
Total comprehensive income 291 366
Attributable to:
Owners of the parent company 61 190
Non-controlling interests 230 176
Total comprehensive income 291 366
Consolidated income statement Consolidated statement of
comprehensive income
24TOPSØE HOLDING A/S ANNUAL REPORT 2023 CONSOLIDATED FINANCIAL STATEMENTS
Consolidated balance sheet
DKK million Note 2023 2022
Assets
Intangible assets 3.1 3,594 3,497
Property, plant and equipment 3.2 4,018 2,619
Right-of-use assets 3.3 387 439
Deferred tax asset 2.5 7 7
Other non-current assets 3.4 1,219 1,612
Non-current assets 9,225 8,174
Inventories 3.5 2,143 2,440
Trade receivables 3.6 1,675 1,490
Contract assets 3.7 328 293
Tax receivable 17 98
Other receivables and prepayments 3.8 500 287
Securities 3.9 1,495 1,512
Cash 352 493
Current assets 6,510 6,613
Assets 15,735 14,787
DKK million Note 2023 2022
Equity and liabilities
Share capital 4.1 2,200 2,200
Share premium 4.1 0 0
Reserves 213 304
Retained earnings 6,099 6,013
Equity attributed to the owners of the parent company 8,512 8,517
Non-controlling interests 1,159 1,013
Total equity 9,671 9,530
Pension obligations 3.10 36 32
Deferred tax 2.5 648 555
Provisions 3.11 183 211
Borrowings 4.2 563 329
Lease liabilities 4.2 404 423
Other payables 3.12 99 103
Non-current liabilities 1,933 1,653
Borrowings 4.2 594 191
Lease liabilities 4.2 57 60
Contract liabilities 3.7 1,376 1,923
Trade payables 1,519 955
Other payables 3.12 539 444
Deferred income 46 31
Current liabilities 4,131 3,604
Liabilities 6,064 5,257
Equity and liabilities 15,735 14,787
25TOPSØE HOLDING A/S ANNUAL REPORT 2023 CONSOLIDATED FINANCIAL STATEMENTS
Consolidated cash flow statement
DKK million Note 2023 2022
EBITDA 1,330 928
Special items 2.4 18 -26
Adjustments for non-cash items 5.4 -3 69
Change in working capital 5.4 -54 20
Interest received, etc. 56 72
Interest paid, etc. -87 -18
Corporate income tax paid -56 -57
Cash flows from operating activities 1,204 988
- of which continuing operations 1,204 988
Purchase of intangible assets -162 -80
Purchase of property, plant and equipment -1,736 -787
Sale of property, plant and equipment 0 3
Purchase of non-current financial assets -99 -187
Sale of non-current financial assets 150 2
Purchase of current financial assets -10 -55
Sales of fixed assets investments 2 0
Dividend received 92 129
Cash flows from investing activities -1,763 -975
DKK million Note 2023 2022
Raising of borrowings 704 58
Repayment of borrowings -69 -122
Sale of treasury shares, net 5 -151
Installments on lease liabilities -66 -81
Received share capital 50 180
Dividend paid -197 -314
Cash flows from financing activities 427 -430
Cash flows for the year -132 -417
Cash and cash equivalents at January 1 493 886
Cash flows for the year -132 -417
Foreign currency translation adjustments -9 24
Cash and cash equivalents at December 31 352 493
Cash 352 493
Cash and cash equivalents at December 31 352 493
26TOPSØE HOLDING A/S ANNUAL REPORT 2023 CONSOLIDATED FINANCIAL STATEMENTS
Consolidated statement of changes in equity
DKK million
Share
capital
Share
premium
Foreign
currency
translation
reserve
Reserve for
financial
assets
measured
at fair value
Hedge
reserve
Total
reserves
Retained
earnings Total
Non-
controlling
interests
Total
equity
Equity at January 1, 2023 2,200 0 307 -6 3 304 6,013 8,517 1,013 9,530
Net profit 0 0 0 0 0 0 140 140 242 382
Foreign currency translation adjustment 0 0 -84 0 0 -84 0 -84 0 -84
Fair value adjustment of cash flow hedges 0 0 0 0 -15 -15 0 -15 0 -15
Other 0 0 0 8 0 8 12 20 -12 8
Other comprehensive income 0 0 -84 8 -15 -91 12 -79 -12 -91
Comprehensive income 0 0 -84 8 -15 -91 152 61 230 291
Capital increase 0 0 0 0 0 0 17 17 8 25
Purchase of own shares 0 0 0 0 0 0 0 0 -4 -4
Sale of own shares 0 0 0 0 0 0 6 6 0 6
Dividend paid to ownwers 0 0 0 0 0 0 -109 -109 0 -109
Dividend paid to non-controlling interest 0 0 0 0 0 0 0 0 -88 -88
Employee Share Program - value of employee services 0 0 0 0 0 0 20 20 0 20
Transactions with owners 0 0 0 0 0 0 -66 -66 -84 -150
Equity at December 31, 2023 2,200 0 223 2 -12 213 6,099 8,512 1,159 9,671
27TOPSØE HOLDING A/S ANNUAL REPORT 2023 CONSOLIDATED FINANCIAL STATEMENTS
Consolidated statement of changes in equity
DKK million
Share
capital
Share
premium
Foreign
currency
translation
reserve
Reserve for
financial
assets
measured
at fair value
Hedge
reserve
Total
reserves
Retained
earnings Total
Non-
controlling
interests
Total
equity
Equity at January 1, 2022 2,200 0 143 -6 0 137 6,126 8,463 955 9,418
Net profit 0 0 0 0 0 0 15 15 175 190
Foreign currency translation adjustment 0 0 164 0 0 164 0 164 0 164
Fair value adjustment of cash flow hedges 0 0 0 0 3 3 0 3 1 4
Other 0 0 0 0 0 0 8 8 0 8
Other comprehensive income 0 0 164 0 3 167 8 175 1 176
Comprehensive income 0 0 164 0 3 167 23 190 176 366
Capital increase 0 0 0 0 0 0 144 144 62 206
Purchase of own shares 0 0 0 0 0 0 -110 -110 -47 -157
Sale of own shares 0 0 0 0 0 0 6 6 0 6
Dividend paid to ownwers 0 0 0 0 0 0 -180 -180 0 -180
Dividend paid to non-controlling interest 0 0 0 0 0 0 0 0 -134 -134
Employee Share Program - value of employee services 0 0 0 0 0 0 2 2 1 3
Share-based payments 0 0 0 0 0 0 2 2 0 2
Transactions with owners 0 0 0 0 0 0 -136 -136 -118 -254
Equity at December 31, 2022 2,200 0 307 -6 3 304 6,013 8,517 1,013 9,530
28TOPSØE HOLDING A/S ANNUAL REPORT 2023 CONSOLIDATED FINANCIAL STATEMENTS
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
Note
1 Basis of reporting 30
1.1 Basis of preparation 30
1.2 Changes in accounting policies
and new standards 31
1.3 Key accounting estimates
and judgements 32
2 Income statement 33
2.1 Revenue 33
2.2 Other operating income 34
2.3 Staff costs 34
2.4 Special items 35
2.5 Income tax and deferred tax 35
Note Note
3 Operating assets and liabilities 37
3.1 Intangible assets 37
3.2 Property, plant and equipment 39
3.3 Right-of-use assets 41
3.4 Other non-current assets 42
3.5 Inventories 45
3.6 Trade receivables 45
3.7 Contract assets and liabilities 46
3.8 Other receivables and prepayments 47
3.9 Securities 48
3.10 Pension obligations 48
3.11 Provisions and contingent liabilities 50
3.12 Other payables 51
4 Capital structure and financial items 52
4.1 Equity and dividend 52
4.2 Borrowings and lease liabilities 52
4.3 Financial assets and liabilities 53
4.4 Financial income and expenses 56
5 Other notes 57
5.1 Share-based payment 57
5.2 Fee to auditors appointed at
the general meeting 58
5.3 Related parties 58
5.4 Cash flow specifications 59
5.5 Commitments 59
5.6 Events after the balance sheet date 60
5.7 Group enterprises 60
29TOPSØE HOLDING A/S ANNUAL REPORT 2023 CONSOLIDATED FINANCIAL STATEMENTS
NOTES → 1 Basis of reporting
1.1 Basis of preparation
Introduction
The financial statements for 2023 comprise the
consolidated financial statements of Topsøe
Holding A/S and its subsidiaries.
The consolidated financial statements have
been prepared in accordance with the IFRS Ac-
counting Standards, as adopted by the EU, and
further requirements in the Danish Financial
Statements Act for class C large companies.
The financial statements are presented in
Danish kroner (DKK) and rounded to the nearest
million, unless otherwise stated. The functional
currency of the parent company are DKK.
The Board of Directors considered and ap-
proved the 2023 Annual Report of Topsøe
Holding A/S on March 4, 2024. The Annual
Report will be submitted to the shareholders of
Topsøe Holding A/S for approval at the Annual
General Meeting on April 5, 2024.
Basis of measurement
The consolidated financial statements have
been prepared on the historical cost basis,
except for derivatives and investments in other
enterprises, which are measured at fair value.
The accounting policies have been applied
consistently for the financial year and for the
comparative figures.
Basis of consolidation
The consolidated financial statements com-
prise the parent company, Topsøe Holding A/S,
and all subsidiaries over which Topsøe Holding
A/S exercises control and can use the power to
influence the variability of the result.
The consolidated financial statements have
been prepared by summarizing the financial
statements of the parent company and the
subsidiaries, which have been prepared in
accordance with the Group’s accounting poli-
cies. Intra-group balances, income, expenses,
shareholdings, and dividends as well as realized
and unrealized gains and losses have been
eliminated.
The non-controlling interests’ share of profit
for the year and of equity in subsidiaries, which
not are fully owned, is included as part of the
Group’s profit and equity, but shown as sepa-
rate items.
Foreign currency
Functional currency
A functional currency is determined for each
Group enterprise. The functional currency is the
currency used in the primary economic environ-
ment in which the enterprise operates.
Foreign currency translation
On initial recognition, foreign currency transac-
tions are translated into the functional currency
at the exchange rate at the transaction dates.
Exchange differences between the exchange
rates at the transaction date and the date of
payment are recognized in the income state-
ment under financial income or expenses.
Monetary items in foreign currency are translat-
ed at the exchange rates at the balance sheet
date. The difference between the exchange
rates at the balance sheet date and the trans-
action date is recognized in the income state-
ment under financial income or expenses.
Foreign currency translation differences arising
on the translation of non-monetary items, such
as investments in associated companies, are
recognized directly in other comprehensive
income.
Recognition in the consolidated financial
statements
On preparation of the consolidated financial
statements, the income statements of Group
enterprises with a functional currency oth-
er than Danish kroner are translated at the
exchange rate at the transaction dates and
balance sheet items are translated at the ex-
change rate at the balance sheet date.
Foreign exchange differences arising on trans-
lation of the opening equity at the exchange
rate at the balance sheet date and on trans-
lation of non-current intercompany balances
considered part of the net investment are rec-
ognized in other comprehensive income under
foreign currency translation reserve.
Foreign exchange differences arising from the
translation of the income statement from the
exchange rate at the transaction dates to the
exchange rate at the balance sheet date are
also recognized in other comprehensive in-
come. All items in other comprehensive income
are recognized net of tax
Other accounting policies
Deferred income
Deferred income comprises payments received
in respect of income in subsequent years relat-
ed to government grants.
Presentation
Cash flow statement
The cash flow statement is presented in ac-
cordance with the indirect method.
Cash flows from operating activities are
stated as EBITDA adjusted for non-cash items
change in working capital, interest received
and paid and paid corporate income tax. Cash
flows from investing activities comprise cash
flows from purchase and sale of non-current
assets and received dividend. Cash flows from
financing activities comprise cash flows from
borrowings, purchase and sale of treasury
shares, installments on lease liabilities as well as
payments to and from shareholders.
Cash and cash equivalents comprise cash at
hand and deposits with financial institutions.
Materiality in financial reporting
In preparing the Annual Report, Management
has sought to improve the information value
of the consolidated financial statements, the
notes to the statements and other measures
disclosed by presenting the information in a
way that supports the understanding of the
Group’s performance in the reporting period
which has resulted in immaterial classifications
and changes.
This objective is achieved by presenting fair
transactional aggregation levels on line items
and other financial information, emphasizing
information that is considered of material
importance to the user and making relevant
rather than generic descriptions throughout
the Annual Report. All disclosures are made
in compliance with the International Financial
Reporting Standards, the Danish Financial
Statements Act and other relevant regulations,
ensuring a true and fair view throughout the
Annual Report.
30TOPSØE HOLDING A/S ANNUAL REPORT 2023 CONSOLIDATED FINANCIAL STATEMENTS
1.1 Basis of preparation (continued)
Presentation of items and subtotals
The presentation of items and subtotals is
based on separate classification of material
groups of similar items. In the income state-
ment, income and expense items are classified
based on the ‘nature of expense’ method in
accordance with IAS 1. Furthermore, the use of
special items is applied to improve the trans-
parency and understanding of the Group’s
financial statements by separating the ordi-
nary activities of the Group from exceptional
items. Please refer to note 2.4 Special items
for further information.
Five-year summary
The key figures and financial ratios have been calculated as follows:
Gross margin =
Gross profit × 100
Revenue
EBITDA margin =
EBITDA × 100
Revenue
EBIT before special items margin =
EBIT before special items × 100
Revenue
EBIT after special items margin =
EBIT after special items × 100
Revenue
Return on invested capital =
EBIT before special items × 100
Average invested capital
Equity ratio =
Equity at year-end × 100
Balance sheet total
Return on equity =
Net profit × 100
Average equity
Leverage =
Net interest-bearing debt
EBITDA
Earnings per share =
Profit from continuing operations
Average number of shares
1.2 Changes in accounting policies and new standards
The accounting policies are unchanged from
last year.
Implementation of new standards,
amendments, and interpretations
Topsøe Holding adopts new IFRS standards,
amendments and interpretations (IFRICs)
from the mandatory effective date at the
latest.
Amendments have been made to IFRS stand-
ards effective for financial years beginning on
or after 1 January 2023 including IAS 1, “Pres-
entation of Financial Statements and Practice
Statement”, IAS 8 “Accounting Policies,
Changes in Accounting Estimates and Errors”,
IAS 12, “Income Taxes”, and IFRS 17, “Insurance
contracts”.
Topsøe Holding has assessed the effect of
the amendments and concluded that all
amendments effective for financial years be-
ginning on or after 1 January 2023 are either
not relevant to Group or have no significant
effect on the Financial Statements.
New standards, amendments, and
interpretations adopted but not yet effective
The following new standards, amendments,
and interpretations of relevance to Topsøe
Holding A/S have been adopted by the IASB
and adopted by the EU. The standards are
not yet effective and will therefore not be
implemented in the Annual Reports until they
take effect.
→ IAS 1, “Presentation of Financial State-
ments”: Clarifies that the definition of current
liabilities must be based on the rights existing
on the balance sheet date. The requirement
for an unconditional right to postpone pay-
ment for 12 months from the balance sheet
date is therefore changed to a right to defer
payment for 12 months from the balance
sheet date. The amendment will be effective
for financial years beginning on or after 1
January 2024.
→ IFRS 16, “Leases”: The amendment to IFRS
16 clarifies the leased share in a sale and
leaseback transaction should be measured to
ensure no gain or loss arises from recognition
of the lease asset. Furthermore, it is clarified
that the lease liability should be measured to
reflect the present value of the expected fu-
ture lease payments. The illustrative examples
in IFRS 16 have been updated to reflect these
changes. Early adoption of the amendment
is permitted. If the amendment is applied for
an earlier period, this fact must be disclosed.
The amendment will be effective for financial
years beginning on or after 1 January 2024.
The IASB has issued the following new stand-
ards, amendments and new interpretations
which could be relevant to The Group, but
which have not yet been adopted by the EU:
→ IAS 7, “Statement of Cash Flows” and IFRS
7, “Financial Instruments: Disclosures”: The
amendment introduces disclosure require-
ments for supplier finance arrangements
(reverse factoring), regarding terms and con-
ditions in the agreements, including payment
terms for both the liabilities comprised by the
agreements and similar for those not covered
by the agreements. Significant variances must
be explained.
The amendment also requires disclosure of
recognized values at both the beginningand
the end of the year for the liabilities com-
prised by the agreements.
31TOPSØE HOLDING A/S ANNUAL REPORT 2023 CONSOLIDATED FINANCIAL STATEMENTS
When preparing the consolidated financial
statements, Management is required to make
several estimates and judgements. These
estimates and judgements are based on pro-
fessional experience, historical data and other
factors available to Management. Actual
results may differ from the amounts estimat-
ed and judgements made, as more detailed
information becomes available. Accounting
estimates and judgements are continuously
evaluated, and the effect recognized in the
financial statements.
The primary financial statement items for which more significant accounting estimates and
judgements are applied are:
Note
Significant
accounting estimates
and judgements
Nature of
accounting
impact
Impact of
estimate and
judgement
Determine
performance
obligation
Judgement
2.1 Revenue
Determine
recognition
method
Judgement
Estimate
total cost
to complete
Estimate
3.1 Goodwill
Estimate valuation of
Group enterprises
Estimate
3.4 Other Investments
Estimate valuation of
Other Investments
Estimate
3.5 Inventories
Estimate
valuation
of inventory
Estimate
3.10 Provisions
and contingent liabilities
Estimate
warranty
provisions
Estimate
Additional information of accounting estimates and judgements are included in the relevant
notes.
1.3 Key accounting estimates and judgements1.2 Changes in accounting policies and new standards (continued)
The amendment will be effective for financial
years beginning on or after January 1, 2024.
→ IAS 21, “Foreign exchange rates”: The
amendment clarifies the procedures relating
to the assessment of whether a currency
is exchangeable into another currency, and
when it is not, how to determine the ex-
change rate to use and which disclosures
to provide. The amendment will be effec-
tive for financial years beginning on or after
January 1, 2025.
The above amendments will be implemented
when they take effect. None of the above
are currently expected to have any signif-
icant impact on the consolidated financial
statements.
32TOPSØE HOLDING A/S ANNUAL REPORT 2023 CONSOLIDATED FINANCIAL STATEMENTS
Accounting policies
Revenue from contracts with customers is
recognized in the income statement when
control of the goods or services has been
transferred to the customer, i.e. when goods
or services are delivered. Revenue is recog-
nized exclusive of VAT and net of discounts
relating to sales.
Revenue from catalyst sales is recognized at a
point in time when control has been trans-
ferred.
Revenue from technology sales is recognized
over time using the percentage-of-com-
pletion method based on incurred versus
forecasted contract costs, which means
that revenue equals the selling price of the
work completed for the year. This method
is applied when total revenue and cost in
respect of the contract and the percent-
age-of-completion at the balance sheet date
can be measured reliably, and it is probable
that economic benefits, including payments,
will flow to the Group.
The transaction price of a contract is allocat-
ed to performance obligations, e.g. delivered
catalyst and delivered technology. Technology
is considered to be one performance obliga-
tion, since the deliveries are interlinked and
work together as a whole and not as distinct
elements.
Accounting estimates and judgements
Judgement is applied when determining if a
contract for the sale of technology or cata-
lysts or a combination thereof, involves one or
more performance obligations.
Judgements are made by Management when
determining if a performance obligation is
recognized as revenue over time or at a point
in time. The judgements relate to if there is an
alternative use of the assets sold and if there
is an enforceable right to payment through-
out the contractual term.
The percentage-of-completion is determined
on the basis of the share of contract costs
incurred compared to forecasted contract
costs. Forecasted costs are partly based on
an estimate which to a high degree is based
on historical experience. Expected income
and costs of technology projects may be
adjusted gradually as projects are progressing
and any uncertainties are clarified.
Topsoes technology creates or enhances an
asset that the customer controls as the asset
is created or enhanced. Topsoe has an en-
forceable right to payment for performance
completed to date.
DKK million 2023 2022
Revenue split on categories and recognition method
Revenue recognized at a point in time 7,106 5,091
Catalyst revenue 7,106 5,091
Revenue recognized at a point in time 526 175
Revenue recognized over time 1,784 1,579
Technology revenue 2,310 1,754
Total revenue 9,416 6,845
Backlog and previously recognized contract liabilities
Backlog, of which the majority is expected to be recognized
within 1 year 5,058 6,015
Revenue recognized that was included in the contract liability
balance
at the beginning of the year 1,091 616
Revenue per region
EMEA 3,678 2,356
America 3,846 2,918
Asia Pacific 1,892 1,571
Total revenue 9,416 6,845
The Group’s revenue can be divided into two
main categories: catalyst sales and technolo-
gy sales. Catalyst sales primary comprise the
sale of catalysts. Technology sales primary
comprise basic engineering design, license
fee and hardware.
The majority of catalyst sales are paid after
delivery with typically 30-60 days of credit,
but in certain situations the Group receives
prepayments.
Technology sales are paid in installments dur-
ing the contract’s lifetime. The Group strives
to be cash flow positive on all technology
contracts at any time during project execu-
tion.
2.1 Revenue
2 Income statement
33TOPSØE HOLDING A/S ANNUAL REPORT 2023 CONSOLIDATED FINANCIAL STATEMENTS
Accounting policies
Other operating income comprises income
of a secondary nature to the Group’s main ac-
tivities, including government grants provided
for research projects and other services of
secondary nature.
Grants
Government grants are recognized when
there is reasonable assurance that the grants
will be received. Government grants received
for research and development projects are
recognized as deferred income and system-
atically recognized in other operating income
in line with the cost. Grants for the purchase
of property, plant and equipment are offset
against the related property, plant and equip-
ment.
Accounting policies
Staff costs are recognized in the financial
year in which the employees render the
related service. Costs related to long-term
employee benefits, e.g. share-based pay-
ments, are recognized in the periods in which
they are earned.
DKK million 2023 2022
Other operating income
Government grants 71 38
Other services 0 13
Other operating income 11 14
Total other operating income 82 65
DKK million 2023 2022
Staff costs
Wages, salary and other remuneration 1,887 1,526
Share-based payment 12 2
Pension costs - defined contribution plans 171 149
Pension costs - defined benefit plans 4 5
Social security cost and other staff costs 153 144
Total 2,227 1,826
Transferred to assets 76 50
Total staff costs 2,303 1,876
Average number of employees 2,679 2,251
Remuneration to Senior Leadership Team and Board of Directors
Salary 68 70
Share-based payment 8 2
Pension 3 5
Severance pay 2 4
Total remuneration to Senior Leadership Team 81 81
Fee to Board of Directors 17 19
Total remuneration to Senior Leadership Team and Board of
Directors 98 100
2.2 Other operating income 2.3 Staff costs
34TOPSØE HOLDING A/S ANNUAL REPORT 2023 CONSOLIDATED FINANCIAL STATEMENTS
Accounting policies
Special items comprise exceptional income
and costs which by their nature are not
related to the Group’s ordinary operating
activities. These are irregular and non-recur-
ring in nature. This includes costs related to
significant organizational restructuring, etc.
Accounting estimates and judgements
In the classification of special items, judge-
ment is applied to ensure that only excep-
tional items not associated with the ordinary
operations of the Group are included.
Accounting policies
Tax for the year
Income tax comprises current tax for the
year, changes in deferred tax for the year as
well as any adjustments to prior years. Tax
attributable to the profit for the year is recog-
nized in the income statement, whereas tax
attributable to other comprehensive income
transactions is recognized through other
comprehensive income.
Current tax
Tax receivable and tax payable is recognized
in the balance sheet as tax calculated on the
taxable income for the year adjusted for tax
on taxable income for previous years and for
prepaid tax.
Deferred tax
Deferred tax is measured using the balance
sheet liability method in respect of temporary
differences between the carrying amount and
the tax value of assets and liabilities. Deferred
tax is not recognized in respect of goodwill,
unless it is deductible for tax purposes.
Deferred tax is measured on the basis of
the tax rules and tax rates of the relevant
countries that will be effective under current
legislation at the balance sheet date on which
the deferred tax is expected to materialize as
current tax.
Deferred tax assets, including the tax base
of tax loss carryforwards, are recognized as
non-current assets at the expected value of
their utilization.
Deferred tax assets and tax liabilities are
offset if the enterprise has a legally enforce-
able right to offset current tax liabilities and
tax assets or intends either to settle current
tax liabilities and tax assets on a net basis or
to realize the assets and liabilities simultane-
ously.
Topsoe A/S has applied the exception to
recognise deferred tax in the OECD/ EU Pillar
Two Model Rules and their local implementa-
tion. Topsoe is considering the impact and it
is expected to be immaterial.
Accounting estimates and judgements
Management applies judgements when rec-
ognizing and measuring deferred tax assets.
Deferred tax assets, including the tax base
of tax loss carryforwards, are recognized if
it is assessed that they can be utilized. This
assessment is based on business plans and
knowledge of the business.
The Group is from time to time part of tax
disputes. Management assesses the likely
outcome based on knowledge available of the
substance of the disputes, including opinions
from external tax experts.
DKK million 2023 2022
Special items
Restructuring cost 2 -10
Loss on sale of subsidiary -6 0
Loss on debtors 0 -12
Write-down of fixed assets and right-of-use assets 0 -3
Other financial expenses 4 -18
Total special items 0 -43
Line items impacted, if special items had been recognized in
EBIT before special items
Other external expenses 2 -17
Staff costs 0 -5
Depreciation, amortization and impairment losses -6 -3
Financial expenses 4 -18
Total special items 0 -43
Special items in 2023 comprise costs and adjustments in connection with the closure of the
business in Russia as well as the release of a portion of trapped cash, etc. Furthermore, in 2023
a subsidiary with activity outside of Topsoe’s current business was disposed with a net loss of
DKK 6 million. The total cash inflow related to special items in 2023 amounts to DKK 18 million.
Special items in comprise cost in connection with the closure of our business in Russia such as
loss on receivables, write down of assets including write down of trapped cash etc. Non-cash
part amounts to DKK 17 million.
2.4 Special items 2.5 Income tax and deferred tax
35TOPSØE HOLDING A/S ANNUAL REPORT 2023 CONSOLIDATED FINANCIAL STATEMENTS
2.5 Income tax and deferred tax (continued)
DKK million 2023 2022
Income tax
Current tax for the year 140 46
Change in deferred tax for the year 94 37
Adjustments to prior years 2 -7
Total income tax recognized in the income statement 236 76
Income tax recognized in other comprehensive income 0 -2
Total income tax recognized in comprehensive income 236 74
Tax on continuing operations 236 74
Tax on discontinuing operations 0 0
Total income tax 236 74
Effective tax rate, %
Danish corporate tax rate 22 22.0
Non-deductible expenses 2.0 0.9
Income not subject to tax -0.8 -2.2
Differences in foreign tax rates -0.3 4.3
Adjustments relating to prior years 0.1 -0.7
Other adjustments- -1.1 -7.5
Effective tax rate 21.9 16.8
The increase in effective tax rate from 2022
to 2023 is associated with the phase-out of
the temporary increase in deduction on R&D
activities introduced by the Danish Govern-
ment for the period from 2020 to 2022.
DKK million Jan. 1
Foreign
currency
translation
adjust-
ments
Tax for
the
year
Tax for
previ-
ous
years
Tax on
equity
Dec.
31
Deferred tax, 2023
Intangible assets and property, plant
and equipment 158 -2 -24 23 0 155
Inventories 6 0 22 -20 0 8
Contract assets 416 0 81 6 0 503
Provisions -19 -1 -1 1 2 -18
Other -13 2 5 -1 0 -7
Deferred tax at December 31, 2023 548 -1 83 9 2 641
Recognized as deferred tax asset -7
Recognized as deferred tax liability 648
Deferred tax at December 31, 2023 641
Of this, due after more than 1 year 376
Not recognized deferred tax assets
regarding unused tax losses 21
Deferred tax, 2022
Intangible assets and property, plant
and equipment 129 2 27 0 0 158
Inventories 13 -1 -2 -4 0 6
Contract assets 380 0 34 2 0 416
Provisions -20 1 -2 0 2 -19
Other 9 -1 -20 0 -1 -13
Deferred tax at December 31, 2022 511 1 37 -2 1 548
Recognized as deferred tax asset -7
Recognized as deferred tax liability 555
Deferred tax at December 31, 2022 548
Of this, due after more than 1 year 319
Not recognized deferred tax assets
regarding unused tax losses 21
36TOPSØE HOLDING A/S ANNUAL REPORT 2023 CONSOLIDATED FINANCIAL STATEMENTS
Accounting policies
Goodwill
Goodwill is the positive difference between
the cost of an acquisition and fair value
of identifiable net assets in the acquired
enterprise. Goodwill is measured at cost less
accumulated impairment losses.
Goodwill is tested for impairment annually
and when there is an indication of impair-
ment. Goodwill is written down to the recov-
erable amount through the income state-
ment. The recoverable amount is determined
as the present value of expected cash flows
of the cash-generating unit to which goodwill
has been allocated. Impairment indicators
comprise e.g. reduced earnings compared to
expected future results or material negative
development trends in the sector or the
economy in the markets of the enterprise.
Impairment loss relating to goodwill is not
reversed.
Other intangible assets
Rights and patents are measured at cost less
accumulated amortization and impairment
losses. Rights as well as patents are amor-
tized on a straight-line basis over the remain-
ing patent term, but not exceeding 10 years,
due to the notoriously fast development in
applied technologies.
Acquired or internally developed software is
measured at cost less accumulated amor-
tization and impairment losses. Software is
amortized on a straight-line basis over 4 years
or over the contract period.
Other intangible assets are tested for
impairment when there is an indication of
impairment. Impairment indicators are similar
to those stated in the section on goodwill.
Intangible assets are written down to recov-
erable amount through the income statement
if lower than the carrying amount. The recov-
erable amount is the higher of the fair value
of the asset less the expected cost to sell and
its value in use. Impairment losses relating
to other intangible assets are reversed if the
recoverable amount subsequently increases.
3 Operating assets and liabilities
3.1 Intangible assets
37TOPSØE HOLDING A/S ANNUAL REPORT 2023 CONSOLIDATED FINANCIAL STATEMENTS
3.1 Intangible assets (continued)
DKK million Goodwill Rights Patents Software
Intangible
assets
under
con-
struction Total
Intangible assets, 2023
Cost at January 1, 2023 3,311 39 156 240 44 3,790
Foreign currency
translation adjustment -1 1 1 -1 0 0
Additions during the year 0 0 66 19 77 162
Disposals during the year 0 -40 -17 -2 0 -59
Transfers during the year 0 0 0 14 -14 0
Cost at
December 31, 2023 3,310 0 206 270 107 3,893
Amortization and
impairment losses
at January 1, 2023 26 27 70 170 0 293
Foreign currency
translation adjustment -1 0 1 0 0 0
Amortization for the year 0 5 22 30 1 58
Disposals during the year 0 -32 -17 -3 0 -52
Amortization and
impairment losses at
December 31, 2023 25 0 76 197 1 299
Carrying amount at
December 31, 2023 3,285 0 130 73 106 3,594
Research and
development costs
expensed in 2023 707
DKK million Goodwill Rights Patents Software
Intangible
assets
under
con-
struction Total
Intangible assets, 2022
Cost at January 1, 2022 3,310 39 127 262 8 3,746
Foreign currency
translation adjustment 1 0 0 0 0 1
Additions during the year 0 0 31 6 43 80
Disposals during the year 0 0 -2 -35 0 -37
Transfers during the year 0 0 0 7 -7 0
Cost at
December 31, 2022 3,311 39 156 240 44 3,790
Amortization and
impairment losses
at January 1, 2022 25 22 57 173 0 277
Foreign currency
translation adjustment 1 0 0 0 0 1
Amortization for the year 0 5 14 32 0 51
Disposals during the year 0 0 -1 -35 0 -36
Amortization and
impairment losses at
December 31, 2022 26 27 70 170 0 293
Carrying amount at
December 31, 2022 3,285 12 86 70 44 3,497
Research and
development costs
expensed in 2022 587
38TOPSØE HOLDING A/S ANNUAL REPORT 2023 CONSOLIDATED FINANCIAL STATEMENTS
3.2 Property, plant and equipment
DKK million Land and buildings Plant and machinery
Other fixtures
and equipment
Property, plant
and equipment
under construction Total
Property, plant and equipment, 2023
Cost at January 1, 2023 946 2,224 946 1,023 5,139
Foreign currency translation adjustment -5 -27 -7 -20 -59
Additions during the year 33 8 43 1,652 1,736
Disposals during the year 0 -86 -119 -8 -213
Transfers during the year 34 -17 50 -67 0
Cost at December 31, 2023 1,008 2,102 913 2,580 6,603
Depreciation and impairment losses at January 1, 2023 306 1,450 764 0 2,520
Foreign currency translation adjustment -2 -16 -4 0 -22
Depreciation for the year 32 154 67 37 290
Disposals during the year 0 -86 -110 -7 -203
Depreciation and impairment losses at December 31, 2023 336 1,502 717 30 2,585
Carrying amount at December 31, 2023 672 600 196 2,550 4,018
Carrying amount of assets used for operational lease 0 0 0 125 125
Accounting policies
Property, plant and equipment are measured
at cost less accumulated depreciation and im-
pairment losses. Property, plant and equipment
under construction are measured at cost less
impairment loss.
The cost comprises the acquisition price
and other directly attributable expenses of
preparing the asset for its intended use. The
present value of estimated expenses for dis-
mantling and disposing of the asset as well as
restoration expenses are added to the cost if
such expenses are recognized as a provision.
Material borrowing costs directly attributable to
the construction of the individual asset are also
added to cost.
Cost of self-constructed assets are recognized
as property, plant and equipment in progress
on an ongoing basis until the assets are ready
for use and comprises direct and indirect
expenses for labor, materials, components and
sub-suppliers.
Property, plant and equipment are accounted
for as separate items if the useful life of the
individual assets is different.
39TOPSØE HOLDING A/S ANNUAL REPORT 2023 CONSOLIDATED FINANCIAL STATEMENTS
DKK million Land and buildings Plant and machinery
Other fixtures
and equipment
Property, plant
and equipment
under construction Total
Property, plant and equipment, 2022
Cost at January 1, 2022 921 1,867 934 634 4,356
Foreign currency translation adjustment 9 27 0 30 66
Additions during the year 2 32 16 737 787
Disposals during the year -2 -23 -39 -6 -70
Transfers during the year 16 321 35 -372 0
Cost at December 31, 2022 946 2,224 946 1,023 5,139
Depreciation and impairment losses at January 1, 2022 279 1,304 726 0 2,309
Foreign currency translation adjustment 6 21 0 0 27
Depreciation for the year 22 142 67 0 231
Disposals during the year -1 -17 -29 0 -47
Depreciation and impairment losses at December 31, 2022 306 1,450 764 0 2,520
Carrying amount at December 31, 2022 640 774 182 1,023 2,619
Carrying amount of assets used for operational lease 0 0 0 78 78
3.2 Propey, plant and equipment (continued)
Accounting policies (continued)
Depreciation based on cost reduced by impair-
ment loss and residual value is calculated on
a straight-line basis over the expected useful
lives of the assets, which are:
Buildings 13–40 years
Plant and machinery 5–10 years
Other fixtures and equipment 4–20 years
Land is not depreciated.
The residual value and useful lives of the assets
are reassessed annually and adjusted if neces-
sary.
Property, plant and equipment are tested for
impairment when there is an indication of
impairment. Impairment indicators are similar to
those stated in the section on intangible assets.
Additionally, indicators comprise damage to the
asset or changed use of the asset. Property,
plant and equipment are written down to recov-
erable amount through the income statement if
lower than the carrying amount. The recovera-
ble amount is the higher of the fair value of the
asset less the expected cost to sell and its value
in use. Impairment losses are reversed if the
recoverable amount subsequently increases.
Lessor
When the Group is the lessor in a lease agree-
ment classified as operational lease, the lease
asset is recognized as property, plant and
equipment and depreciated over the useful life.
Lease income is recognized in other operating
income.
Accounting estimates and judgements
Judgement is applied in determining the
depreciation period and future residual value
and is generally based on historical experience.
Reassessment is done annually.
Furthermore, judgement is applied in determin-
ing whether impairment indicators are present.
40TOPSØE HOLDING A/S ANNUAL REPORT 2023 CONSOLIDATED FINANCIAL STATEMENTS
Accounting policies
Whether a contract contains a lease or a ser-
vice arrangement is assessed at contract in-
ception. For contracts which contain a lease,
the Group recognizes a right-of-use asset
and a lease liability. The right-of-use asset
is initially measured at cost, being the initial
amount of the lease liability. The right-of-use
asset is subsequently depreciated using the
straight-line method over the lease term. The
right-of-use asset is periodically adjusted for
certain remeasurements of the lease liability
and reduced by any impairment losses.
The lease term determined by the Group
is the non-cancellable period of a lease,
together with extension/termination option if
these are reasonably certain to be exercised.
The lease liability is initially measured at
the present value of the lease payments
outstanding at the commencement date,
discounted using the incremental borrowing
rate. The lease liability is measured using the
effective interest method.
The lease liability is remeasured when there is
a change in future lease payments, typically
due to a change in index on property leases,
or if there is a reassessment of whether an
extension or termination option will be exer-
cised. A corresponding adjustment is made
to the right-of-use asset, or in the income
statement when the right-of-use asset has
been fully depreciated.
Short-term leases (less than 12 months) and
leases relating to low-value assets are not
recognized in the balance sheet.
Accounting estimates and judgements
Management has evaluated extension options
primarily related to office rentals. In most
cases, extension options are not included, as
the Group could replace the assets without
significant costs or business disruption.
DKK million
Land and
buildings
Other
fixtures and
equipment Total
Right-of-use assets, 2023
Carrying amount at January 1, 2023 435 4 439
Foreign currency translation adjustment -6 -1 -7
Additions during the year 24 2 26
Disposals during the year -16 0 -16
Depreciation for the year -53 -2 -55
Carrying amount at December 31, 2023 384 3 387
Right-of-use assets, 2022
Carrying amount at January 1, 2022 471 6 477
Foreign currency translation adjustment -1 0 -1
Additions during the year 39 1 40
Disposals during the year 0 0 0
Depreciation for the year -74 -3 -77
Carrying amount at December 31, 2022 435 4 439
DKK million 2023 2022
Lease information
Interest expense (included in financial expenses) 20 22
Expense relating to short-term leases (included in other external
expenses) 9 0
Expense relating to leases of low-value assets that are not shown
above as short-term leases (included in other external expenses) 1 0
Revenue from sub-lease 4 3
Total cash outflow for leases 62 82
The majority of lease contracts relate to
lease of office buildings. Please see note 4.2
Borrowings and lease liabilities for information
about the lease liabilities.
The Group has entered into a lease con-
tract under which the Group is obligated to
purchase the property at a price of DKK 74
million after termination of the lease contract
in 2036. The purchase obligation is included
in the lease liability.
3.3 Right-of-use assets
41TOPSØE HOLDING A/S ANNUAL REPORT 2023 CONSOLIDATED FINANCIAL STATEMENTS
Accounting policies
Investments in joint ventures and associated
companies
Entities in which the Group directly or indi-
rectly controls at least 20%, but not more
than 50%, of the voting rights are accounted
for as associated companies.
Investments in joint ventures and associated
companies are recognized and measured
under the equity method. The proportional
share of the result after tax of investments in
joint ventures and associated companies are
included under financial income or financial
expense.
Investments with negative net asset values
are recognized at DKK 0 million.
Other securities and investments
Investments in other enterprises are
measured at fair value at the balance sheet
date. Fair value adjustments are recognized
through other comprehensive income under
the reserve for financial assets measured at
fair value.
Securities, e.g. issued loans, are measured at
amortized cost less expected credit loss.
Receivables
Receivables are measured at amortized cost
less expected credit loss.
Accounting estimates and judgements
Investments in other enterprises are meas-
ured at fair value at the balance sheet date.
In case that fair value cannot be derived from
an active market, it is required that Manage-
ment assesses and selects an appropriate
method for determination of the fair value.
In this case, the fair value is measured at the
discounted value of expected future cash
flows or other generally accepted valuation
techniques. Material assumptions comprise
expected future cash flows, discount rates
and growth rates for the period.
3.4 Other non-current assets
42TOPSØE HOLDING A/S ANNUAL REPORT 2023 CONSOLIDATED FINANCIAL STATEMENTS
3.4 Other non-current assets (continued)
DKK million
Invest-
ments in
asso-
ciated
com-
panies
Invest-
ments
in joint
ventures
Pension
asset
Other
securi-
ties and
invest-
ments
Other
receiv-
ables Total
Other non-current assets, 2023
Cost at January 1, 2023 938 25 52 573 40 1,628
Foreign currency translation
adjustment 0 -1 1 0 0 0
Additions during the year 92 0 10 7 0 109
Disposals during the year 0 0 0 -33 -4 -37
Cost at December 31, 2023 1,030 24 63 547 36 1,700
Value adjustment at
January 1, 2023 298 0 0 -299 -15 -16
Profit/loss for the year -508 -2 0 0 0 -510
Dilution gain 5 0 0 0 0 5
Additions during the year 144 0 0 0 0 144
Disposals during the year 0 0 0 33 0 33
Value adjustments -66 -1 0 -40 -1 -108
Foreign currency translation
adjustment -37 0 0 8 0 -29
Value adjustment at
December 31, 2023 -164 -3 0 -298 -16 -481
Carrying amount at
December 31, 2023 866 21 63 249 20 1,219
DKK million 2023 2022
Result of investments in joint ventures and
associated companies
Profit from divestment of shares in associated company -2 0
Share of result of associated companies, net of tax -429 -408
Gain/loss in connection to dilution 5 201
Total result of investments in joint ventures and
associated companies -426 -207
DKK million
Invest-
ments in
asso-
ciated
com-
panies
Invest-
ments
in joint
ventures
Pension
asset
Other
securi-
ties and
invest-
ments
Other
receiv-
ables Total
Other non-current assets, 2022
Cost at January 1, 2022 771 17 40 563 41 1,432
Foreign currency translation
adjustment 0 0 2 0 1 3
Additions during the year 167 8 10 10 0 195
Disposals during the year 0 0 0 0 -2 -2
Cost at December 31, 2022 938 25 52 573 40 1,628
Value adjustment at
January 1, 2022 423 0 0 -298 -15 110
Profit/loss for the year -548 0 0 0 0 -548
Dilution gain 201 0 0 0 0 201
Additions during the year 76 0 0 0 0 76
Value adjustments 64 0 0 0 0 64
Foreign currency translation
adjustment 82 0 0 -1 0 81
Value adjustment at
December 31, 2022 298 0 0 -299 -15 -16
Carrying amount at
December 31, 2022 1,236 25 52 274 25 1,612
43TOPSØE HOLDING A/S ANNUAL REPORT 2023 CONSOLIDATED FINANCIAL STATEMENTS
Investments in associated companies:
IGM Biosciences Inc., Mountain Veiw, US
In July 2023 IGM Biosciences Inc. completed
a capital increase, listed on Nasdaq. The total
capital increase was DKK 781 million (USD 120)
excluding fee’s, and Topsøe Holding A/S signed
up with DKK 92 million (UDS 14 million). Topsøe
Holding A/S has in 2023 reduced the ownership
in IGM Biosciences Inc. from 31.9% to 26,3% as
at 3 July 2023 due to dilution. The gain from the
dilution amounts to DKK 5 million.
An adjustment of DKK -66 mio to fair value is
made in 2023 (2022: DKK 0 million). The fair
value of the investment is DKK 866 million.
Investments in joint ventures:
Shaanxi Yanchang Topsoe Catalytic
Technologies Co, Ltd., Weinan, China
During 2022, the Group has invested DKK 8 mil-
lion in Shaanxi Yanchang Topsoe Catalytic Tech-
nologies Co, Ltd., corresponding to 49% of the
share capital. In 2023, no further investment
has been made. The joint venture is a limited
liability company. The company will establish a
minor production line. The share of net result
after tax is DK -2 million (2022:0)
Other securities and investments:
Karnaphuli Fertilizer Limited, Dhaka,
Bangladesh (KAFCO)
The Group holds shares in KAFCO of nominally
BDT 692 million, which equals 15% of the shares
in KAFCO. The shares are measured at fair value
based on a discounted cash flow calculation
using the present budgets and forecasts of
KAFCO.
No fair value adjustment is made in 2023 (2022:
DKK 0 million). The fair value of the investment
is DKK 156 million
Other investments
Net book value of “Other investments” amounts
to DKK 93 mio., including a value adjustment of
DKK -40 mio. in 2023.
3.4 Other non-current assets (continued)
44TOPSØE HOLDING A/S ANNUAL REPORT 2023 CONSOLIDATED FINANCIAL STATEMENTS
Accounting policies
Inventories are measured at the lower of cost
or net realizable value. Cost is determined
using the first-in, first-out method. Cost
comprises direct production costs such as
raw materials, consumables and labor as well
as indirect production costs. Production costs
for work in progress and finished goods in-
clude indirect production costs such as staff
costs, depreciation, maintenance, etc.
Accounting estimates and judgements
The calculation of indirect production costs
is reviewed on a regular basis to ensure that
all relevant assumptions such as prices,
production yield and capacity utilization
are incorporated correctly. Changes in the
assumptions could have a significant impact
on the gross margin and the overall measure-
ment of inventories.
Inventories are written down to net realizable
value if this is lower than cost. A potential
impairment requirement is primarily assessed
based on production quality and the develop-
ment in sales market. The net realizable value
is calculated as the revenue expected to be
generated less selling expenses.
DKK million 2023 2022
Inventories
Raw materials and consumables 683 911
Work in progress 243 382
Finished goods 1,217 1,147
Inventories at December 31 2,143 2,440
Cost of sales for the year 4,604 3,216
Write-down of inventories
Impairment at January, 1 98 127
Foreign currency translation adjustment -1 2
Additions during the year 66 29
Reversals during the year -61 -64
Realized during the year -5 4
Write-down at December 31 97 98
Reversal of impairment losses is attributable
to disposal or reuse of impaired goods in the
production.
Accounting policies
Trade receivables are measured in the bal-
ance sheet at amortized cost less expected
credit loss.
Accounting estimates and judgements
The expected credit loss is based on historical
credit loss experience combined with for-
ward-looking information.
DKK million
Gross trade
receivables
Expected
loss rate (%)
Loss
allowance
Trade
receivables
Aging of trade receivables and
expected credit loss, 2023
Not due 974 0 0 974
1-90 days 233 0 0 233
91-180 days* 434 0 0 434
181-360 days 17 40 -7 10
360+ days 43 45 -19 24
At December 31, 2023 1,701 -26 1,675
Aging of trade receivables and
expected credit loss, 2022
Not due 1,142 0 0 1,142
1-90 days 250 0 0 250
91-180 days 62 0 0 62
181-360 days 22 74 -16 6
360+ days 57 48 -27 30
At December 31, 2022 1,533 -43 1,490
* DKK 297 million relates to invoiced amounts not yet recognized as income
3.5 Inventories 3.6 Trade receivables
45TOPSØE HOLDING A/S ANNUAL REPORT 2023 CONSOLIDATED FINANCIAL STATEMENTS
Accounting policies
Contract work in progress
Contract work in progress is measured at the
selling price of the work completed calculat-
ed on the basis of the percentage-of-com-
pletion. The percentage of-completion is de-
termined on the basis of the share of contract
costs incurred compared to the forecasted
contract costs. This method is found to be
the best method to reflect the progress.
Prepayments are offset against contract work
in progress. Received payments on account
exceeding the selling price of the work
completed are recognized in contract work
in progress under current liabilities, whereas
contract assets occures when the selling
price of the work completed exceeds the
received payments.
Where it is probable that total contract cost
will exceed the total revenue from a contract,
the expected loss is recognized as a cost in
the income statement.
Where the selling price cannot be measured
reliably, the selling price is measured at the
lower of costs incurred and net realizable
value.
Please refer to accounting estimates and
judgements in note 2.1 Revenue.
3.7 Contract assets and liabilities
DKK million 2023 2022
Loss allowance
Loss allowance at January 1 43 19
Foreign currency translation adjustment -1 0
Additions during the year 4 26
Reversals during the year -20 0
Realized during the year 0 -2
Loss allowance at December 31 26 43
Trade receivables due after more than 1 year 0 11
3.6 Trade receivables (continued)
46TOPSØE HOLDING A/S ANNUAL REPORT 2023 CONSOLIDATED FINANCIAL STATEMENTS
DKK million 2023 2022
Contract assets and liabilities
Contract work in progress 328 293
Contract assets at December 31 328 293
Contract work in progress 915 1,318
Prepayments from customers related to catalysts, etc. 461 605
Contract liabilities at December 31 1,376 1,923
Net contract work in progress has increased due to revenue
recognition exceeding actual invoicing during the year, mainly
impacting contract liabilities.
Contract work in progress
Selling price of work completed at the balance sheet date 6,775 6,510
Payments received on account -7,362 -7,535
Contract work in progress at December 31 -587 -1,025
Contract work in progress recognized in contract assets 328 293
Contract work in progress recognized in contract liabilities -915 -1,318
Contract work in progress at December 31 -587 -1,025
Accounting polices
Other receivables are measured at amortized
cost.
Expenses relating to sales work and the
winning of contracts are recognized in the
income statement as incurred, except agent
commissions which are recognized when the
relevant performance obligations have been
delivered - either at a point in time or over
time.
DKK million 2023 2022
Other receivables and prepayments
Indirect taxes receivables 149 75
Derivatives 2 3
Other receivables 22 92
Prepayments 327 117
Other receivables and prepayments at December 31 500 287
Agent commission for obtaining contracts
Agent commission recognized as prepayments 14 10
Agent commission recognized in the income statement
during the year. 27 17
3.7 Contract assets and liabilities (continued) 3.8 Other receivables and prepayments
47TOPSØE HOLDING A/S ANNUAL REPORT 2023 CONSOLIDATED FINANCIAL STATEMENTS
Accounting policies
Securities are measured at fair value at the balance sheet date.
Gains and losses from securities are recognized in the Income
statements under “Financial income” and Financial expenses”
respectively.
DKK million 2023 2022
Securities
Equities funds 603 709
Bonds funds 892 803
Securities at December 31 1,495 1,512
3.9 Securities
Accounting policies
For defined benefit plans, the costs and
obligations for the year are determined
using the projected unit credit method. This
reflects services rendered by employees up to
the valuation dates and is based on actuarial
assumptions primarily regarding discount
rates used in determining the present value of
benefits and projected increase in wages.
Differences between the calculated develop-
ment in pension obligations and plan assets
and the realized values are recognized in
other comprehensive income as actuarial
gains or losses.
Changes in pension obligations for employ-
ees’ past services result in an adjustment of
the actuarial calculation of the present value,
which is classified as past service costs. Past
service costs are charged to the income
statement immediately if the employees have
already earned the right to the adjusted ben-
efits. Otherwise, they will be recognized in the
income statement over the period in which
the employees earn the right to the adjusted
benefits.
Pension plan assets are only recognized to
the extent that the Group is able to derive fu-
ture economic benefits such as refunds from
the plan or reductions of future contributions.
Actuarial valuations of the present value of
pension obligations are performed annually.
3.10 Pension obligations
48TOPSØE HOLDING A/S ANNUAL REPORT 2023 CONSOLIDATED FINANCIAL STATEMENTS
DKK million 2023 2022
Net pension obligations
Present value of pension obligations at January 1 214 282
Foreign currency translation adjustment -6 14
Pension costs 4 4
Calculated interest on obligation 10 7
Actuarial gains and losses, demographic assumption 8 7
Actuarial gains and losses, financial assumption 2 -66
Pension paid -11 -12
Pension paid for settlements -9 -22
Present value of pension obligations at December 31 212 214
Fair value of pension plan assets at January 1 234 285
Foreign currency translation adjustment -8 18
Calculated interest on pension assets 10 6
Return on plan assets excl. interest on pension assets 20 -42
Paid by the company 3 1
Pension paid -11 -12
Pension paid for settlements -9 -22
Fair value of pension plan assets at December 31 239 234
Net pension obligations/assets at December 31 -27 -20
Pension costs
Pension costs 4 4
Interest expenses 10 7
Interest income on plan assets -10 -6
Total pension related to defined benefit recognized in staff
costs 4 5
Weighted average duration of the defined benefit obligations (in
years) 6.0-9.9 6.9-10.5
Expected defined benefit pension payments
by the Group in 2024 amount to DKK 17
million.
3.10 Pension obligations (continued)
Percentage 2023 2022
Composition of plan assets, %
Shares 67 66
Bonds 33 28
Real estate 0 4
Other 0 2
Composition of plan assets at December 31 100 100
Applied actuarial assumptions, %
Discount rate 3.8-7.5 3.2-7.5
Future wage increases 2.5-10.0 2.5-10.0
DKK million 2023 2022
Sensitivity analysis of impact on pension obligation
0.5%-point increase on discount rate -3 -3
0.5%-point decrease on discount rate 3 3
0.5%-point increase on future wage increase 0 0
0.5%-point decrease on future wage increase 0 0
Life expectancy increase of 1 year 3 4
Life expectancy decrease of 1 year -3 -4
The Group has entered into pension plans with
a considerable number of its employees. Most
of the plans are defined contribution plans
and only a small part is defined benefit plans.
Defined contribution plans
The Group finances the plans by currently pay-
ing a premium to independent insurance com-
panies that are responsible for the pension
obligations. Once the pension contributions to
the defined contribution plans have been paid,
the Group has no further pension obligations
to current or terminated employees.
Defined benefit plans
The Group has made agreements with spe-
cific groups of employees regarding payment
of certain benefits, including pension. These
pensions mainly relate to certain employ-
ees in the Group’s US subsidiary where the
plan partly consists of a basic pension and
partly of an additional pension for selected
members of US management. The pension
obligations are partly hedged through an
independent fund. Actuarial valuation is
performed annually. In addition, employees
in India and Germany are covered by defined
benefit plans.
The majority of the obligations are funded
with assets placed in independent pension
funds mainly in the US. Most of the plan
assets are quoted investments.
49TOPSØE HOLDING A/S ANNUAL REPORT 2023 CONSOLIDATED FINANCIAL STATEMENTS
Accounting policies
Provisions are recognized when, due to an
earlier event, the Group has a legal or con-
structive obligation and it is expected that the
settlement of the obligation will require an
outflow of resources.
Provisions are measured on the basis of
Management’s best estimate of the amount
at which the obligation is expected to be met
and are discounted if deemed material.
Contingent liabilities comprise possible obli-
gations which have not yet been confirmed or
cannot be measured reliably, but which result
in outflow of resources if realized.
Accounting estimates and judgements
The warranty provisions are based on his-
torical levels as well as estimated amounts
required for settling specific warranty cases.
Furthermore, the warranty provision for
engineering projects reflects the expected
risk associated with the various technolo-
gies. Warranty provisions can be impacted by
unexpected quality issues on our catalyst or
technology solutions.
Management continuously assesses provi-
sions, including contingencies and the likely
outcome of pending and potential legal pro-
ceedings. The outcome of these depends on
future events which are uncertain by nature.
The assessments may involve advice from
external experts and legal advisors.
DKK million
Warranty
provi-
sion for
engineering
projects
Warranty
provision
for catalysts Other Total
Provisions, 2023
Provisions at January 1, 2023 143 58 10 211
Provisions during the year 40 43 1 84
Reversals during the year -92 0 0 -92
Realized provision during the year -20 0 0 -20
Provisions at December 31, 2023 71 101 11 183
The majority of the warranty provisions are expected to be recognized after 1 year.
Provisions, 2022
Provisions at January 1, 2022 114 51 10 175
Foreign currency translation
adjustment 0 0 0 0
Provisions during the year 73 8 0 81
Reversals during the year -10 -1 0 -11
Realized provision during the year -34 0 0 -34
Provisions at December 31, 2022 143 58 10 211
The majority of the warranty provisions are expected to be recognized after 1 year.
3.11 Provisions and contingent liabilities
50TOPSØE HOLDING A/S ANNUAL REPORT 2023 CONSOLIDATED FINANCIAL STATEMENTS
DKK million 2023 2022
Ageing of guarantees issued on the Group's behalf
for project-related risk
Less than 1 year 459 379
Between 1 and 5 years 206 270
After 5 years 31 38
Guarantees issued at December 31 696 687
Guarantees have been issued by banks and
credit insurance institutions to customers on
the Group’s behalf to cover project- related
risk, such as received prepayments and
performance. In the event that a guarantee
materializes, banks and credit insurance
institutions have recourse against the Group.
In the event that a guarantee is expected to
materialize, a provision is recognized.
DKK million 2023 2022
Guarantees issued by the Group
Guarantee issued by the Group in relation to
the Employee Share Program, expires 2024 2 5
Guarantees issued by the Group at December 31 2 5
Contingent liabilities
The Group’s property in Frederikssund, Den-
mark, has been found to be contaminated.
Management assesses that the remediation
costs will not be significant.
The Group is a party to a number of court
cases and legal disputes. Management
assesses that none of these will significantly
impact the Group’s financial position.
Through participation in joint taxation
scheme, the Group is jointly and severally
liable for taxes, etc. payable in Denmark.
Accounting policies
Other payables are measured at amortized
cost, mainly corresponding to nominal value.
DKK million 2023 2022
Other payables
Staff-related items 520 359
Other payables 118 188
Other payables at December 31 638 547
Classification of other payables
Non-current liabilities 99 103
Current liabilities 539 444
Other payables at December 31 638 547
Staff-related items primarily comprise em-
ployee holiday provision, provision for Group
bonus and payroll taxes due.
3.11 Provisions and contingent liabilities (continued) 3.12 Other payables
51TOPSØE HOLDING A/S ANNUAL REPORT 2023 CONSOLIDATED FINANCIAL STATEMENTS
Accounting policies
Share premium
The share premium consists of the difference
between the par value of the shares issued
and the issue price.
Reserves
The foreign currency translation reserve
comprises all translation adjustments arising
from the translation of financial statements of
Group enterprises with a functional currency
other than Danish kroner as well as translation
adjustments concerning non-current inter-
company balances that are considered a part
of the net investment in such enterprises.
Reserve for financial assets measured at fair
value comprises the accumulated net change
in the fair value of investments in other enter-
prises classified as financial assets measured
at fair value through other comprehensive
income.
Dividend
Proposed dividend for the financial year is
recognized in retained earnings.
According to Danish corporate law, reserves
available for distribution as dividends are
based on the financial statements of the par-
ent company, Topsøe Holding A/S. Dividends
are paid from distributable reserves. Share
premium is a distributable reserve.
Number 2023 2022
Shares
Shares at January 1 2,200,000 2,200,000
Capital increase 0 0
Shares as per December 31 2,200,000 2,200,000
The nominal value of each share is DKK 1
each. All issued shares have been paid. No
shares carry any special right. The capital in-
crease is due to the Employee Share Program
(see note 5.1 Share-based payment for further
information).
Of the total number of registered shares
3,547,086 are treasury shares held by the
Group at year-end.
4 Capital structure and financial items
4.1 Equity and dividend 4.2 Borrowings and lease liabilities
Accounting policies
Borrowings are initially recognized at the
proceeds received net of transaction costs
incurred. Subsequently, the loans are meas-
ured at amortized cost, corresponding to
capitalized value, using the effective interest
rate, so that the difference between the
proceeds and the nominal value is recognized
in the income statement over the term of the
loan.
DKK million Borrowings
Lease
liabilities
Other
payables Total
Interest-bearing debt, 2023
Interest-bearing debt at
January 1, 2023 520 483 102 1,105
Value adjustment 2 -6 3 -1
Loans raised 704 26 0 730
Installments -69 -42 0 -111
Interest-bearing debt at
December 31, 2023 1,157 461 105 1,723
Hereof long term 563 426 96 1,085
Interest-bearing debt, 2022
Interest-bearing debt at
January 1, 2022 585 513 104 1,202
Value adjustment -1 -10 0 -11
Loans raised 58 40 0 98
Installments -122 -60 -2 -184
Interest-bearing debt at
December 31, 2022 520 483 102 1,105
Borrowings comprise loans from credit institutions.
Please refer to note 3.3 Right-of-use assets for further information.
52TOPSØE HOLDING A/S ANNUAL REPORT 2023 CONSOLIDATED FINANCIAL STATEMENTS
Accounting policies
Fair value measurements are categorized into
Level 1, 2 or 3 based on the degree to which
the inputs to the fair value measurements
are observable and on the significance of
the inputs to the fair value measurement as a
whole. The inputs are described as follows:
→ Level 1 inputs are quoted prices (unadjust-
ed) in active markets for identical assets or
liabilities that the entity can access at the
measurement date.
→ Level 2 inputs are inputs, other than quoted
prices included within Level 1, that are
observable for the asset or liability, either
directly or indirectly.
→ Level 3 inputs are fair value measures
derived from valuation techniques that
include inputs for the asset or liability that
are not based on observable market data
(unobservable inputs).
4.3 Financial assets and liabilities
DKK million < 1 year 1-5 years > 5 years
Total
payments
Future
interests
Carrying
amount
Maturity and classi-
fication of financial
liabilities, 2023
Borrowings 621 420 215 1,256 -99 1,157
Lease liabilities 67 230 287 584 -123 461
Trade payables 1,519 0 0 1,519 0 1,519
Other financial liabilities 524 27 94 645 -7 638
Financial liabilities mea-
sured at amortized cost 2,731 677 596 4,004 -229 3,775
Derivatives 15 0 0 15 0 15
Financial liabilities
measured at fair
value through other
comprehensive income
15 0 0 15 0 15
Financial liabilities
at December 31, 2023 2,746 677 596 4,019 -229 3,790
Maturity and classi-
fication of financial
liabilities, 2022
Borrowings 200 289 59 548 -28 520
Lease liabilities 69 226 318 613 -130 483
Trade payables 955 0 0 955 0 955
Other financial liabilities 444 9 94 547 0 547
Financial liabilities mea-
sured at amortized cost 1,668 524 471 2,663 -158 2,505
Financial liabilities
at December 31, 2022 1,668 524 471 2,663 -158 2,505
53TOPSØE HOLDING A/S ANNUAL REPORT 2023 CONSOLIDATED FINANCIAL STATEMENTS
DKK million Level 1 Level 2 Level 3
Fair value assets, 2023
Other securities and investments 1 0 248
Derivative 0 3 0
Assets stated at fair value at December 31, 2023 1 3 248
Please refer to note 3.4 Other non-current assets for information on input to the fair value
measurement of investments in other enterprises stated in level 3.
There have been no transfers between levels 1, 2 and 3 during the year.
DKK million 2023 2022
Fair value of level 3 assets
Fair value of level 3 assets at January 1 273 264
Addition, net -33 10
Write-down recognized in other comprehensive income 8 -1
Fair value of level 3 assets at December 31 248 273
DKK million 2023 2022
Available credit facility
Undrawn credit facility 1,342 116
Undrawn revolving credit facility 1,836 1,200
Available credit facility at December 31 3,178 1,316
4.3 Financial assets and liabilities (continued)
Financial risk
Currencies
As the group operates globally, the income
statement, balance sheet, and cash flows are
subject to the risk of currency fluctuations,
mainly in relation to the group’s cashflows in
USD.
Part of this risk is mitigated through natu-
ral hedges arising from activities where the
group has both income and expenses in the
same currency. However, the risk is not fully
covered by natural hedges, and consequently
the group hedges certain future cash flows. A
5% change in the DKK/USD exchange rate is
assessed to have an EBIT effect of DKK 15-25
million.
Interest rates
The group’s general interest rate policy is
to maintain a loan portfolio where the fixed
interest rate portion is kept within a range
of 50-75%, while the floating interest rate
portion is kept within a range of 25-50%. By
the end of 2023, the fixed rate portion stood
at 35% (2022: 65%), while the floating rate
portion stood at 35% (2022: 35%). For the
floating rate portion of our interest-bear-
ing debt at end of 2023, an increase in the
interest rate level of 1 percentage point will
increase interest expenses by DKK 73 million
p.a. (2022: 1.6 p.a.)
Credit
The credit risk of the group is primarily related
to trade receivables from state, public and
privately-owned corporations. Where feasi-
ble, we seek to mitigate credit risk by applying
instruments such as letters of credit and bank
guarantees as well as selective structuring
of payment terms, etc. On a quarterly basis,
we assess whether the Group should make
accruals for bad debt which is considered
unlikely to be collected.
Furthermore, credit risk arises from cash and
derivarives. In order to reduce the risk, the
group only deals with financial counterparties
who, in the opinion og Management, have
satisfactory financial strenth (based on credit
rating from a recognized international credit
rating agency where feasible).
At December 31, 2023, the group considers
its maximum credit risk to be 2,843 million
(2022: DKK 2,412 million) equal to the total of
the Group’s financial assets.
Liquidity
The group must maintain sufficient liquidity
to fund daily operations, debt service, and ex-
pansion. Topsøe Holding’s access to liquidity
consists of cash and cash equivalents, in-
cluding access to committed revolving credit
facilities. The target is to maintain a minimum
of DKK 500 million in unused committed
revolving credit facilities at any time.
The Group’s derivatives are entered into to
hedge the currency risk and accounted for
ashedge accounting or economic hedges.
54TOPSØE HOLDING A/S ANNUAL REPORT 2023 CONSOLIDATED FINANCIAL STATEMENTS
4.3 Financial assets and liabilities (continued)
The target is to maintain a minimum of DKK
500 million in unused committed revolving
credit facilities at any time.
The Group’s derivatives are entered into to
hedge the currency risk and accounted for as
hedge accounting or economic hedges.
Cash flow hedge
We use forward exchange contracts to hedge
currency risks and use commodity futures to
mitigate the risk of pricefluctuations regard-
ing expected future cash flows that meet the
criteria for cash flow hedging.
The fair value reserve of the derivatives is rec-
ognised in other comprehensive income until
the hedged items affect the income state-
ment through work in progress, inventory
or net financials. The fair value of derivatives
is recognised in other receivables and other
liabilities. The majority of the cash flow hedge
instruments are expected to settle and affect
the income statement within one year.
Carrying amount, net fair value
2023 2022
DKK million
Cash flow
hedge
Total
hedge
Cash flow
hedge
Total
hedge
Financial instruments asset 2 2 3 3
Financial instruments liability -15 -15 0 0
Total -13 -13 3 3
Ineffectiveness is recognised in the income statement within financial items. Ineffectiveness
was immaterial in 2023 and 2022.
At 31 December 2023, the fair value of our cash flow hedge instruments amounted to net MDKK
-13 (2022: MDKK 3m). The breakdown of the cashflow hedges by most important currencies for
each of the years 2023 and 2022 is shown in the table below.
DKK million 2023 2022
Change in cash flow hedge reserve -16 3
Reclassified from other comprehensive income to
work in progress 0 0
Cash flow hedges
2023 2022
DKK million
Notional
amount
Net
fair value
Notional
amount
Net
fair value
Currency
USD 432 2 411 3
Total 2 3
A negative notional amount represents a sale of the currency
2023 2022
DKK million
Contractual
principal
amount
Net
fair value
Notional
amount
Net
fair value
Commodity hedges
Metals 54 -15 0 0
Other 0 0 0 0
Total -15 0
In the table ‘Transaction impact’, a sensitivity
analysis is disclosed. The analysis assumes
that all other variables, exposures and interest
rates in particular, remain constant. The
sensitivity analysis shows the gain/loss on net
profit and other comprehensive income of a
5% percent increase in the specified curren-
cies towards DKK (a 5% decrease will have
similar opposite effect). The analysis includes
the offsetting impact from monetary items
and derivatives used to hedge the currency
risk. The impact on net profit for the year
includes monetary items in foreign curren-
cies that are currency adjusted through the
income statement as well as any derivatives
used for economic hedging. The impact on
other comprehensive income includes the
value adjustment on derivatives designated
as hedge accounting in effective cash flow
hedges. A 5 % appreciation in the specified
currencies towards Danish Kroner will have
the following effect on other comprehensive
income (a 5% depreciation will have a similar
negative effect).
55TOPSØE HOLDING A/S ANNUAL REPORT 2023 CONSOLIDATED FINANCIAL STATEMENTS
DKK million 2023 2022
Financial income
Dividend from other investments 92 129
Interest income 13 10
Foreign currency translation adjustment 184 173
Other financial income 152 58
Total financial income 441 370
Financial expenses
Interest expenses 40 35
Foreign currency translation adjustment 228 150
Value adjustment of other receivables 4 0
Other financial expenses 57 243
Total financial expenses 329 428
Interest expenses include interest on financial
liabilities measured at amortized cost of DKK
48 million (2022: DKK 31 million).
4.4 Financial income and expenses4.3 Financial assets and liabilities (continued)
2023 2022
DKK million Change
Net profit
for the year Change
Net profit
for the year
Transaction impact, currency
USD 5% 21 5% 56
EUR 5% 123 5% 67
CNY 5% 16 5% 7
Total 160 130
A negative notional amount represents a sale of the currency
Fair value financial assets and liabilities
DKK million Level 1 Level 2 Level 3
Other securities and investments
Fair value at December 31, 2023 1 0 5
Value adjustment recognized in the income
statement 0 0 0
Please refer to note 11 for information on input
to valuation of other securities and investments
stated at fair value in level 3.
Derivatives
Fair value at December 31, 2023 0 -13 0
Value adjustment recognized in hedging fund
under equity 0 -16 0
Please refer to note 4.3 in the group financial
statements on further input on derivatives.
56TOPSØE HOLDING A/S ANNUAL REPORT 2023 CONSOLIDATED FINANCIAL STATEMENTS
Accounting policies
Performance shares
The Group’s performance shares scheme is
equity-settled, measured at the grant date and
recognized in the income statement as staff
costs over the vesting period. The offsetting
item is recognized directly in equity.
The fair value of the performance shares
granted is determined based on the external
valuations of the Group and comparable peers.
On initial recognition, an estimate is made of
the number of share units that the employees
are expected to earn. The estimated number of
share units is adjusted subsequently to reflect
the actual number of share units earned.
The estimated volatility is based on historical
data over the preceding years adjusted for any
unusual circumstances during the period.
Employee Share Program (ESP)
The Employee Share Program is considered an
equity-settled program. The discount element,
which is the deviation between the employees’
share purchase price and the market value, is
expensed as a cost in Staff costs during the
duration of the program. The counter entry
is included directly in Retained earnings as a
transaction with owners.
The Phantom Program is considered a
cash-settled program. The invested amount is
considered as a non-current liability. The annual
fair value adjustment is expensed as cost in
Staff costs.
No. of shares 2023 2022
Performance
shares 238,875 374,771
Granted during
the year 934,106 0
Cancelled during
the year -14,865 -135,896
No. of shares at
December 31 1,158,116 238,875
Share-based incentive schemes
In 2021, the Group launched incentive share-
based payment schemes for the purpose of
motivating and retaining selected employees,
senior leaders and members of the Senior
Leadership Team.
Retention is motivated by requiring continued
service for a period covering the vesting period
as a minimum. The schemes are also intended
to align the interests of employees and share-
holders.
As of December 31, 2023 the company has 3
long term incentive plans and participation as
follows:
2021 – 2023 LTI covering 20 employees
2022 – 2024 LTI covering 26 employees
2023 – 2025 LTI covering 32 employees
Total costs recognized in 2023 for all 3 plans
amounted to DKK 22 million (2022: DKK 3.3
million).
The fair value of each performance share
scheme at December 31, 2023, is estimated as
2021 – 2023 LTI – DKK 17 million (2022: DKK 10
million)
2022 – 2024 LTI – DKK 11.1 million
2023 – 2025 LTI – DKK 17.2 million
Employee Share Program
The Employee Share Program (ESP) was
launched in 2019 with enrollment in February
2020. Employees at all levels have been offered
the opportunity to acquire shares in Topsoe
A/S at market value by investing an amount
equal to ½, 1 or 2 months’ salary. For every four
shares purchased at market value, employees
purchased a fifth share at a price of DKK 1. An
annual investment window will be open to new
employees. The program will expire either in
case of an IPO or by December 31, 2024, at the
latest. If the program expires without an IPO,
the shares will be purchased by a purchaser
designated by the Group at market price. The
shares cannot be sold or pledged.
In 2023, an additional 74 employees (2022:
265 employees) enrolled in the program and
301,231 new shares (2022: 687,022 shares) were
issued. The shares issued in 2023 were issued
at an average price of 26.7 DKK (2022: DKK 33.1)
per share resulting in a discount element of
DKK 5.1 (2022: DKK 6.4). Staff costs have been
impacted by DKK 1.55 million (2022: DKK 5.73
million) due to the accrued part of the discount
element and the fair value adjustment.
Good leavers (mainly employees who retire or
are dismissed) can choose to keep the shares
until the program expires or sell the shares to
a purchaser designated by the Group in the
next annual window at the fair market price.
Resigning participants must sell the shares to
a purchaser designated by the Group in the
next annual window at the lower of the invested
amount plus an amount for the fifth share that
increases to the price paid for the four shares
during the period or the fair market price.
In some countries, participation in the ESP is
not possible due to local legislation. Instead,
employees in these countries have been
offered to participate in a Phantom Program.
The participating employees have invested an
amount equal to ½, 1 or 2 months’ salary and
are granted phantom shares in Topsoe A/S at
principles equal to the ESP. At the time of expiry
of the program, employees will be refunded
based on the fair value of the phantom shares.
1 employee (2022: 54 employees) has been en-
rolled in the Phantom Program. Staff costs have
not been impacted in 2023 nor in 2022
5 Other notes
5.1 Share-based payment
57TOPSØE HOLDING A/S ANNUAL REPORT 2023 CONSOLIDATED FINANCIAL STATEMENTS
DKK million 2023 2022
Fee to auditors appointed at the general meeting
Statutory audit fee 3 3
Other assurance statements 0 0
Tax assistance 3 2
Other assistance 7 4
Total fee to auditors appointed at the general meeting 13 9
For remuneration to Senior Leadership Team and
Board of Directors, please refer to note 2.3 Staff
costs.
Intercompany transactions have been eliminated
in the consolidated financial statements.
5.2 Fee to auditors appointed at the general meeting 5.3 Related parties
58TOPSØE HOLDING A/S ANNUAL REPORT 2023 CONSOLIDATED FINANCIAL STATEMENTS
DKK million 2023 2022
Adjustments for non-cash items
Gain and losses from disposal of assets -1 10
Cash flow from discontinuing operations -18 -17
Result of investment in joint venture and associated companies 11 0
Change in provision 32 22
Employee Share Program 0 4
Other adjustments -27 50
Total adjustments for non-cash items -3 69
Change in working capital
Increase (-) / decrease in inventories 273 -772
Increase (-) / decrease in trade receivables -192 -239
Increase / decrease (-) in contract assets and liabilities -563 711
Increase / decrease (-) in trade payables, etc. 428 320
Total change in working capital -54 20
DKK million 2023 2022
Contractual obligations
Purchase obligations relating to property, plant and equipment
and intangible assets 747 293
Lease obligations related to software, IT service and maintainance
agreements, running up to 9 years 33 8
Investment obligations related to investing in companies included
under non-current assets 0 3
Contractual obligations at December 31 780 304
Ageing of contractual obligations
Less than 1 year 615 293
Between 1 and 5 years 163 7
After 5 years 2 4
Contractual obligations at December 31 780 304
5.4 Cash flow specifications 5.5 Commitments
59TOPSØE HOLDING A/S ANNUAL REPORT 2023 CONSOLIDATED FINANCIAL STATEMENTS
No events materially affecting the Group’s
financial position at December 31, 2023 have
occured after the balance sheet date.
Company Country
Ownership
share Activity
Topsoe A/S* Denmark 69.18% P, S,R,O
Topsoe América Latina S.A. Argentina 100% S
Haldor Topsoe Australia Pty. Ltd. Australia 100% S
Haldor Topsoe do Brasil Tecnologia e Servicos em
Catalisadores Eireli Brazil 100% S
Haldor Topsoe Canada Limited Canada 100% S
Topsoe (Beijing) Co. Ltd China 100% P, S
Topsoe International A/S Denmark 100% S
Subcontinent Ammonia Investment Company ApS Denmark 100% O
Topsoe Project Investment A/S Denmark 100% O
HT Ramagundam A/S Denmark 100% O
Topsoe Sustainables A/S Denmark 100% O
Topsoe SOEC Production A/S Denmark 100% P
Haldor Topsoe Germany GmbH Germany 100% S
Haldor Topsoe India Pvt. Ltd. India 100% S, O
Topsoe Sdn. Bhd. Malaysia 100% S
Haldor Topsoe De Mexico, S. A. de C. V. Mexico 100% S
OOO Haldor Topsøe, under liquidation Russia 100% S
Topsoe, Inc. US 100% P, S
Haldor Topsoe Project Development U.S. Inc. US 100% O
Haldor Topsoe LFG Solutions Inc. US 100% O
Saturn Ferrostaal Gas Chemicals LLC US 100% O
Haldor Topsoe eCOs Inc. US 100% O
Topsoe SOEC Production US Inc. (dormant). US 100% O
Frydenlund Ejendomsselskab ApS* Denmark 100% P, S
HT ESP ApS* Denmark 70% O
P: Production S: Sales R: R&D O: Other * Directly held entities by Topsøe Holding A/S
5.6 Events after the balance sheet date 5.7 Group enterprises
60TOPSØE HOLDING A/S ANNUAL REPORT 2023 CONSOLIDATED FINANCIAL STATEMENTS
FINANCIAL STATEMENTS
OF TOPSØE HOLDING A/S
Notes
1 Accounting policies 65
2 Staff expenses 65
3 Financial income 65
4 Financial expenses 65
5 Proposed distribution of profit 65
6 Investments 66
7 Securities 67
8 Share capital 67
9 Fee to auditors appointed
at the general meeting 67
10 Contractual liabilities 67
11 Related parties 67
12 Subsequent events 67
Income statement 62
Balance sheet 63
Statement of changes in equity 64
61TOPSØE HOLDING A/S ANNUAL REPORT 2023 FINANCIAL STATEMENTS OF TOPSØE HOLDING A/S
Income statement of
Topsøe Holding A/S
DKK million Note 2023 2022
Other external expenses -8 -11
Staff expenses 2 -15 -14
EBIT -23 -25
Income/loss from investments in associated companies 6 -164 0
Dividend from group enterprises 193 309
Financial income 3 143 55
Financial expenses 4 -59 -244
Profit before tax 90 95
Ta x -23 45
Net profit 5 67 140
62TOPSØE HOLDING A/S ANNUAL REPORT 2023 FINANCIAL STATEMENTS OF TOPSØE HOLDING A/S
Balance sheet of
Topsøe Holding A/S
DKK million Note 2023 2022
Assets
Investments in group companies 3,907 3,907
Investments in associated companines 866 939
Other investments 0 35
Investments 6 4,773 4,881
Non-current assets 4,773 4,881
Receivables from group enterprises 12 0
Corporate income tax 0 56
Other receivables and prepayments 3 4
Receivables 15 60
Securities 7 1,495 1,512
Cash 77 7
Current assets 1,587 1,579
Assets 6,360 6,460
DKK million Note 2023 2022
Equity and liabilities
Share capital 8 2,200 2,200
Retained earnings 4,004 4,074
Proposed dividend 137 109
Equity 6,341 6,383
Credit institutions 0 69
Payables to group enterprises 6 6
Corporate income tax 12 0
Other payables 1 2
Current liabilities 19 77
Liabilities 19 77
Equity and liabilities 6,360 6,460
Fee to auditors appointed at the general
meeting 9
Contractual liabilities 10
Related parties 11
Subsequent events 12
63TOPSØE HOLDING A/S ANNUAL REPORT 2023 FINANCIAL STATEMENTS OF TOPSØE HOLDING A/S
Statement of changes in equity of
Topsøe Holding A/S
DKK million
Share
capital
Retained
earnings
Proposed
dividend Total
Equity at January 1, 2023 2,200 4,074 109 6,383
Net profit 0 -70 137 67
Net profit and income and expenses recognized under equity -70 137 67
Dividend paid 0 0 -109 -109
Transactions with owners 0 0 -109 -109
Equity at December 31, 2023 2,200 4,004 137 6,341
64TOPSØE HOLDING A/S ANNUAL REPORT 2023 FINANCIAL STATEMENTS OF TOPSØE HOLDING A/S
Basis of preparation
The financial statements for 2023 of Topsøe
Holding A/S have been prepared in accord-
ance with the requirements of the Danish
Financial Statements Act for class C large
companies.
The accounting policies are unchanged from
last year.
The applied accounting policies are similar to
those of the Group except for the following
matters:
Dividend from Group enterprises
The dividend proposed and declared in the
financial year is recognized in the parent
company’s income statement.
Investments in Group enterprises
Investments in Group enterprises and associ-
ated companies are recognized and meas-
ured at cost in the parent company’s financial
statements.
Cash flow statement
No separate cash flow statement has been
prepared for the parent company, as the par-
ent company’s cash flow statement is includ-
ed in the consolidated cash flow statement.
DKK million 2023 2022
Wages and salaries 15 14
Total staff expenses 15 14
Total remuneration to Executive Management and fee
to Board of Directors 13 13
Average number of employees 3 3
3 Financial income
DKK million 2023 2022
Other financial income, dividend etc. 143 55
143 55
4 Financial expenses
DKK million 2023 2022
Other finacial expenses 58 243
Other interest 1 1
Total financial expenses 59 244
5 Proposed distribution of profit
DKK million 2023 2022
Proposed dividend 137 109
Retained earnings -70 31
Total proposed distribution of profit 67 140
1 Accounting policies 2 Staff expenses
65TOPSØE HOLDING A/S ANNUAL REPORT 2023 FINANCIAL STATEMENTS OF TOPSØE HOLDING A/S
DKK million
Investments
in group
enterprises
Invest-
ments in
associated
companies
Other
investments
Cost at January, 1 2023 3,907 939 35
Additions during the year 0 91 5
Cost at December 31, 2023 3,907 1,030 40
Value adjustments at January, 1 2023 0 0 0
Value adjustments 0 -164 -40
Value adjustment at December, 31 2023 0 -164 -40
Carrying amount at December 31, 2023 3,907 866 0
6 Investments
Investments in group enterprises are specified as follows:
Company Country Ownership share Activity
Topsoe A/S* Denmark 68.81% P, S,R,O
Topsoe América Latina S.A. Argentina 100% S
Haldor Topsoe Australia Pty. Ltd. Australia 100% S
Haldor Topsoe do Brasil Tecnologia e Servicos em
Catalisadores Eireli Brazil 100% S
Haldor Topsoe Canada Limited Canada 100% S
Topsoe (Beijing) Co. Ltd China 100% P, S
Topsoe International A/S Denmark 100% S
Subcontinent Ammonia Investment Company ApS Denmark 100% O
Topsoe Project Investment A/S Denmark 100% O
HT Ramagundam A/S Denmark 100% O
Topsoe Sustainables A/S Denmark 100% O
Topsoe SOEC Production A/S Denmark 100% P
Haldor Topsoe Germany GmbH Germany 100% S
Haldor Topsoe India Pvt. Ltd. India 100% S, O
Topsoe Sdn. Bhd. Malaysia 100% S
Haldor Topsoe De Mexico, S. A. de C. V. Mexico 100% S
OOO Haldor Topsøe, under liquidation Russia 100% S
Topsoe, Inc. US 100% P, S
Haldor Topsoe Project Development U.S. Inc. US 100% O
Haldor Topsoe LFG Solutions Inc. US 100% O
Haldor Topsoe eCOs Inc. US 100% O
Topsoe SOEC Production US Inc. (dormant) . US 100% P
Frydenlund Ejendomsselskab ApS* Denmark 100% P, S
HT ESP ApS* Denmark 70% O
P: Production S: Sales R: R&D O: Other * Directly held entities by Topsøe Holding A/S
66TOPSØE HOLDING A/S ANNUAL REPORT 2023 FINANCIAL STATEMENTS OF TOPSØE HOLDING A/S
DKK million 2023 2022
Equities funds 603 709
Bonds funds 892 803
Total securities 1,495 1,512
8 Share capital
Number of shares of DKK 1,000 A shares B shares Total
Total share capital 200,000 2,000,000 2,200,000
The share capital constitutes nominally DKK 2,200,000 distributed on shares of DKK 1,000 or
multiple of this.
9 Fee to auditors appointed at the general meeting
Please refer to the note in the consolidated financial statements.
10 Contractual liabilities
Through joint taxation scheme with Danish group enterprises, the company is jointly and sever-
ally liable for taxes etc. payable in Denmark.
11 Related parties
No transactions have been carried out with the Board of Directors, Executive Management,
key management staff, shareholders, group enterprises or other related parties which have not
been under normal market conditions.
12 Subsequent events
No events materially affecting the Company’s financial position at December 31, 2022 have oc-
cured after the balance sheet date.
7 Securities
67TOPSØE HOLDING A/S ANNUAL REPORT 2023 FINANCIAL STATEMENTS OF TOPSØE HOLDING A/S
STATEMENT BY THE EXECUTIVE MANAGEMENT AND
BOARD OF DIRECTORS ON THE ANNUAL REPORT
Registered Executive Management
Board of Directors
69TOPSØE HOLDING A/S ANNUAL REPORT 2023 STATEMENTS
INDEPENDENT AUDITOR’S REPORT
70TOPSØE HOLDING A/S ANNUAL REPORT 2023 STATEMENTS
CVR No 33 77 12 31
71TOPSØE HOLDING A/S ANNUAL REPORT 2023 STATEMENTS
