TOPSØE HOLDING A/S
ANNUAL
REPORT
2024
CVR no. 30 82 67 52
The Annual Report has been presented and adopted
at the Annual General Meeting on April 10, 2025
Chair of the meeting,
CONTENTS
Letter from our Chairman 3
Risk management 4
Corporate governance 9
Financial results & outlook 12
CONSOLIDATED FINANCIAL STATEMENTS
Income statement 19
Statement of comprehensive income 19
Balance sheet 20
Cash flow statement 21
Statement of changes in equity 22
Notes 24
FINANCIAL STATEMENTS OF TOPSØE HOLDING A/S
Income statement 58
Balance sheet 59
Statement of changes in equity 60
Notes 61
STATEMENTS
Statement by the Executive Management
and Board of Directors on the Annual Report 65
Independent auditor’s report 66
MANAGEMENT REVIEW FINANCIAL STATEMENTS
2
OVERVIEW
TOPSØE HOLDING A/S ANNUAL REPORT 2024
LETTER FROM OUR CHAIRMAN
TOPSOE A/S
2024 has been another solid year for Topsoe with
strong revenue and earnings. Our catalyst and tech-
nology businesses for low-carbon and conventional
fuels continue to support customer projects globally,
and we have signed contracts for exciting projects
for renewable, low-carbon fuels and e-fuels in a year
with a market facing both opportunities and chal-
lenges.
We are very pleased to have a leading position
in low-carbon, renewable fuels and catalysts for
low-carbon and conventional fuels – and to be at the
forefront of an innovative and growing Power-to-X
industry. Building on decades of leading science and
innovation, our ability to commercialize solutions
continues to fuel our strong market position.
Catalysts play a crucial role in supporting the energy
transformation as industries work toward a more
sustainable future. We continue to solidify our
leading market position in solutions that reduce and
eliminate industrial sulfur emissions and air pollution,
while strengthening our position in low-sulfur fuels,
hydrogen, ammonia and methanol. The success
of our technologies and catalysts – that optimize
the production of fuels and chemicals and keep air
cleaner – enables us to make major investments in
new technology and solutions.
We have taken further steps in scaling up our Pow-
er-to-X business to help ramp up the production of
green hydrogen and derivatives in Europe and the
U.S. Our advanced industrial-scale Solid Oxide Elec-
trolyzer Cell (SOEC) manufacturing facility in Herning
will be ready to deliver SOEC stacks to customers in
the first half of 2025.
With our determination to play a leading role in pro-
viding fuel alternatives to energy-intensive industries
and long-distance transportation, we are engaged in
global discussions, sharing our insights and facilitat-
ing pragmatic and scalable technological solutions.
The closing of the year concluded our 2024 vi-
sion-period. Five years ago, we laid out the path
for our ambitious transformation and we are proud
to say we have delivered on what we set out to do.
We have strengthened our organization; grown our
brand; made our business more sustainable; and
made our largest ever investment in new technol-
ogies for our customers. We have also optimized
our traditional business and maintained its market
leading status; built leading market positions in
low-carbon and renewable fuels; and taken a leading
role in scaling Power-to-X technology and solutions.
All of this while delivering record financial results and
growth.
With this strong foundation, we are ready to enter
our next five-year vision period – Vision 2029: “To
deliver decarbonization solutions at scale to lead the
fuel transition”.
Our ambition is to be the solutions partner that
enables our customers to scale their decarbonization
activities. We will pave the way for an energy tran-
sition leveraging innovation, continued delivery of
high-quality solutions and a commitment to sustain-
ability in our own operations.
Thank you to the leadership in Topsoe and to all
our incredible employees for your dedication to our
journey and our values, solving significant societal
problems by bringing forward world leading solutions.
Much work is still ahead of us to move the energy
transition forward, faster - and we are completely
committed in the Topsøe family to give this our full
support.
IGM Biosciences
IGM experienced severe difficulties as the clinical
programmes did not produce data making it viable
to invest in further developing them into commercial
products. As a result of this IGM was re-organised
and is now evaluating future strategic opportunities.
Thank you to the leadership and the employees for
staying committed to pursuing the development of
new medicines in very difficult circumstances.
Other investments
Our passive investments developed very well in
tandem with the strong financial markets in 2024. We
continue to have a conservative approach to risk in
order to secure a solid capital reserve as a potential
back-up for our operating interests; primarily Topsoe
A/S.
Frydenlund Ejendomsselskab
The renovation projects are still in full force and pro-
gressing well though patience is needed with old and
historical buildings.
The orchard has now completed its transformation to
100% ecology and is very active in the local commu-
nity.
Thank you to all our employees that ensure that
“Frydenlund” is being modernized without losing
sight of preserving its history or nature.
JAKOB HALDOR TOPSØE
Chairman
3
OVERVIEW
TOPSØE HOLDING A/S ANNUAL REPORT 2024
How we manage risk
The Topsøe Holding Group´ risk landscape
will continue to evolve as Topsoe A/S develop
technologies to commercialize in new markets
and expand offerings in their core businesses.
The activities in the Parent Company Topsøe
Holding A/S do not include any other significant
risks.
TOPSOE’S RISK MANAGEMENT
Risk management policy
Topsoe A/S assign each of the risks we identify as
most critical to a member of the Senior Leadership
Team, who becomes the ‘owner’ of that risk and is
responsible for implementing the mitigation. The
Senior Leadership Team, the Audit, ESG & Risk Com-
mittee, and the Board of Directors are responsible for
overseeing progress in mitigating the risks we have
identified.
Topsoe A/S's Risk Management function is respon-
sible for making sure Senior Management promotes
risk awareness, engagement, and ownership across
the organization.
Enterprise risks
Our enterprise risk picture covers all our business
areas and a variety of activities. The risks reflect
internal business uncertainties at Topsoe A/S, as well
as external uncertainties, which have the potential
to affect our financials, operations, and ability to
achieve our objectives.
Assessing how likely the risks are to materialize, and
their potential financial impact, we see two main
differences between this year and last year:
1. Potential financial impact has increased, reflecting
that 2024 has been a challenging year for many
sectors in the decarbonization industry. We see
increased uncertainty around political support for
the energy transition, while geopolitical tensions
have increased, with the potential to disrupt busi-
ness activities.
2. While 2024 has brought more uncertainty in some
areas, we also see some of the risks identified in
previous years becoming less likely to materialize,
in part due to our work to mitigate them.
Here, we describe the enterprise risks we see as most
critical to our business, as well as the actions we take
to mitigate them.
5 TOPSØE HOLDING A/S ANNUAL REPORT 2024
RISK
Slowdown of
the energy
transition
2024 has been a challenging year for decarbonization projects and, looking
ahead, we are facing higher uncertainty regarding political support for the
energy transition. This could reduce the number of new Power-to-X, low-
carbon and renewable fuels projects and thereby reduce demand for our
solutions and technologies enabling net zero.
Climate change drives the need for our carbon emission reduction solutions
which we identify as an opportunity in our double materiality assessment.
To mitigate these risks and their impact on our business:
→ We consistently advocate for the energy transition.
→ We have implemented processes to follow up on customers' journey toward Final
Investment Decision and we provide the necessary support.
→ We have a high focus on co-processing opportunities.
Proving SOEC
at industrial
scale
In 2024, we have seen a strong positive development in our Power-to-X
business. Our SOEC manufacturing facility will be ready to deliver stacks to
customers in first half of 2025; we have signed the first contract with First
Ammonia; and performance tests are producing positive results. However, we
still need to prove industrial-scale production and face uncertainties related to
product performance, product lifetime and cost effectiveness.
Should the risks materialize, we could face higher costs than expected in
servicing and replacing SOEC stacks, which in turn could affect our reputation
and reduce market opportunities.
To mitigate these risks and their impact on our business:
→ We run comprehensive lab tests of SOEC stack production and performance.
→ We implement risk mitigating clauses in commercial contracts.
→ We are continuously working to optimize products.
Geopolitical
risks
As a global company, we are exposed to increasing geopolitical risks. The
ongoing tensions in the Middle East have developed dramatically, the Russian-
Ukrainian conflict continues, and there are new uncertainties around the US
position on key trade, tax and energy issues.
Geopolitical risks have the potential to affect sales opportunities, disrupt
supply chains, increase transportation costs and, not least, force policy
makers to prioritize defense budgets, potentially at the expense of energy
transformation.
To mitigate these risks and their impact on our business:
→ We monitor key activities and relations with stakeholders and customers who might be
affected by further escalations of the conflict in the Middle East
→ We monitor geopolitical tensions with external assistance to build the capacity to take
strategic business decisions in due time.
DESCRIPTIONRISK MITIGATING ACTIONS
6 TOPSØE HOLDING A/S ANNUAL REPORT 2024
RISK
New
Power-to-X
business
model
Our new business model in Power-to-X involves more intricate and longer-
term contracts with our customers than in our traditional business.
Additionally, it entails a new and more complex supply chain with a higher
dependency on deliveries from our vendors.
To mitigate these risks and their impact on our business:
→ We have set up an Asset Management function in the Power-to-X organization,
detailing processes, and specifying roles and responsibilities.
→ We are closely monitoring critical suppliers and identifying alternative vendors.
Technological
competitive
advantage
In an increasingly competitive market where the pace of innovation is
accelerating, we depend on our ability to bring new and innovative solutions
to market.
Failing to maintain our competitive technological advantages could lead to
lower prices and/or lost business and market share.
To mitigate these risks and their impact on our business:
→ We ensure competitive prices to maintain our share in certain segments of the
catalyst markets.
→ We have a strong focus on IP and R&D.
→ We continuously improve the quality of our product portfolio for hydrogen and
ammonia technologies.
Cyber attack
In recent years, major cyber attacks have been launched against companies
all over the world and across all industries. As a knowledge-based and
increasingly digitized company, we are exposed to cyber security risks, which
we monitor continuously.
If we were subject to a major cyber attack, it could lead to severe business
disruption and/or loss of confidential information.
To mitigate these risks and their impact on our business.
→ We have in 2024 implemented our Security Improvement Program and will continue
throughout 2025. This has already significantly improved our resilience to cyber
attacks.
→ We engage in cyber communities through the Danish Cyber Defense Alliance.
→ We address information security as an integral part of all future IT projects.
DESCRIPTIONRISK MITIGATING ACTIONS
7 TOPSØE HOLDING A/S ANNUAL REPORT 2024
RISK
Infringement
of intellectual
property
Intellectual Property rights are critical to our business, so we are exposed to
risks in this area. With increased third-party collaboration in new markets, the
magnitude of this risk increases.
If our own IP is lost or infringed, we could lose business and revenue
opportunities. If we are accused of infringing third-party IP, we could be
blocked from commercializing certain technologies in specific areas.
To mitigate these risks and their impact on our business
→ We maintain a highly qualified IP department.
→ We review our IP strategy regularly and make any necessary updates.
→ We make sure Freedom to Operate analysis is part of our product development
process and evaluated before we launch new products and technologies.
→ We ensure proper contractual regulation of IP in relevant agreements.
→ We have implemented processes to scrutinize IP sharing and development structures
for each broader-scope opportunity.
Trade controls
and business
ethics
As our supply chain and customer base are global, we are exposed to the risk
of doing business with sanctioned or otherwise restricted counterparties, or
in countries subject to trade prohibitions. The global nature of our business
also involves the risk of us – directly or through intermediaries – winning or
retaining business and/or other commercial advantages through corrupt
practices.
Business ethics, including anti-corruption and access to well-functioning
grievance mechanisms, are fundamental to sustainable corporate governance,
which is also recognized as a potential risk in the ESG reporting.
Actual or suspected non-compliance with sanctions, export controls and
anti-corruption laws and regulations could lead to significant reputational
damage for us. Actual breaches could also result in financial penalties,
contract termination and liability for breach of contract, as well as loss of
trade privileges and access to major markets, and imprisonment of individual
company directors.
To mitigate these risks and their impact on our business:
→ We continue our compliance due diligence of agents and other intermediaries,
business partners located in high-risk jurisdictions, and other high-risk counterparts,
in line with our global Third-Party Assurance Policy.
→ We continue to run regular training among internal stakeholders to make sure they are
aware of their roles and responsibilities when it comes to ensuring compliance.
→ We maintain updated trade controls and anti-corruption risk assessments, based on
our operational activities, and changes in laws and enforcement activity.
→ We continue promoting our Compliance Hotline to proactively address any practices
that could lead to breach of laws and regulations.
Access to
equipment and
raw materials
Our production processes rely heavily on complex equipment and raw
materials where we have strict quality requirements.
Disruptions to our supply chain could halt or delay production as well as
increase costs for equipment and materials from alternative sources.
To mitigate these risks and their impact on our business:
→ We are establishing strategic partnerships with selected suppliers.
→ We have implemented robust risk management frameworks and conduct analysis of all
suppliers.
→ We continuously work on qualifying alternative suppliers.
DESCRIPTIONRISK MITIGATING ACTIONS
8 TOPSØE HOLDING A/S ANNUAL REPORT 2024
RISK
9 TOPSØE HOLDING A/S ANNUAL REPORT 2024
CORPORATE GOVERNANCE
10 TOPSØE HOLDING A/S ANNUAL REPORT 2024
CORPORATE GOVERNANCE
11 TOPSØE HOLDING A/S ANNUAL REPORT 2024
CORPORATE GOVERNANCE
Financial highlights 2024
Profit before tax amounted to DKK 419 million in
2024 (2023: DKK 618 million).
For the core business revenue decreased by 11% to
DKK 8,373 million (2023: DKK 9,416 million) driven
mainly by a decrease in the catalyst area due to the
natural cycle of the business. The revenue is in line
with the guidance range of DKK 8,300-8,800 million,
which was communicated in the Annual Report 2023.
The revenue decline was primarily driven by the
catalyst segment (-13%), which, as expected, could
not repeat the strong 2023 performance due to the
cyclical nature of the business. Also in our technology
segment, we realized a decline compared to 2023
(-4%). From a regional perspective, the revenue decline
mainly related to our EMEA and Americas region.
In 2024, IGM Biosciences Inc. impacted the income
statement with a total loss of DKK 244 million
(2023: DKK -424), including adjustment to fair value
(lower than equity value) amounted to DKK -21
million. (2023: DKK -66).
Due to bonusprogram to management in IGM
Biosciences Inc., Topsøe Holding’s ownership in IGM
Biosciences Inc. was diluted from 26.3% to 25.9%.
The loss from the dilution amounted to DKK 5 million.
EBIT before special items
EBIT before special items amounted to DKK 816
million (2023: DKK 932 million), a decrease of 12%,
despite continued high investments in technologies
and solutions that support the energy transition.
The revenue shortfall was partially offset by robust
selling margins. However, production performance
throughout the year had a negative impact on our
earnings in 2024.
Net profit
In 2024, our net profit amounted to DKK 245 million
(2023: DKK 382 million), representing a decrease
of 36%.
- The net profit in Topsoe A/S decreased by 46% to
DKK 420 million (2023: DKK 775 million). The
decrease was mainly driven by the revenue decline
and the impact from special items DKK -248 million
(2023: DKK 0 million).
The special items were primarily related to clean-
up provisions at Topsoe A/S's production sites
in Frederikssund and Bayport following the
decommissioning of certain production lines, notice
from authorities on site in Frederikssund and a
change of use of an assets utilised in R&D lead to an
extraordinary impairment of the asset.
- Financial income decreased to DKK 426 million
(2023: DKK 441 million). The decrease is mainly
due to no dividends from our investments in 2024,
compared to the DKK 92 million received in 2023.
Cash flow
Our cash flow from operating activities amounted to
DKK 931 million in 2024, a decline of 23% compared
to 2023 (DKK 1,204 million) driven by the decline
in our earnings and an increase in cash tied up in
working capital. The increase in working capital was
driven by higher inventory related to a raw material
purchase and higher year-end receivables because
of a strong year-end revenue month in December.
Cash flow from investment activities ended at
DKK -2,126 million (2023: DKK -1,763 million). Our
investments during 2024 mainly related to property,
plant and equipment.
Return on invested capital (ROIC)
ROIC amounted to 8.0% (2023: 11.2%) as our net
operating profit after tax ended lower than last year
driven by lower revenue and thereby lower earnings
combined with increasing invested capital from our
fixed asset investments in 2024.
Return on equity (ROE)
ROE amounted to 2,9% (2023: 4,5%) as our net profit
have decreased with 36% due to special items and
further that Topsoe have raised EUR 190 million
Hybrid capital which is treated as equity.
Financial covenants
Financial covenants as of December 31, 2024, were
all met.
Order backlog
The order backlog amounted to DKK 4,911 million at
the end of 2024, which was almost identical to the
backlog at end of 2023 (DKK 5,058 million).
14 TOPSØE HOLDING A/S ANNUAL REPORT 2024
FINANCIAL RESULTS & OUTLOOK
KEY FINANCIAL FIGURES
2024 2023 2022 2021 2020
Income statement
DKK million
Revenue , 9,416 6,845 6,225 6,179
Gross profit , 3,557 2,754 2,881 2,784
EBITDA , 1,330 928 1,220 1,166
Depreciation and amortization - -398 -354 -336 -325
EBIT before special items 932 574 884 841
Special items - 0 -43 -26 -275
EBIT after special items 932 531 858 566
Net financial expenses, etc. - -314 -265 -92 201
Profit from continuing operations 382 190 585 646
Profit/loss from discontinuing
operations 0 0 10 45
Net profit 382 190 595 691
Balance sheet
DKK million
Balance sheet total , 15,735 14,787 13,669 13,416
Equity , 8,512 8,517 8,463 8,049
Net working capital , 1,065 1,049 1,131 428
Net interest-bearing debt , 1,369 608 112 172
2024 2023 2022 2021 2020
Cash flow
DKK million
Cash flows from operating
activities 1,204 988 464 1,104
- of which continuing operations 1,204 988 464 1,104
Cash flows from investing
activities -, -1,763 -975 -330 -754
- of which investment in Property,
plant and equipment -, -1,736 -787 -334 -329
Cash flows from financing
activities , 427 -430 -459 -253
Employees
Numbers
Ratios
%
Gross margin . 37.8 40.2 46.3 45.1
EBITDA margin . 14.1 13.6 19.6 18.9
EBIT before special items margin . 9.9 8.4 14.2 13.6
EBIT after special items margin . 9.9 7.8 13.8 9.2
Return on invested capital (ROIC) . 11.2 7.8 13.1 8.8
Equity ratio . 54.1 57.6 61.9 60.0
Return on equity . 4.5 2.2 7.2 8.8
Leverage ratio . 1.0 0.7 0.1 0.2
The ratios have been prepared in accordance with the Recommendations & Financial Ratios produced by the Danish Finance
Society and CFA Society Denmark.
15 TOPSØE HOLDING A/S ANNUAL REPORT 2024
FINANCIAL RESULTS & OUTLOOK
OUTLOOK 2025
Topsøe Holding Group expects the revenue for
2025 to be in the range of DKK 8,800-9,700 million,
implying growth of 5-16% on 2024 revenue, and an
EBIT margin in the range of 7.5-9.5%.
The broader guidance range for revenue compared
to earlier years reflects uncertainty of the timing of
the revenue related to the first production from the
SOEC factory in Herning.
In Topsoe A/S we expect increasing revenue in
both our technology business and our catalyst
business despite sub-markets with softer demand.
Compared to 2024, we expect to see a decline in our
investments in 2025 driven by the finalization of our
SOEC factory in Herning.
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, forward-looking statements involve inherent
risks and uncertainties, both general and specific,
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
management part of this report, could cause actual
results to differ materially from those contemplated
in any forward-looking statements.
16 TOPSØE HOLDING A/S ANNUAL REPORT 2024
FINANCIAL RESULTS & OUTLOOK
CONSOLIDATED
FINANCIAL
STATEMENTS
Notes
1 Basis of reporting 24
1.1 Basis of preparation 24
1.2 Changes in accounting policies
and new standards 25
1.3 Key accounting estimates
and judgements 26
2 Income statement 27
2.1 Revenue 27
2.2 Other operating income 28
2.3 Staff costs 28
2.4 Special items 29
2.5 Income tax and deferred tax 29
3 Operating assets and liabilities 31
3.1 Intangible assets 31
3.2 Property, plant and equipment 33
3.3 Right-of-use assets 35
3.4 Other non-current assets 36
3.5 Inventories 39
3.6 Trade receivables 39
3.7 Contract assets and liabilities 40
3.8 Other receivables and prepayments 41
3.9 Securities 42
3.10 Pension obligations 42
3.11 Provisions and contingent liabilities 44
3.12 Other payables 46
3.13 Deferred income 46
4 Capital structure and financial items 47
4.1 Equity and dividend 47
4.2 Hybrid capital 47
4.3 Borrowings and lease liabilities 48
4.4 Financial assets and liabilities 49
4.5 Financial income and expenses 52
5 Other notes 53
5.1 Share-based payment 53
5.2 Fee to auditors 54
5.3 Related parties 54
5.4 Cash flow specifications 55
5.5 Commitments 55
5.6 Events after the balance sheet date 56
5.7 Group enterprises 56
Income statement 19
Statement of comprehensive income 19
Balance sheet 20
Cash flow statement 21
Statement of changes in equity 22
TOPSØE HOLDING A/S ANNUAL REPORT 2024
CONSOLIDATED FINANCIAL STATEMENTS
18
DKK million Note 2024 2023
Revenue 2.1 8,373 9,416
Other operating income 2.2 105 82
Purchased equipment for contract work -499 -557
Raw materials and consumables used -2,913 -3,749
Other external expenses -1,484 -1,635
Gross profit 3,582 3,557
Staff costs 2.3 -2,368 -2,227
EBITDA 1,214 1,330
Depreciation, amortization and impairment losses -398 -398
EBIT before special items 816 932
Special items 2.4 -248 0
EBIT after special items 568 932
Result of investments in joint ventures and
associated companies 3.4 -260 -426
Financial income 4.5 426 441
Financial expenses 4.5 -315 -329
Profit before tax 419 618
Ta x 2.5 -174 -236
Net profit 245 382
Attributable to:
Shareholders of Topsøe Holding A/S 91 140
Non-controlling interests 113 242
Hybrid capital holders of Topsøe Holding A/S 41 0
Net profit 245 382
DKK million Note 2024 2023
Net profit 245 382
Foreign currency translation adjustment 147 -84
Fair value adjustment on cash flow hedges 11 -15
Other 0
Items that will be reclassified to the income statement 158
Fair value adjustment of investments in other enterprises 27 8
Actuarial adjustments on pension obligations 12
Tax on pension obligations 2.5
Items that will not be reclassified to the income statement
Other comprehensive income 197 -91
Total comprehensive income 442 291
Attributable to:
Shareholders of Topsøe Holding A/S 288 61
Non-controlling interests 113 230
Hybrid capital holders of Topsøe Holding A/S 41 0
Total comprehensive income 442 291
Consolidated income statement Consolidated statement of
comprehensive income
19 TOPSØE HOLDING A/S ANNUAL REPORT 2024
CONSOLIDATED FINANCIAL STATEMENTS
Consolidated balance sheet
DKK million Note 2024 2023
Assets
Goodwill 3.1 3,285 3,285
Rights 3.1 0 0
Patents 3.1 141 130
Software 3.1 124 73
Intangible assets under construction 3.1 102 106
Intangible assets 3,652 3,594
Land and buildings 3.2 1,174 672
Plant and machinery 3.2 1,311 600
Other fixtures and equipment 3.2 368 196
Property, plant and equipment under construction 3.2 3,037 2,550
Property, plant and equipment 5,890 4,018
Right-of-use assets 3.3 454 387
Deferred tax asset 2.5 7 7
Other non-current assets 3.4 1,103 1,219
Non-current assets 11,106 9,225
Inventories 3.5 2,251 2,143
Trade receivables 3.6 1,963 1,675
Contract assets 3.7 372 328
Tax receivable 2.5 0 17
Other receivables and prepayments 3.8 266 500
Securities 3.9 1,477 1,495
Cash and cash equivalents 220 352
Current assets 6,549 6,510
Assets 17,655 15,735
DKK million Note 2024 2023
Equity and liabilities
Share capital 4.1 2,200 2,200
Reserves 398 213
Retained earnings 5,888 6,099
Equity attributed to the owners of the parent company 8,486 8,512
Hybrid capital 4.2 1,008 0
Non-controlling interests 1,585 1,159
Total equity 11,079 9,671
Pension obligations 3.10 39 36
Deferred tax 2.5 699 648
Provisions 3.11 317 183
Borrowings 4.3 448 563
Lease liabilities 4.3 463 404
Other payables 3.12 108 99
Non-current liabilities 2,074 1,933
Borrowings 4.3 895 594
Lease liabilities 4.3 70 57
Contract liabilities 3.7 1,264 1,376
Trade payables 1,384 1,519
Tax payable 2.5 20 0
Other payables 3.12 530 539
Deferred income 3.13 339 46
Current liabilities 4,502 4,131
Liabilities 6,576 6,064
Equity and liabilities 17,655 15,735
20 TOPSØE HOLDING A/S ANNUAL REPORT 2024
CONSOLIDATED FINANCIAL STATEMENTS
Consolidated cash flow statement
DKK million Note 2024 2023
EBITDA 1,214 1,330
Special items 2.4 -248 18
Adjustments for non-cash items 5.4 301 -3
Change in working capital 5.4 -187 -54
Interest received 14 56
Interest paid -73 -87
Corporate income tax paid -90 -56
Cash flow from operating activities 931 1,204
Purchase of intangible assets -139 -162
Purchase of property, plant and equipment -2,082 -1,736
Purchase of non-current financial assets -49 -99
Purchase of current financial assets -143 -10
Sale of non-current financial assets 6 2
Sale of current financial assets 281 150
Dividend received 0 92
Cash flow from investing activities -2,126 -1,763
DKK million Note 2024 2023
Proceeds from borrowings 1,544 704
Repayment of borrowings -1,359 -69
Installments on lease liabilities -76 -66
Sale, purchase and dividend of treasury shares, net -11 5
Received share capital 8 50
Received hybrid capital 1,402 0
Dividend paid -432 -197
Cash flow from financing activities 1,076 427
Cash flow for the year -119 -132
Cash and cash equivalents at January 1 352 493
Cash flow for the year -119 -132
Foreign currency translation adjustments -13 -9
Cash and cash equivalents at December 31 220 352
21 TOPSØE HOLDING A/S ANNUAL REPORT 2024
CONSOLIDATED FINANCIAL STATEMENTS
Consolidated statement of changes in equity
DKK million
Share
capital
Foreign
currency
translation
reserve
Reserve
for
financial
assets
measured
at fair
value
Hedge
reserve
Total
reserves
Retained
earnings
Equity
attributa-
ble to the
owners of
the parent
company
Hybrid
capital
Non-
controlling
interests
Total
equity
Equity at January 1, 2024 2,200 223 2 -12 213 6,099 8,512 0 1,159 9,671
Net profit 0 0 0 0 0 91 91 41 113 245
Foreign currency translation
adjustment 0 147 0 0 147 0 147 0 0 147
Fair value adjustment of
cash flow hedges 0 0 0 11 11 0 11 0 0 11
Fair value adjustment of
investments in other enterprises 0 0 27 0 27 0 27 0 0 27
Actuarial adjustments on
pension obligations 0 0 0 0 0 12 12 0 0 12
Other comprehensive income 0 147 27 11 185 12 197 0 0 197
Comprehensive income 0 147 27 11 185 103 288 41 113 442
Capital increase 0 0 0 0 0 5 5 0 2 7
Purchase of own shares 0 0 0 0 0 0 0 0 -10 -10
Dividend distributed to owners 0 0 0 0 0 -318 -318 0 0 -318
Dividend distributed to non-
controlling interest 0 0 0 0 0 0 0 0 -114 -114
Hybrid capital issuance 0 0 0 0 0 0 0 967 435 1,402
Employee Share Program
- value of employee services 0 0 0 0 0 -1 -1 0 0 -1
Transactions with owners 0 0 0 0 0 -314 -314 967 313 966
Equity at December 31, 2024 2,200 370 29 -1 398 5,888 8,486 1,008 1,585 11,079
22 TOPSØE HOLDING A/S ANNUAL REPORT 2024
CONSOLIDATED FINANCIAL STATEMENTS
Consolidated statement of changes in equity
DKK million
Share
capital
Foreign
currency
translation
reserve
Reserve
for
financial
assets
measured
at fair
value
Hedge
reserve
Total
reserves
Retained
earnings
Equity
attributa-
ble to the
owners of
the parent
company
Hybrid
capital
Non-
controlling
interests
Total
equity
Equity at January 1, 2023 2,200 307 -6 3 304 6,013 8,517 0 1,013 9,530
Net profit 0 0 0 0 0 140 140 0 242 382
Foreign currency translation
adjustment 0 -84 0 0 -84 0 -84 0 0 -84
Fair value adjustment of
cash flow hedges 0 0 0 -15 -15 0 -15 0 0 -15
Other 0 0 8 0 8 12 20 0 -12 8
Other comprehensive income 0 -84 8 -15 -91 12 -79 0 -12 -91
Comprehensive income 0 -84 8 -15 -91 152 61 0 230 291
Capital increase 0 0 0 0 0 17 17 0 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 6 6 0 0 6
Dividend distributed to owners 0 0 0 0 0 -109 -109 0 0 -109
Dividend distributed 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 20 20 0 0 20
Transactions with owners 0 0 0 0 0 -66 -66 0 -84 -150
Equity at December 31, 2023 2,200 223 2 -12 213 6,099 8,512 0 1,159 9,671
23 TOPSØE HOLDING A/S ANNUAL REPORT 2024
CONSOLIDATED FINANCIAL STATEMENTS
1 Basis of reporting
NOTES → 1 Basis of reporting
1.1 Basis of preparation
Introduction
The financial statements for 2024 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 2024 Annual Report of Topsøe
Holding A/S on March 18, 2025. The Annual
Report will be submitted to the shareholders of
Topsøe Holding A/S for approval at the Annual
General Meeting on April 10, 2025.
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
are not 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 income. All
items in other comprehensive income are recog-
nized net of tax.
Other accounting policies
Purchased equipment for contract work
Purchased equipment for contract work
comprises hardware etc. related to technology
projects.
Raw materials and consumables used
Raw materials and consumables used comprise
raw materials and consumables consumed to
achieve revenue for the year, changes during
the year in inventory levels, including shrinkage,
waste production and any write-downs for
obsolescence.
Other external expenses
Other external expenses comprise expenses for
premises, sales and distribution as well as office
expenses, etc.
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.
24 TOPSØE HOLDING A/S ANNUAL REPORT 2024
CONSOLIDATED FINANCIAL STATEMENTS
1.1 Basis of preparation (continued)
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 significant and relevant
disclosures are made in compliance with the
International Financial Reporting Standards,
the Danish Financial Statements Act and oth-
er relevant regulations, ensuring a true and
fair view throughout the Annual Report.
Presentation of items and subtotals
The presentation of items and subtotals is
based on separate classification of mate-
rial groups of similar items. In the income
statement, income and expense items are
classified based on the ‘nature of expense’
method in accordance with IAS 1. Further-
more, the use of special items is applied to
improve the transparency and understand-
ing of the Group’s financial statements by
separating the ordinary activities of the Group
from exceptional items. Please refer to note
2.4 Special items for further information.
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 Group adopts new IFRS
standards, amendments, and interpretations
(IFRICs) from the mandatory effective date at
the latest.
Amendments have been made to IFRS
standards effective for financial years
beginning on or after January 1, 2024
including “IAS 1, Presentation of Financial
Statements and Practice Statement”, “IAS
7, Cash Flow Statement”, "IFRS 7 Financial
Instruments: Disclosures” and “IFRS 16,
Leasing”.
Topsøe Holding Group has assessed the
effect of the amendments and concluded
that all amendments effective for financial
years beginning on or after January 1, 2024
are either not relevant to the 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 Group 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 21, Foreign exchange rates: The amend-
ment clarifies the procedures relating to
the assessment of whether a currency
is exchangeable into another currency,
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 after tax × 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 =
Net profit
Average number of shares
25 TOPSØE HOLDING A/S ANNUAL REPORT 2024
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)
and when it is not, how to determine the
exchange rate to use and which disclo-
sures to provide. The amendment will be
effective for financial years beginning on or
after January 1 2025. Early adoption of the
amendment is permitted.
The IASB has issued the following new stand-
ards, amendments and new interpretations
which could be relevant to Topsøe Holding
Group, but which have not yet been adopted
by the EU:
→ IFRS 7 and IFRS 9, Classification and
measurement of financial instruments:
The amendment clarifies the requirements
for the timing of derecognition of some
financial asset and financial liability. The
amendment clarifies it is the date of settle-
ment which determines the derecognition
of a financial asset or a financial liability,
although financial liabilities settled by elec-
tronic transfer under certain circumstance
may be derecognized earlier. Furthermore,
the amendment contains an assessment
of how to determine whether a payment
for financial assets satisfies the SPPI
test, when the instrument is linked to the
achievement of sustainability targets. The
amendment will be effective for financial
years beginning on or after 1 January 2026.
Early adoption of the amendment is per-
mitted, when approved by the EU.
→ IFRS 7 and IFRS 9, Contracts referencing
nature-dependent electricity: The amend-
ments introduce application guidance on
when the ‘own use’ requirements have been
complied with for contracts referring to na-
ture-dependent electricity. The amendments
also introduce guidance for the application
of hedge accounting for such contracts
when the actual production differs from the
expected production. The amendments also
introduce additional disclosure require-
ments for entities using such contracts. The
amendment will be effective for financial
years beginning on or after January 1 2026.
Early adoption of the amendment is permit-
ted, when approved by the EU.
→ IFRS 18, Classification and measurement
of financial instruments: This new standard
replaces IAS 1 and implements a new set of
requirements for presentation and disclo-
sures in the financial statements. The new
standard requires the income statement
to be structured into five categories, while
also introducing two new subtotals. Fur-
thermore, the new term “Management Per-
formance Measures (MPM)” is introduced,
which must be disclosed in the notes of the
financial statements. The new requirements
for presentation and disclosures are appli-
cable for all financial statements, including
consolidated financial statements, separate
financial statements, and interim finan-
cial statements. The amendment will be
effective for financial years beginning on or
after January 1 2027. Early adoption of the
amendment is permitted, when approved
by the EU.
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, except for IFRS 18, which is
expected to have a significant impact on the
presentation and disclosure of the financial
statements.
26 TOPSØE HOLDING A/S ANNUAL REPORT 2024
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.
Topsøe Holding Group recognise technology
revenue over time where i) Topsøe Holding
Group's performance does not create an
asset with an alternative use and Topsøe
Holding Group has an enforceable right to
payment for performance completed to date
or when, ii) Topsøe Holding Group customers
simultaneously receives and consumes our
services or iii) Topsøe Holding Group creates
or enhaces an asset that the customer con-
trols as the asset is created or enhanced. The
part of technology revenue not fullfilling the
above condition, for instance non-custom-
izable spare part sales, is recognised at the
point in time where control is transferred to
the customer.
Revenue from technology sales recognized
over time is 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.
DKK million 2024 2023
Revenue per region
EMEA 2,942 3,678
Americas 3,520 3,846
Asia Pacific 1,911 1,892
Total revenue 8,373 9,416
Revenue per business area
Catalysts 6,152 7,106
Technology 2,221 2,310
Total revenue 8,373 9,416
Revenue recognition methods
Revenue recognized at a point in time 6,152 7,106
Catalyst revenue 6,152 7,106
Revenue recognized at a point in time 432 526
Revenue recognized over time 1,789 1,784
Technology revenue 2,221 2,310
Total revenue 8,373 9,416
Order backlog and previously recognized contract liabilities
Backlog, of which the majority is expected to be recognized
within 1 year 4,911 5,058
Revenue recognized that was included in the contract liability
balance at the beginning of the year 659 1,091
The Group’s revenue can be divided into two
main categories: catalyst sales and technolo-
gy sales. Catalyst sales primarily comprise the
sale of catalysts. Technology sales primarily
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
27 TOPSØE HOLDING A/S ANNUAL REPORT 2024
CONSOLIDATED FINANCIAL STATEMENTS
Accounting policies
Other operating income comprises income
of a secondary nature to the Group’s main ac-
tivities, mainly comprising of grants provided
for research projects and construction of
property, plant and equipment and other
services of secondary nature.
Grants
Grants are recognized when there is reasona-
ble assurance that the grants will be received.
Grants received for research and devel-
opment projects as well as grants for the
construction of property, plant and equip-
ment are recognized as deferred income and
systematically recognized in other operating
income. Also refer to note 3.13 regarding
Deferred Income.
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 2024 2023
Other operating income
Grants 87 71
Other operating income 18 11
Total other operating income 105 82
DKK million 2024 2023
Staff costs
Wages, salary and other remuneration 2,096 1,963
Share-based payment 16 12
Pension costs - defined contribution plans 204 171
Pension costs - defined benefit plans 6 4
Social security cost and other staff costs 180 153
Total 2,502 2,303
Transferred to assets -134 -76
Total staff costs 2,368 2,227
Average number of employees 2,843 2,679
Remuneration to Executive Management and
fee to Board of Directors
Salary to Executive Management and fee to Board of Directors 14 14
Total remuneration to Executive Management and
Board of Directors 14 14
Total remuneration to Executive Management and Board of Directors is included in note 2 of the
parent Financial statements.
2.2 Other operating income 2.3 Staff costs
28 TOPSØE HOLDING A/S ANNUAL REPORT 2024
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 ac-
tivities. These are irregular and non- recurring
in nature. This includes costs related to signif-
icant 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.
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 enforceable 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 simultaneously.
Pillar Two legislation has been implemented in
some of the jurisdictions in which subsidiaries
of the Group operate. Legislation applicable
to the Group is effective as of January 1 2024.
The Group has assessed the applicable tax
legislation for the regions in which the Group
operates to determine potential exposure to
Pillar Two tax liability.
The Group performed this assessment based
on current information available regarding the
Group entity operations, as well as applicable
effective tax rates in each affected jurisdic-
tion. Based on the information gathered and
the result of the assessment, most juris-
dictions have been determined to be out of
scope of the new regulations based on the
de minimis safe harbor rule. For the remaining
jurisdictions, the Pillar Two simplified effective
tax rates are above 15% and Management
does not have reason to believe that there are
any circumstances that would result in the
Pillar Two effective tax rate in any of those
countries dropping below 15%. Based on this
assessment, the Group does not expect to be
subject to any Pillar Two top-up taxes.
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 2024 2023
Special items
Restructuring costs -17 2
Loss on sale of subsidiary 0 -6
Provisions regarding restoration costs -170 0
Provisions regarding disposals of assets -15 0
Write-down of fixed assets and right-of-use assets -50 0
Other financial income 4 4
Total special items -248 0
Line items impacted, if special items had been recognized in
EBIT before special items
Other external expenses -202 2
Depreciation, amortization and impairment losses -50 -6
Financial income 4 4
Total special items -248 0
In 2024, the restructuring costs of DKK 17
million (2023: DKK 2 million) consisted of
expenses and adjustments related to the
closure of our business in Russia in 2022. Ad-
ditionally, there was a release of trapped cash
amounting to DKK 4 million (2023: DKK 4
million) related to financial income. As a result
of reassessments and commitments regard-
ing the environmental impact of our produc-
tion sites and decommissioning of closed
production lines, Management has allocated
a total of DKK 170 million for restoration costs
associated with three production sites.
In 2024, Management also allocated DKK 15
million in connection with settlement of a
claim related to the divestment of enterprises
in 2017. A change of use of an assets utilised
in R&D lead to an extraordinary impairment
of the asset by DKK 50 million. Total non-
cash impact of these special items in 2024
amounted to DKK 235 million (2023: DKK 17
million).
In 2023, we sold a subsidiary with activity
outside our current business with a net loss
of DKK 6 million.
2.4 Special items 2.5 Income tax and deferred tax
29 TOPSØE HOLDING A/S ANNUAL REPORT 2024
CONSOLIDATED FINANCIAL STATEMENTS
2.5 Income tax and deferred tax (continued)
DKK million 2024 2023
Income tax
Current tax for the year 129 140
Change in deferred tax for the year 33 94
Adjustments to prior years 12 2
Total income tax recognized in the income statement 174 236
Income tax recognized in other comprehensive income 0 0
Total income tax recognized in comprehensive income 174 236
Effective tax rate, %
Danish corporate tax rate 22.0 22.0
Non-deductible expenses 17.0 19.7
Income not subject to tax 0.0 -1.4
Differences in foreign tax rates 4.4 -0.6
Adjustments relating to prior years 1.1 0.3
Other adjustments -3.0 -2.0
Effective tax rate 41.5 38.0
The increase in effective tax rate from 2023
to 2024 is mainly associated with the adjust-
ment to prior years´ tax income and increases
in foreign income taxes, mainly due to write-
down on assets in a US Group enterprise.
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, 2024
Intangible assets and property,
plant and equipment 155 4 82 0 0 241
Inventories 8 -1 -3 0 0 4
Contract assets 503 0 -7 1 0 497
Provisions -18 1 -18 0 3 -32
Other -7 -1 -12 2 0 -18
Deferred tax total, 2024 641 3 42 3 3 692
Recognized as deferred tax asset -7
Recognized as deferred tax liability 699
Deferred tax at December 31, 2024 692
Of this, due after more than 1 year 439
Not recognized deferred tax assets
regarding unused tax losses 21
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 total, 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 (no
expiry date) 21
30 TOPSØE HOLDING A/S ANNUAL REPORT 2024
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.
Intangible assets under construction com-
prises software development and consists
of clearly defined and identifiable projects
where the following requirements are met:
The technical feasibility, adequacy of re-
sources and a potential future market can be
demonstrated, it is intended to manufacture,
market or utilize the project, the cost can be
reliably determined, and there is reasona-
ble certainty that the future earnings or net
selling prices can cover the carrying amount
as well as the costs necessary to finalize the
project as incurred. Intangible assets under
construction are measured at cost less accu-
mulated impairment losses. Intangible assets
under construction is tested for impairment
annually and when there is an indication of
impairment. The cost includes wages, amorti-
zation and other costs relating to the Group’s
development activities. On completion the
development work is transferred to Software.
3 Operating assets and liabilities
3.1 Intangible assets
31 TOPSØE HOLDING A/S ANNUAL REPORT 2024
CONSOLIDATED FINANCIAL STATEMENTS
3.1 Intangible assets (continued)
DKK million Goodwill Rights Patents Software
Intangible
assets
under
construc-
tion Total
Intangible assets, 2024
Cost at January 1, 2024 3,310 0 206 270 107 3,893
Additions during the year 0 0 42 20 77 139
Disposals during the year -26 0 -8 -9 -1 -44
Transfers during the year 0 0 1 81 -82 0
Foreign currency
translation adjustment 1 0 0 -1 1 1
Cost at December 31,
2024 3,285 0 241 361 102 3,989
Amortization and
impairment losses
at January 1, 2024 25 0 76 197 1 299
Amortization for the year 0 0 31 49 1 81
Disposals during the year -26 0 -8 -9 -1 -44
Foreign currency
translation adjustment 1 0 1 0 -1 1
Amortization and
impairment losses
at December 31, 2024 0 0 100 237 0 337
Carrying amount
at December 31, 2024 3,285 0 141 124 102 3,652
Research and
development costs
expensed in 2024 745
DKK million Goodwill Rights Patents Software
Intangible
assets
under
construc-
tion Total
Intangible assets, 2023
Cost at January 1, 2023 3,311 39 156 240 44 3,790
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
Foreign currency
translation adjustment -1 1 1 -1 0 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
Amortization for the year 0 5 22 30 1 58
Disposals during the year 0 -32 -17 -3 0 -52
Foreign currency
translation adjustment -1 0 1 0 0 0
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
32 TOPSØE HOLDING A/S ANNUAL REPORT 2024
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 con-
struction Total
Property, plant and equipment, 2024
Cost at January 1, 2024 1,008 2,102 913 2,580 6,603
Additions during the year 305 385 113 1,279 2,082
Disposals during the year -1 -44 -88 -6 -139
Transfers during the year 224 427 162 -813 0
Foreign currency translation adjustment 12 48 1 79 140
Cost at December 31, 2024 1,548 2,918 1,101 3,119 8,686
Depreciation and impairment losses at January 1, 2024 336 1,502 717 30 2,585
Depreciation for the year 35 117 102 0 254
Impairment losses for the year 0 0 0 56 56
Disposals during the year -1 -44 -87 -6 -138
Foreign currency translation adjustment 4 32 1 2 39
Depreciation and impairment losses at December 31, 2024 374 1,607 733 82 2,796
Carrying amount at December 31, 2024 1,174 1,311 368 3,037 5,890
Carrying amount of assets used for operational lease 0 0 0 0 0
Property, plant and equipment under construction mainly comprises of cost relating to our SOEC factory in Herning, Denmark, which is expected to be commissioned during 2025.
Borrowing cost added to Property, plant and equipment amount to DKK 76 million for the year, with an average interest rate of 4.8%.
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 prepar-
ing the asset for its intended use. The present
value of estimated expenses for dismantling
and disposing of the asset as well as restora-
tion expenses are added to the cost if such
expenses are recognized as a provision. Mate-
rial borrowing cost are allocated to qualifying
assets based on funds borrowed specifically
for obtaining the asset but also funds borrowed
generally 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.
33 TOPSØE HOLDING A/S ANNUAL REPORT 2024
CONSOLIDATED FINANCIAL STATEMENTS
3.2 Property, 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 if there is an indication of impair-
ment. 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.
DKK million Land and buildings Plant and machinery
Other fixtures and
equipment
Property, plant and
equipment under con-
struction Total
Property, plant and equipment, 2023
Cost at January 1, 2023 946 2,224 946 1,023 5,139
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
Foreign currency translation adjustment -5 -27 -7 -20 -59
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
Depreciation for the year 32 154 67 37 290
Disposals during the year 0 -86 -110 -7 -203
Foreign currency translation adjustment -2 -16 -4 0 -22
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
Borrowing cost added to Property, plant and equipment amount to DKK 25 million for the year, with an average interest rate of 4.7%.
34 TOPSØE HOLDING A/S ANNUAL REPORT 2024
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, 2024
Carrying amount at January 1, 2024 384 3 387
Additions during the year 125 0 125
Disposals during the year 0 -1 -1
Depreciation for the year -57 -1 -58
Foreign currency translation adjustment 2 -1 1
Carrying amount at December 31, 2024 454 0 454
Right-of-use assets, 2023
Carrying amount at January 1, 2023 435 4 439
Additions during the year 24 2 26
Disposals during the year -16 0 -16
Depreciation for the year -53 -2 -55
Foreign currency translation adjustment -6 -1 -7
Carrying amount at December 31, 2023 384 3 387
DKK million 2024 2023
Lease information
Interest expense (included in financial expenses) 22 20
Expense relating to short-term leases (included in other external
expenses) 3 9
Expense relating to leases of low-value assets that are not shown
above as short-term leases (included in other external expenses) 0 1
Revenue from sub-lease 5 4
Total cash outflow for leases 74 78
The majority of lease contracts relate to
lease of office buildings. Please see note 4.3
Borrowing and lease liabilities for informa-
tion about the lease liabilities. The Group has
entered into a lease contract 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
35 TOPSØE HOLDING A/S ANNUAL REPORT 2024
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 a fair value lower than equity
value - a value adjustment to fair value will be
recognized.
Investments with negative net asset values
are recognized at DKK 0 million.
Pension assets
Refer to note 3.10 regarding pension assets.
Other 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.
Other 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
DKK million
Invest-
ments in
associated
companies
Invest-
ments in
joint
ventures
Pension
asset
Other
invest-
ments
Other
receiva-
bles Total
Non-current assets,
2024
Cost at January 1, 2024 1,030 24 63 547 36 1,700
Foreign currency
translation adjustment 0 1 3 0 0 4
Additions during the year 0 26 18 0 15 59
Disposals during the year 0 0 0 0 0 0
Cost at
December 31, 2024 1,030 51 84 547 51 1,763
Value adjustment
at January 1, 2024 -164 -3 0 -298 -16 -481
Profit/loss for the year -356 -16 0 0 0 -372
Dilution, loss -5 0 0 0 0 -5
Additions during the year 140 0 0 0 0 140
Disposals during the year 0 0 0 0 0 0
Value adjustments for
the year -21 2 0 29 4 14
Foreign currency
translation adjustment 44 0 0 0 0 44
Value adjustment
at December 31, 2024 -362 -17 0 -269 -12 -660
Carrying amount
at December 31, 2024 668 34 84 278 39 1,103
36 TOPSØE HOLDING A/S ANNUAL REPORT 2024
CONSOLIDATED FINANCIAL STATEMENTS
3.4 Other non-current assets (continued)
DKK million
Invest-
ments
in associat-
ed compa-
nies
Invest-
ments
in joint
ventures
Pension
asset
Other
invest-
ments
Other
receiva-
bles Total
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 for
the year -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 2024 2023
Result of investments in joint ventures
Share of result of joint ventures, net of tax -16 -2
Share of result of associated companies, net of tax -239 -429
Gain/loss in connection to dilution -5 5
Total result of investments in joint ventures and associated
companies -260 -426
Investments in associated
companies:
IGM Biosciences Inc., Mountain Veiw, US
Topsøe Holding A/S has in 2024 reduced the
ownership in IGM Biosciences Inc. from 26.3%
to 25.9 due to dilution. The loss from the
dilution amounts to DKK -5 million (2023: DKK
5 million). An adjustment of DKK -21 million to
fair value (lower than equity value) is made in
2024 (2023: DKK -66 million). The fair value
of the investment is DKK 668 (2023: DKK 866
million).
Investments in joint ventures
companies:
Shaanxi Yanchang Topsoe Catalytic
Technologies Co, Ltd., Weinan, China
During 2022, the Group invested DKK 8
million in Shaanxi Yanchang Topsoe Catalyt-
ic Technologies Co, Ltd., corresponding to
49% of the share capital. In 2023 and 2024,
no further investment has been made. The
joint venture is a limited liability company. The
company operates a minor productionline.
The share of net result after tax is DKK -1
million (2023: -2 million)
Zaffra B.V., Netherlands
Zaffra B.V. is a joint venture (50:50) between
Topsoe and Sasol, created to pursue the
production of sustainable aviation fuel (SAF).
The business objectives of the company are
to develop projects to build, own and operate
facilities to produce SAF within the next dec-
ade. Topsoe´s share of the net result is DKK
-16 million.
Other securities and investments:
DKK million 2024 2023
Listed equity investments - Level 1 2 1
Unlisted equity investments - Level 3:
Karnaphuli Fertilizer Limited, Dhaka, Bangladesh (KAFCO) 156 156
Ramagundam Fertilizers and Chemicals Limited 68 67
Liquid Wind, SE 47 21
Other 5 4
Fair value of other equity investments 278 249
37 TOPSØE HOLDING A/S ANNUAL REPORT 2024
CONSOLIDATED FINANCIAL STATEMENTS
3.4 Other non-current assets (continued)
Listed equity investments
Topsøe Holding Group owns some smaller
investments in publicly traded companies
measured at latest public available share
prices, attributable to the fair value hierarchy
1. The fair value at end of 2024 amounts to
DKK 2 million (2023: DKK 1 million). Fair value
adjustment for the year is DKK 1 million.
Karnaphuli Fertilizer Limited, Dhaka,
Bangladesh (KAFCO)
The Group holds shares in KAFCO of nomi-
nally 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 forecast and
expectations to business development of
KAFCO.
The fair value of the investment is DKK 156
million. No fair value adjustments have been
made in 2024 (or 2023), as the valuation from
2022 has not been updated due to the uncer-
tain polical situation in Bangladesh.
Ramagundam Fertilizers and Chemicals
Limited, New Delhi, India
The Group an investment in Ramagundam
Fertilizers and Chemicals Limited, corre-
sponding to 4% of the share capital. The com-
pany is constructing a fertilizer plant in India.
The fair value of the investment is DKK 68 mil-
lion. In 2024, the fair value has been adjusted
by DKK 1 million.
Liquid Wind, SE
At the end of 2023, the Group invested a
total of DKK 12 million in Liquid Wind (2022: 9
MDKK), corresponding to approx. 4.9% of the
share capital. The purpose of the company is to
develop, finance, build and manage commer-
cial-scale eMethanol facilities. The fair value
of the investment is calculated to be DKK 47
million at year end 2024 (2023: DKK 21 million),
by applying the latest known price of shares
sold between independent parties categorized
as a Fair value level 3 as these observations are
not directly observable.
General information and key assumptions
The valuation of unlisted equity investments
in KAFCO and Ramagundam is based on the
net present value of the expected future
cash flows using a discount rate based on
the risk inherent and investment-specific
assumptions as set out below. As a minority
shareholder, Topsoe receives yearly financial
updates/annual reports from the companies
and other information from the manage-
ment of the companiesand a team in the
Group's finance department then reviews
the calculations and/or updates the internal
valuations. The Group's finance department
also has a team that reviews and/or performs
the valuations of financial items required for
financial reporting purposes, including level
3 fair values. This team reports directly to the
Chief Financial Officer (CFO). Discussions
of valuation processes and results are helt
between the CFO, the valuation team and the
finance department at least once every six
months, in line with the Group's half-yearly
reporting periods.
The basis for the fair value calculations is the
pre-tax cash flow from most recent budgets,
financial forecasts for a 5-10 year period an a
subsequent terminal period.
The following information summarizes the
quantitative information about the significant
unobservable inputs used in level 3 fair value
measurements and how a reasonable change
in the input would affect the fair value:
Unlisted equity investments significant unobservable inputs
Range of inputs
% 2024 2023
KAFCO
Yearly earnings margin, short medium term / Average 11%/ 11% 11% / 11%
Earnings margin, long term 10% 10%
Perpetual growth rate 2% 2%
Risk adjusted discount rate 11% 11%
A change in the yearly earnings margin with +/- 5% point would incur a change in fair value of
DKK 67 million and DKK -67 million, respectively.
A change in the perpetual growth rate in the terminal period with +/- 1% point would incur a
change in fair value of DKK 10 million and DKK -17 million, respectively.
A change in the risk adjusted discount rate with +/- 1% point would incur a change in fair value
of DKK -14 million and DKK 17 million, respectively.
Range of inputs
2024 2023
RAMAGUNDAM
Yearly earnings margin, short medium term / Average 14% - 18%/
16%
6% - 15% /
11%
Earnings margin, long term 13% 11%
Perpetual growth rate 2% 0%
Risk adjusted discount rate 14% 11%
A change in the yearly earnings margin with +/- 5% point would incur a change in fair value of
DKK 70 million and DKK -70 million, respectively.
A change in the perpetual growth rate in the terminal period with +/- 1% point would incur a
change in fair value of DKK 17 million and DKK -14 million, respectively.
A change in the risk adjusted discount rate with +/- 1% point would incur a change in fair value
of DKK -19 million and DKK 23 million, respectively.
Range of inputs
DKK 2024 2023
Liquid Wind AB
Share price, non-listed negotiated price DKK 78.3
per share
DKK 35.5
per share
A change in the share price directly corresponds to the fair value recognized. As the company is
in its start-up phase, there are no realiable forecasts and budget available for calculation of fair
value and valuations technique, however the fair value measurement is done by using the most
recent entry share price for new external investors.
38 TOPSØE HOLDING A/S ANNUAL REPORT 2024
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 2024 2023
Inventories
Raw materials and consumables 669 683
Work in progress 201 243
Finished goods 1,381 1,217
Inventories at December 31 2,251 2,143
Cost of sales for the year 3,504 4,604
Write-down of inventories
Impairment at January, 1 97 98
Foreign currency translation adjustment 2 -1
Additions during the year 85 66
Reversals during the year -5 -61
Realized during the year -12 -5
Write-down at December 31 167 97
Reversal of write-down is attributable to
disposal or reuse of impaired goods in the
production.
As of 31 December 2024 the indirect produc-
tion cost capitalised as inventory amounts to
DKK 415 million (2023:DKK 390 million).
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
Ageing of trade receivables and
expected credit loss, 2024
Not due 1,542 0 0 1,542
1-90 days 310 0 0 310
91-180 days 65 0 0 65
181-360 days 47 28 -13 34
360+ days 35 66 -23 12
At December 31, 2024 1,999 -36 1,963
Ageing 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
* DKK 297 million relates to invoiced amounts not yet recognized as income.
3.5 Inventories 3.6 Trade receivables
39 TOPSØE HOLDING A/S ANNUAL REPORT 2024
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 2024 2023
Loss allowance
Loss allowance at January 1 26 43
Foreign currency translation adjustment 1 -1
Additions during the year 25 4
Reversals during the year 0 -20
Realized during the year -16 0
Loss allowance at December 31 36 26
Trade receivables due after more than 1 year 2 0
3.6 Trade receivables (continued)
40 TOPSØE HOLDING A/S ANNUAL REPORT 2024
CONSOLIDATED FINANCIAL STATEMENTS
DKK million 2024 2023
Contract assets and liabilities
Contract work in progress 372 328
Contract assets at December 31 372 328
Contract work in progress 940 915
Prepayments from customers related to catalysts, etc. 324 461
Contract liabilities at December 31 1,264 1,376
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 6,741 6,775
Payments received on account -7,309 -7,362
Contract work in progress at December 31 -568 -587
Contract work in progress recognized in contract assets 372 328
Contract work in progress recognized in contract liabilities -940 -915
Contract work in progress at December 31 -568 -587
Net contract assets and liabilities at January 1 -1,048 -1,630
Additions during the year -2,066 -1,728
Recognized during the year 2,221 2,310
Net contract assets and liabilities at December 31 -893 -1,048
Topsøe Holding Group uses the simplified approach according to IFRS 9 when assessing impair-
ment on the work in progress net balances. In addition to this Topsøe Holding Group evaluates
on a contract by contract basis and if an impairment on a contract is probable we recognise the
expected loss and a related provision.
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 2024 2023
Other receivables and prepayments
Indirect tax receivables 80 149
Derivatives 0 2
Other receivables 40 22
Prepayments 146 327
Other receivables and prepayments at December 31 266 500
Agent commission for obtaining contracts
Agent commission recognized as prepayments 9 14
Agent commission recognized in the income statement
during the year. 31 27
3.7 Contract assets and liabilities (continued) 3.8 Other receivables and prepayments
41 TOPSØE HOLDING A/S ANNUAL REPORT 2024
CONSOLIDATED FINANCIAL STATEMENTS
Accounting policies
Securities are measured at fair value at the
balance sheet date.
Gains and losses from securities are rec-
ognized in the Income statements under
“Financial income” and Financial expenses”
respectively.
DKK million 2024 2023
Securities
Equity funds 806 603
Bonds funds 671 892
Securities at December 31 1,477 1,495
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
42 TOPSØE HOLDING A/S ANNUAL REPORT 2024
CONSOLIDATED FINANCIAL STATEMENTS
DKK million 2024 2023
Net pension obligations
Present value of pension obligations at January 1 212 214
Foreign currency translation adjustment 11 -6
Pension costs 5 4
Calculated interest on obligation 11 10
Actuarial gains and losses, demographic assumption 8 8
Actuarial gains and losses, financial assumption -3 2
Pension paid -13 -11
Pension paid for settlements -12 -9
Present value of pension obligations at December 31 219 212
Fair value of pension plan assets at January 1 239 234
Foreign currency translation adjustment 15 -8
Calculated interest on pension assets 11 10
Return on plan assets excl. interest on pension assets 19 20
Paid by the Group 5 3
Pension paid -13 -11
Pension paid for settlements -12 -9
Fair value of pension plan assets at December 31 264 239
Net pension assets at December 31 45 27
Recognized as assets 84 63
Recognized as liabilities -39 -36
Pension costs
Pension costs 5 4
Terminated pension schemes 1 0
Interest expenses 11 10
Interest income on plan assets -11 -10
Total pension related to defined benefit recognized in staff
costs 6 4
Weighted average duration of the defined benefit obligations
(in years) 6.0 - 9.9 6.0-9.9
Expected defined benefit pension payments by the Group in 2025 amount to DKK 26 million.
3.10 Pension obligations (continued)
Percentage 2024 2023
Composition of plan assets, %
Shares 12 67
Bonds 43 33
Real estate 34 0
Other 11 0
Composition of plan assets at December 31 100 100
Applied actuarial assumptions, %
Discount rate 3.2-7.5 3.8-7.5
Future wage increases 2.5-10 2.5-10.0
Life expectency assumptions are based on Pri-2012 Private
Retirement Plans Mortality Tables projected with Mortality
Improvement Scale MP-2021
Weighted average
Discount rate 5.3% 4.7%
Future wage increases 3.9% 3.1%
DKK million 2024 2023
Sensitivity analysis of impact on pension obligation
0.5%-point increase on discount rate -3 -3
0.5%-point decrease on discount rate 4 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 -4 -3
Life expectancy decrease of 1 year 4 3
43 TOPSØE HOLDING A/S ANNUAL REPORT 2024
CONSOLIDATED FINANCIAL STATEMENTS
3.10 Pension obligations (continued)
The Topsøe Holding 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 Topsøe Holding Group finances the plans
by currently paying a premium to independ-
ent insurance companies 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 Topsøe Holding Group has made
agreements with specific groups of employ-
ees regarding payment of certain benefits,
including pension. These pensions mainly
relate to certain employees in the Group’s
US subsidiary where the plan partly consists
of a basic pension and partly of an addi-
tional 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.
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.
3.11 Provisions and contingent liabilities
44 TOPSØE HOLDING A/S ANNUAL REPORT 2024
CONSOLIDATED FINANCIAL STATEMENTS
DKK million
Warranty
provi-
sion for
engineering
projects
Warranty
provision
for catalysts Other Total
Provisions, 2024
Provisions at January 1, 2024 71 101 11 183
Provisions during the year 31 0 170 201
Reversals during the year -28 -19 -11 -58
Realized provisions during the year -8 -1 0 -9
Provisions at December 31, 2024 66 81 170 317
Provisions related to special items, cf. note 2.4, of DKK 170 million is included in Other provi-
sions and is expected to be recognised within 1 year.
The majority of the warranty provisions are expected to be recognized after 1 year.
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 provisions 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.
3.11 Provisions and contingent liabilities (continued)
DKK million 2024 2023
Ageing of guarantees issued on the Group's behalf
for project-related risk
Less than 1 year 420 459
Between 1 and 5 years 393 206
After 5 years 41 31
Guarantees issued at December 31 854 696
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 2024 2023
Guarantees issued by the Group
Guarantee issued by the Group in relation to
the Employee Share Program, expires 2025 2 2
Guarantees issued by the Group at December 31 2 2
Contingent liabilities and contingent assets
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.
The Group has won an arbitration case in
2024 and is to have costs reedeemed, but
as of December 31, 2024 the amount to be
received cannot be assed reliably.
Through participation in joint taxation scheme
the Group is jointly and severally liable for
taxes, etc. payable in Denmark.
There are no significant contingent assets or
liabilities apart from the above.
45 TOPSØE HOLDING A/S ANNUAL REPORT 2024
CONSOLIDATED FINANCIAL STATEMENTS
Accounting policies
Other payables are measured at amortized
cost, mainly corresponding to nominal value.
DKK million 2024 2023
Other payables
Staff-related items 535 520
Other payables 103 118
Other payables at December 31 638 638
Classification of other payables
Non-current liabilities 108 99
Current liabilities 530 539
Other payables at December 31 638 638
Staff-related items primarily comprise em-
ployee holiday provision, provision for Group
bonus and payroll taxes due.
3.12 Other payables
Accounting policies
Deferred income comprises payments
received in respect of income in subsequent
years related to government grants.
DKK million 2024 2023
Deferred income 339 46
339 46
Included in deferred income at the end of
2024 is DKK 280 million corresponding to
the first portion of EUR 94 million granted
from the EU Innovation Fund to partially fund
construction of the SOEC production site in
Herning.
It is expected that recognition of the grant
in the income statement will commence in
2025.
Also refer to note 2.2 regarding Other oper-
ating income.
3.13 Deferred income
46 TOPSØE HOLDING A/S ANNUAL REPORT 2024
CONSOLIDATED FINANCIAL STATEMENTS
Accounting policies
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.
Hedging reserve
The hedging reserve includes the cash flow
hedge reserve, The cash flow hedge reserve
is used to recognise the effective portion
of gains or losses on derivatives that are
designated and qualify as cash flow hedges,
as described in note 4.4. Amounts are
subsequently either transferred to the initial
cost of inventory or reclassified to profit or
loss as appropriate.
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 2024 2023
Shares
Shares at January 1 2,200,000 2,200,000
Capital increase 0 0
Shares at December 31 2,200,000 2,200,000
The nominal value of each share is DKK 1. All
issued shares have been paid. No shares carry
any special right.
4 Capital structure and financial items
4.1 Equity and dividend 4.2 Hybrid capital
Hybrid capital comprises issued bonds from
May 2024 of EUR 190 million. The issued
hybrid capital is accounted for as a hybrid
capital reserve in equity.
The classification is based on the special
characteristics of the hybrid bond, where
the bondholders are subordinate to other
creditors, and our subsidiary Topsoe A/S may
defer and ultimately decide not to pay the
coupon. Any deferred coupons outstanding
in 3024 will be cancelled. However, deferred
coupon payments become payable if Topsoe
A/S decides to pay dividends to shareholders.
Coupon payments are recognized in equity.
For further details on the hybrid capital,
please see table below.
As the principal of the securities ultimately
falls due in 3024, its discounted fair value
is zero due to the terms of the securities.
Therefore, a liability of zero has been rec-
ognized in the balance sheet, and the full
amount of the proceeds has been recognized
as equity. Coupon payments are recognized
in the cash flow statement in the same way as
dividend payments within financing activities.
Coupon payments
6.750% 6.750%
Nominal value of hybrid capital EUR 200 million
Classification in financial statements Equity
Issued May 2024
Maturing May 3024
First call date May 23, 2029
Interest
For the first four years 6.750%
For the following years The prevailing 5-year EUR swap rate plus the initial
credit spread plus step-up 5.00 per cent
Below is a specification of the cash flow related to the hybrid capital transactions in 2024.
DKK million 2024
Cash flow from issuance of hybrid capital
Issue of new hybrid capital 1,416
Cost associated with new hybrid capital -14
Proceeds from issurance of hybrid capital 1,402
47 TOPSØE HOLDING A/S ANNUAL REPORT 2024
CONSOLIDATED FINANCIAL STATEMENTS
4.3 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, 2024
Interest-bearing debt
at January 1, 2024 1,157 461 105 1,723
Value adjustment 5 0 0 5
Loans raised 1,538 122 6 1,666
Installments -1,357 -50 -2 -1,409
Interest-bearing debt
at December 31, 2024 1,343 533 109 1,985
Of which long-term 448 485 104 1,037
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
Of which long-term 563 426 96 1,085
Borrowings comprise loans from credit insti-
tutions.
Please refer to note 3.3 Right-of-use assets
for further information.
Loans raised reported above under Lease
liabilities is non-cash.
Borrowings are subject to standard trade
covenants as well as certain financial leverage
ratio covenants. The covenants as of Decem-
ber 31, 2024, were all met.
Accounting policies
Hybrid capital is treated in accordance with
the rules on compound financial instruments
based on the characteristics of the bonds.
The notional amount, which constitutes a
liability, is recognized at present value, and
equity has been increased by the difference
between the net proceeds received and the
present value of the discounted liability.
The part of the hybrid capital that is account-
ed for as a liability is measured at amortized
cost.
The carrying amount is zero on initial recog-
nition and due to the 1,000-year term of the
hybrid capital, amortization charges will only
have an impact on the income statement for
the years at the end of the 1,000-year term of
the hybrid capital.
Coupon payments are accounted for as div-
idends and are recognized directly in equity
when the obligation to pay arises.
The obligation to pay coupon payments is
at the discretion of Group Management and
deferred coupon lapses upon maturity of the
hybrid capital.
Coupon payments are recognized in the cash
flow statement in the same way as dividend
payments within financing activities.
On redemption of the hybrid capital, the pay-
ment will be distributed between liability and
equity, applying the same principles as used
when the hybrid capital was issued.
The difference between the payment on
redemption and the net proceeds received
on issue is recognized directly in equity as the
debt portion of the existing hybrid issues will
be nil during the first part of the life of the
hybrid capital.
On the date on which the Board of Directors
decides to exercise an option to redeem the
hybrid capital, the part of the hybrid capital
that will be redeemed will be reclassified to
loans and borrowings.
The reclassification will be made at the mar-
ket value of the hybrid capital at the date the
decision is made.
Following the reclassification, coupon pay-
ments and exchange rate adjustments will
be recognized in the income statement as
financial income or expenses.
4.2 Hybrid capital (continued)
48 TOPSØE HOLDING A/S ANNUAL REPORT 2024
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).
DKK million < 1 year 1-5 years > 5 years
Total
payments
Future
interests
Carrying
amount
Maturity and classification of financial liabilities, 2024
Borrowings 916 367 126 1,409 -66 1,343
Lease liabilities 83 290 282 655 -122 533
Trade payables 1,384 0 0 1,384 0 1,384
Other financial liabilities 527 14 94 635 0 635
Financial liabilities measured at amortized cost 2,910 671 502 4,083 -188 3,895
Derivatives measured at fair value through income
statement 3 0 0 3 0 3
Derivatives measured at fair value through other
comprehensive income 1 0 0 1 0 1
Financial liabilities measured at fair value 4 0 0 4 0 4
Financial liabilities at December 31, 2024 2,914 671 502 4,087 -188 3,899
Maturity and classification 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 measured at amortized cost 2,731 677 596 4,004 -229 3,775
Derivatives measured at fair value through income
statement 0 0 0 0 0 0
Derivatives measured at fair value through other
comprehensive income 15 0 0 15 0 15
Financial liabilities measured at fair value 15 0 0 15 0 15
Financial liabilities at December 31, 2023 2,746 677 596 4,019 -229 3,790
4.4 Financial assets and liabilities
49 TOPSØE HOLDING A/S ANNUAL REPORT 2024
CONSOLIDATED FINANCIAL STATEMENTS
4.4 Financial assets and liabilities (continued)
Financial risk
Currencies
As Topsøe Holding Group operates globally,
the income statement, balance sheet, and
cash flows are subject to the risk of curren-
cy fluctuations, mainly in relation to Topsøe
Group's flows of USD.
Part of this risk is mitigated through natural
hedges arising from activities where Topsoe
has both income and expenses in the same
currency. However, the risk is not fully cov-
ered by natural hedges, and consequently,
Topsoe 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 (2023: DKK 15-25 million). Please refer
to the table on page 51 for sensitivity analysis.
Interest rates
Topsøe 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 2024, the fixed rate portion stood
at 64% (2023: 37%), while the floating rate
portion stood at 36% (2023: 63%). We are in
compliance with our interest rate policy.
For the floating rate portion of our inter-
est-bearing debt at the end of 2024, an
increase in the interest rate level of 1 percent-
age point will increase interest expenses by
DKK 10 million p.a. (2023: DKK 7 million).
Market risk
Commodity price risk is the risk that com-
modity prices will change in a way that causes
economic losses. Topsøe Group hedges cer-
tain materials used for production in order to
mitigate such risks. Please refer to the table
on page 51 regarding commodity hedges
Credit
The credit risk of Topsøe Group is primarily
related to trade receivables from state, public,
and privately-owned corporations. Where
feasible, 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 derivatives. In order to reduce this risk,
the Group only deals with financial counter-
parties who, in the opinion of Management,
have satisfactory financial strength. Financial
strength towards financial counterparties is
viewed satisfactory when possesing a long-
term credit rating of ´A-´ or higher from at
least one out of the following three selected
rating agencies: Standard and Poor's, Moody's
or Fitch. In case of multiple ratings, the lower
rating shall apply.
At December 31, 2024, the Group consid-
ers its maximum credit risk to be DKK 2,731
million (2023: DKK 2,843 million) equal to the
total of the Group's financial assets .
Liquidity
Topsøe Group must maintain sufficient
liquidity to fund daily operations, debt service,
and expansion. Topsoe’s access to liquidity
consists of cash and cash equivalents, in-
cluding access to committed revolving credit
facilities. Cash and cash equivalents, undrawn
committed credit facilities and free operat-
ing cash flow should correspond to at least
1.2x of the liquidity use over the upcoming 12
months.
The Group’s derivatives are entered into to
hedge the currency risk and accounted for as
hedge accounting or economic hedges.
Cash flow hedging
Topsøe Group uses forward exchange
contracts to hedge currency risks and
commodity futures to mitigate the risk of
price fluctuations on expected future cash
flows that meet the criteria for cash flow
hedging. Fair value changes for cash flow
hedges, which are considered effective, are
recognized in other comprehensive income
in the hedging reserve. For each reporting
date, effectiveness is considered and if the
future cash flows are no longer expected to
materialize, the accumulated value reported
in the hedge reserve is reclassified to financial
items in the income statement. In all other
cases the accumulated value is reclassified to
the income statement in the same line as the
hedged item.
Carrying amount, net fair value
2024 2023
DKK million
Cash flow
hedge
Total
hedge
Cash flow
hedge
Total
hedge
Financial instruments asset 0 0 2 2
Financial instruments liability -1 -1 -15 -15
Total -1 -1 -13 -13
Ineffectiveness is recognized in the income
statement within financial items. Ineffective-
ness was immaterial in 2024 and 2023.
At December 31 2024, the fair value of our
cash flow hedge instruments amounted to
net DKK -1 million (2023: DKK -13 million). The
breakdown of the cash flow hedges by most
important currencies for each of the years
2024 and 2023 is shown in the table below.
DKK million 2024 2023
Change in cash flow hedge reserve 11 -16
Reclassified from other comprehensive income to
work in progress 0 0
50 TOPSØE HOLDING A/S ANNUAL REPORT 2024
CONSOLIDATED FINANCIAL STATEMENTS
4.4 Financial assets and liabilities (continued)
Cash flow hedges
2024 2023
DKK million
Notional
amount
Net
fair value
Notional
amount
Net
fair value
Currency
USD -99 0 -432 2
Total 0 2
A negative notional amount represents a sale
of the currency. Average currency rate of USD
hedged at the end of 2024 was 7.10 (2023:
6.77).
2024 2023
DKK million
Contractual
principal
amount
Net
fair value
Contractual
principal
amount
Net
fair value
Commodity hedges
Metals 18 -1 54 -15
Total -1 -15
In the table ‘Transaction impact’ a sensitivity
analysis is disclosed. The analysis assumes
that all other variables, in particular expo-
sures and interest rates, remain constant. The
sensitivity analysis shows the gain/loss on
net profit and other comprehensive income
of a 5% increase in the specified currencies
against DKK (a 5% decrease will have a 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 currencies 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 ad-
justment on derivatives designated as hedge
accounting in effective cash flow hedges.
2024 2023
DKK million Change
Net profit
for the
year Equity Change
Net profit
for the
year Equity
Transaction
impact,
currency
USD 5% 16 16 5% 21 21
CNY 5% 17 17 5% 16 16
Total 33 33 37 37
A negative notional amount represents a sale of the currency
Fair value of financial assets and liabilities
DKK million Level 1 Level 2 Level 3
Other securities and investments
Fair value at December 31, 2024 2 0 276
Value adjustment recognized in the income
statement 1 0 26
Please refer to note 3.4 for information on input
to valuation of other securities and investments
stated at fair value in level 3.
Derivatives
Fair value at December 31, 2024 0 -2 0
Value adjustment recognized in hedging fund
under equity 0 11 0
51 TOPSØE HOLDING A/S ANNUAL REPORT 2024
CONSOLIDATED FINANCIAL STATEMENTS
DKK million 2024 2023
Financial income
Dividend from other investments 0 92
Interest income 15 13
Foreign currency translation adjustment 228 184
Other financial income 183 152
Total financial income 426 441
Financial expenses
Interest expenses 15 40
Foreign currency translation adjustment 166 228
Other financial expenses 134 61
Total financial expenses 315 329
Interest expenses include interest on financial
liabilities measured at amortized cost of DKK
84 million (2023: DKK 48 million).
4.5 Financial income and expenses
52 TOPSØE HOLDING A/S ANNUAL REPORT 2024
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.
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 offsetting 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 a non-current liability. The annual
fair value adjustment is expensed as cost in
Staff costs over the service period.
No. of shares 2024 2023
Performance
shares 1,158,116 238,875
Granted during
the year 449,003 934,106
Cancelled during
the year -53,229 -14,865
No. of shares at
December 31 1,553,890 1,158,116
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 Executive
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, 2024 the company has 3
long term incentive plans and participation is as
follows:
2022 – 2024 LTI covering 24 employees
2023 – 2025 LTI covering 29 employees
2024 - 2026 LTI covering 30 employees
Total costs recognized in 2024 for all 3 plans
amounted to DKK 6 million (2023: DKK 22
million).
The fair value of each performance share
scheme at December 31, 2024, including 10%
forfeiture rate, is estimated as
2022 – 2024 LTI – DKK 2.5 million (2023: DKK
6.5 million)
2023 – 2025 LTI – DKK 10 million (2023: DKK 4.3
million)
2024 – 2026 LTI – DKK 4.2 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 expired by December
31, 2024 and Topsoe will buy back the shares
during Q1 2025.
In 2024, no additional employees enrolled in the
program.
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.
In 2024, no employees enrolled in the Phantom
Program.
5 Other notes
5.1 Share-based payment
53 TOPSØE HOLDING A/S ANNUAL REPORT 2024
CONSOLIDATED FINANCIAL STATEMENTS
DKK million 2024 2023
Audit and audit-related fees
Statutory audit fee 4 3
Other assurance statements 3 0
Non-audit services
Tax assistance 5 3
Other assistance 5 7
Total fee to auditors 17 13
PwC Denmark is Topsøe Holding Group's auditor appointed by the Annual General Meeting.
Fees for audit and audit-related services and non-audit services from PwC Denmark to Topsøe
Holding Group amounted to DKK 17 million (2023: DKK 13 million).
DKK million 2024 2023
Transactions with the owners:
Dividend paid to the owners of Topsøe Holding A/S 318 109
There were no transaction with related parties other than the transactions described herin and
the ordinary remuneration of the board of directors and executive management which is pre-
sented in note 2.3 to the consolidated financial statement
5.2 Fee to auditors 5.3 Related parties
54 TOPSØE HOLDING A/S ANNUAL REPORT 2024
CONSOLIDATED FINANCIAL STATEMENTS
DKK million 2024 2023
Adjustments for non-cash items
Gain and losses from disposal of assets -2 -1
Special items, impairment non-cash 50 -18
Gain from divestment of associated companies 0 11
Change in provisions, non cash 135 32
Other adjustments 118 -27
Total adjustments for non-cash items 301 -3
Change in working capital
Increase (-) / decrease in inventories -72 273
Increase (-) / decrease in trade receivables -241 -192
Increase / decrease (-) in contract assets and liabilities -20 -563
Increase / decrease (-) in trade payables, etc. 146 428
Total change in working capital -187 -54
The numbers in the table above cannot be derived directly from the balance sheet.
DKK million 2024 2023
Contractual obligations
Purchase obligations relating to property, plant and equipment
and intangible assets 322 747
Lease obligations related to software, IT service and maintainance
agreements, running up to 9 years 85 33
Investment obligations related to investing in companies included
under non-current assets 0 0
Contractual obligations at December 31 407 780
Ageing of contractual obligations
Less than 1 year 309 615
Between 1 and 5 years 97 163
After 5 years 1 2
Contractual obligations at December 31 407 780
5.4 Cash flow specifications 5.5 Commitments
55 TOPSØE HOLDING A/S ANNUAL REPORT 2024
CONSOLIDATED FINANCIAL STATEMENTS
IGM Biosciences Inc.
As of 16 March 2025 the fair value of the
investment, in the associated company IGM
Biosciences Inc., amounts to DKK 131 million.
No other events materially affecting the
Group’s financial position at December 31,
2024 have occured after the balance sheet
date.
Company Country
Ownership
share Activity
Topsoe A/S* Denmark 68.76% 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% O
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
56 TOPSØE HOLDING A/S ANNUAL REPORT 2024
CONSOLIDATED FINANCIAL STATEMENTS
FINANCIAL
STATEMENTS
OF TOPSØE HOLDING A/S
Notes
1 Accounting policies 61
2 Staff expenses 61
3 Financial income 61
4 Financial expenses 61
5 Proposed distribution of profit 61
6 Investments 62
7 Securities 63
8 Share capital 63
9 Fee to auditors appointed at
the general meeting 63
10 Contractual liabilities 63
11 Related parties 63
12 Subsequent events 63
Income statement 58
Balance sheet 59
Statement of changes in equity 60
TOPSØE HOLDING A/S ANNUAL REPORT 2024
FINANCIAL STATEMENTS OF TOPSØE HOLDING A/S
57
Income statement of
Topsøe Holding A/S
DKK million Note 2024 2023
Other external expenses -10 -8
Staff expenses 2 -13 -15
EBIT -23 -23
Income/loss from investments in associated companies 6 -199 -164
Dividend from group enterprises 252 193
Financial income 3 138 143
Financial expenses 4 -20 -59
Profit before tax 148 90
Ta x -22 -23
Net profit 5 126 67
58 TOPSØE HOLDING A/S ANNUAL REPORT 2024
FINANCIAL STATEMENTS OF TOPSØE HOLDING A/S
Balance sheet of
Topsøe Holding A/S
DKK million Note 2024 2023
Assets
Investments in group companies 3,929 3,907
Investments in associated companines 667 866
Other investments 0 0
Investments 6 4,596 4,773
Non-current assets 4,596 4,773
Receivables from group enterprises 0 12
Other receivables and prepayments 2 3
Receivables 2 15
Securities 7 1,554 1,495
Cash 5 77
Current assets 1,561 1,587
Assets 6,157 6,360
DKK million Note 2024 2023
Equity and liabilities
Share capital 8 2,200 2,200
Retained earnings 3,870 4,004
Proposed dividend 79 137
Equity 6,149 6,341
Payables to group enterprises 3 6
Corporate income tax 5 12
Other payables 0 1
Current liabilities 8 19
Liabilities 8 19
Equity and liabilities 6,157 6,360
Fee to auditors appointed at the general meeting 9
Contractual liabilities 10
Related parties 11
Subsequent events 12
59 TOPSØE HOLDING A/S ANNUAL REPORT 2024
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, 2024 2,200 4,004 137 6,341
Net profit 0 47 79 126
Net profit and income and expenses recognized under equity 0 47 79 126
Dividend paid 0 -181 -137 -318
Transactions with owners 0 -181 -137 -318
Equity at December 31, 2024 2,200 3,870 79 6,149
60 TOPSØE HOLDING A/S ANNUAL REPORT 2024
FINANCIAL STATEMENTS OF TOPSØE HOLDING A/S
Basis of preparation
The financial statements for 2024 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 2024 2023
Wages and salaries 13 15
Total staff expenses 13 15
Total remuneration to Executive Management and fee
to Board of Directors 12 11
Average number of employees 3 3
3 Financial income
DKK million 2024 2023
Other financial income, dividend etc. 138 143
138 143
4 Financial expenses
DKK million 2024 2023
Other finacial expenses 20 58
Other interest 0 1
Total financial expenses 20 59
5 Proposed distribution of profit
DKK million 2024 2023
Proposed dividend 79 137
Retained earnings 47 -70
Total proposed distribution of profit 126 67
1 Accounting policies 2 Staff expenses
61 TOPSØE HOLDING A/S ANNUAL REPORT 2024
FINANCIAL STATEMENTS OF TOPSØE HOLDING A/S
DKK million
Investments
in group
enterprises
Invest-
ments in
associated
companies
Other
investments
Cost at January, 1 2024 3,907 1,030 40
Additions during the year 22 0 0
Disposals during the year 0 0 -40
Cost at December 31, 2024 3,929 1,030 0
Value adjustments at January, 1 2024 0 -164 -40
Value adjustments 0 -199 40
Value adjustment at December, 31 2024 0 -363 0
Carrying amount at December 31, 2024 3,929 667 0
6 Investments
Investments in group enterprises are specified as follows:
Company Country Ownership share Activity
Topsoe A/S* Denmark 68.76% 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% O
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
62 TOPSØE HOLDING A/S ANNUAL REPORT 2024
FINANCIAL STATEMENTS OF TOPSØE HOLDING A/S
DKK million 2024 2023
Equity funds 806 603
Bonds funds 748 892
Total securities 1,554 1,495
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
PwC Denmark is Topsøe Holding A/S's auditor appointed by the Annual General Meeting.
Audit fees amounted to DKK 0.1 million (2023: DKK 0.1 million) and other assurance statements
amounted to DKK 0.1 million (2023: DKK 0 million). Non-audit services consisting of Tax Assis-
tance amounted to DKK 0.0 million (2023: DKK 0.0 million) and Other assistance for which no
services were rendered (2023: No services).
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
There were no transaction with related parties other than dividend paid to the owners and the
ordinary remuneration of the board of directors and executive management which is presented
in note 2.3 to the consolidated financial statement.
12 Subsequent events
As of 16 March 2025 the fair value of the investment in the associated company
IGM Biosciences Inc., amounts to DKK 131 million.
No other events materially affecting the Group’s financial position at December 31, 2024 have
occured after the balance sheet date.
7 Securities
63 TOPSØE HOLDING A/S ANNUAL REPORT 2024
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
65 TOPSØE HOLDING A/S ANNUAL REPORT 2024
STATEMENTS
INDEPENDENT AUDITOR’S REPORT
66 TOPSØE HOLDING A/S ANNUAL REPORT 2024
STATEMENTS
CVR No 33 77 12 31
67 TOPSØE HOLDING A/S ANNUAL REPORT 2024
STATEMENTS
Printed matter
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