Science of Certainty
Gubra
Annual Report
2024
02
Gubra Annual Report 2024
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Table of content
MANAGEMENT'S REVIEW
FINANCIAL STATEMENTS
03
Gubra Annual Report 2024
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Our Business
Management's Review
Consolidated Financial Statements
Introduction to Gubra
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
About Gubra
Gubra, founded in 2008 in Denmark, is specialized in high-end pre-clinical contract re- search (CRO) and peptide-based drug discovery within metabolic and fibrotic diseases.
~ 260 Employees
December 2024
Obesity expertise
Several drug candidates in development Expert service provider
16 out of top 20 largest pharma companies
served by Gubra
30%
Yearly revenue growth*
*(Inception 2008 to 2024)
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Gubra Annual Report 2024
Specialized pre-clinical contract research and development services for the pharma and biotech industry.
Discovery, design, and
development of peptide-based
drug candidates with the aim of entering partnerships with pharma and biotech companies.
Discovery & Partnerships
CRO Services
Gubra’s shares have been listed on NASDAQ Copenhagen since 2023 with ticker
code GUBRA.
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Gubra Annual Report 2024
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
History and growth journey
2008-2012 – Early growth
+ Founded at CPH University Campus
+ Initiates target and drug discovery
+ Moves to DTU Science Park
2013-2017 – First partnership
+ Target discovery deal with Sanofi-Aventis
+ 1 st peptide patent filed
+ Moves to 3,000sqm facility in Hørsholm
2023 – IPO and expansion
+ IPO on NASDAQ Copenhagen
+ Office opened in the US
+ Amylin Phase 1a clinical results
2018-2022 – Growth and new partnerships
+ Adding 5 new partnerships
+ First partnership with dose in man
+ New Gubra MASH model
Revenue CRO services
Revenue Discovery & Partnerships
~ 46%
~ 10%
~ 51%
Revenue (DKK million)
199
205
266
2022
2023
2024
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
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Gubra Annual Report 2024
Letter from the CEO and the Chair
platform, which builds upon Machine Learning (ML) and Artificial Intelligence (AI). With streaMLine, we can accelerate the process from peptide backbone to drug candidates. The rapid advance- ments in our R&D pipeline are a testa- ment to the success of the platform. But our innovation work doesn’t stop with the streaMLine platform. We are now scaling up our tech ambitions and aspire to develop, on average, one new tech platform per year until 2030. To accelerate innovation, we are creating a designated hub – the TechBio lab – where technology and science intersect to develop the future of Gubra. The em- phasis is on "new thinking." The TechBio lab will be the engine for innovation, de- livering value to all parts of the business.
Advancing our R&D efforts – also beyond obesity
Our robust R&D pipeline is obesity-cen- tric, driven by both internally developed assets – such as our Amylin analogue GUBamy and the muscle-sparing obesity UCN2 program – and assets developed through various partner- ships. However, we also have several programs outside of obesity in our pipe-
The performance in 2024 was out- standing, highlighted not least by the positive topline Phase 1a results of our Amylin anti-obesity agent, GUBamy. We made significant advancements in our Discovery & Partnerships (D&P) business and outperformed our ex- pectations in our CRO business, with a 31% revenue growth year-over-year, building further on an already re- cord-breaking 2023.
line to purposely enhance its diversity. Recently, we began work focusing on establishing strong, translatable pre- clinical models within women’s health.
GUBamy – Positive Phase 1a results
In November 2024, we released positive topline Phase 1a results for GUBamy. In this Single-Ascending-Dose (SAD) study, we showed that GUBamy was well tolerated, with adverse events being predominantly GI-related, mild, and transient. GUBamy had a long half-life of 11 days and showed a dose-depend- ent reduction in body weight, with the weight loss being sustained throughout the 6-week trial period after just a single dose of GUBamy. We are excited about these positive results, which support further development of GUBamy for a weight management indication. From the ongoing Multiple-Ascending-Dose (MAD) part of the trial, we are eagerly anticipating the interim results covering the first two cohorts, which we expect to release in April 2025.
UCN2 – Preparing for the clinic
We are equally excited about our next- in-line internal obesity program, UCN2, focused on high-quality weight loss.
The strong performance across Gubra was recognized by the stock market, with our share price rising by nearly 400% in 2024, combined with many new shareholders and a significant in- crease in our international institutional investor base.
From Biotech to Techbio
As a strategic goal, we are moving from biotech to techbio. We already have our proprietary streaMLine drug discovery
Jacob Jelsing, Co-founder and Chair and Henrik Blou, CEO
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Gubra Annual Report 2024
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
The compound holds great potential, and we have preclinical co-admin- istration studies showing that UCN2 completely prevents the lean mass loss observed in diet-induced obese rats treated with other anti-obesity agents, such as GLP, while improving fat mass loss. The non-clinical toxicity program is ongoing, and we are preparing for a clinical study to start in late 2025 or early 2026.
Partnered obesity programs – triple agonist to the clinic
We have four obesity partnerships with Boehringer Ingelheim (BI). In July, BI partnership #2 was advanced to the clinic with the launch of a Phase 1 study of BI 3034701, a long-acting triple agonist peptide with the potential to become a next-generation, first-in-class obesity treatment. Results from this trial are expected in the second half of 2025. In BI partnership #1, concerning an NPY2R agonist, it was announced in October 2024 that BI will discontinue the development of this compound for obesity. Boehringer Ingelheim is now ex- ploring the potential for the compound in other disease areas.
Partnered program outside obesity – new collaboration with Amylyx
We also have two partnerships outside of obesity. Together with Hemab, we
are developing peptide modulators for the treatment of bleeding disorders. In December 2024, we also signed a new partnership with Amylyx Pharmaceuticals to develop a novel long-acting GLP-1 receptor antagonist for the treatment of post-bariatric hypoglycemia (PBH) and other rare diseases (guidance for 2024 was 1-2 new partnerships).
Both the Hemab and Amylyx collab- orations are examples of companies partnering with us to gain access to our streaMLine drug discovery platform. It is yet another demonstration that the platform can be used to develop peptide drug candidates targeting a broad range of diseases.
Expanding pipeline – outside obesity and more projects to the clinic
In our strategy toward 2030, we want to develop our pipeline further, both inside and outside obesity, and establish 1-2 new flagship areas, starting with efforts in women’s health, which is a significantly underserved area today. In our new strat- egy, we are also stepping up our ambi- tions for clinical development and aspire to have 1-3 fully owned programs in the clinic. We will also build upon our scientific entrepreneurship by further expanding our efforts in non-classical peptides, tis- sue distribution, and dosing flexibility.
Revenue Discovery & Partnerships – ahead of 2023
Revenue from D&P is volatile by nature, as it is largely driven by milestone payments. In 2024, revenue amounted to DKK 46 million, up from DKK 36 million in 2023. We are investing in our pipeline, and total costs excluding special items were DKK 155 million in 2024, well in line with previ- ously communicated cost expectations.
CRO business – record year in 2024
Our CRO business continued to perform ahead of expectations. In 2024, revenue grew by 31%, significantly ahead of the 10-15% growth outlook set at the be- ginning of the year. Particularly strong growth was seen in our obesity services. We also experienced strong growth in our kidney services, where, over the last cou- ple of years, we have developed a large model catalogue. We have now grown revenue from our CRO business by 69% in just two years. While this is nothing less than fantastic, it does put our core research engine under pressure to deliver. In 2025, we want to focus on consolidating our way of work- ing and further leveraging technology to drive efficiency. In our CRO revenue outlook for 2025, we expect to limit the growth to [5-15]%. This is a strategic deci- sion, as we want to divert more resources
from our core research engine towards our D&P pipeline programs.
ESG – for real
Our ESG ambitions and investments are genuine, and we aspire to serve as a role model for other companies' green transi- tion. In 2025, we expect to inaugurate our first solar power farm and, through that, become self-sufficient in electricity. By 2030, we aspire to be nature-positive and carbon-negative, meaning we want to reverse the decline in biodiversity and ab- sorb more CO2 than we emit. Regarding diversity, our target is a minimum of 40% of the underrepresented gender on the Board of Directors and other manage- ment teams. In 2024, we maintained equal gender representation.
In conclusion – success rests on our employees
It is great to conclude a highly successful 2024 with significant pipeline advance- ments, as well as very high growth in our CRO business.
This success gives us confidence to contin- ue our journey rooted in scientific entrepre- neurship, and we aim to continue to grow and develop Gubra in a sustainable man- ner. All this success rests on the dedication and hard work of our skilled colleagues, and we are deeply grateful for sharing this extraordinary journey with them.
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Gubra Annual Report 2024
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Financial Highlights
DKKm
266
Revenue 2024
30%
CRO adjusted EBIT margin 2024
DKKm
(42)
Adjusted EBIT 2024
31%
CRO organic revenue growth 2024
In million DKK
2024
2023
2022
2021
2020
Income statement
Revenue
266
205
199
255
172
CRO revenue
220
169
131
155
148
D&P revenue
46
36
69
100
24
Gross profit
165
115
98
166
92
Adjusted EBIT 1
(42)
(34)
19
108
28
EBIT
(50)
(48)
(1)
89
16
Net financials
8
5
8
(2)
(2)
Profit/loss before tax
(42)
(43)
6
87
14
Profit/loss for the year
(36)
(44)
4
68
13
Statement of financial position
Total assets
613
625
263
302
195
Equity
451
480
108
151
80
Cash and marketable securities
422
457
138
116
67
Net interest-bearing debt
(326)
(386)
(68)
(67)
(13)
Cash flows
Cash flows from operating activities
5
(49)
24
89
33
Cash flows from investing activities
88
(351)
44
(27)
(7)
- Hereof cash flows from investment in PP&E
(26)
(5)
(10)
(27)
(7)
Cash flows from financing activities
(11)
383
(112)
(13)
1
Key figures and financial ratios (%) 2
Gross margin
62%
56%
49%
65%
54%
Adjusted EBIT margin 1
(16%)
(17%)
9%
42%
16%
EBIT margin
(19%)
(23%)
(1%)
35%
9%
CRO adjusted EBIT margin 1
30%
27%
28%
45%
45%
Average number of employees (FTEs)
236
205
180
151
157
1 Adjusted EBIT are adjusted for special items that comprise income or expenses that are non-recurring and not part of the underlying operations.
2 Refer to Note 1 of Consolidated Financial Statements for calculation of key figures and financial ratios.
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
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Gubra Annual Report 2024
Key events in 2024
Discontinuation of development of NPY2R agonist Obesity indication discontinued by Boehringer-Ingelheim
October 2024
GUBamy positive results Phase 1 SAD results released
November 2024
AMYLYX Partnership with Amylyx for development of GLP-1 receptor antagonist December 2024
Concluded research agreement
Research agreement with Silence Therapeutics concluded
January 2024
UCN2 revealed
UCN2 unveiled as novel anti-obesity drug candidate for healthy weight loss
April 2024
UCN2
Gubra awarded
Gubra wins the award as
biotech company of the year in DK
(from Danish Biotech)
June 2024
2nd BI partnership program to the clinic
Initiation of phase 1 clinical trial in partnership BI#2
July 2024
BIOTECH
company
of the year
ESG
+ Serve as an inspiration for companies’ green transition
+ Investing 10% of pre-tax profit in environmental activities every year
+ Promote diversity and gender equality
Core Research Engine
+ Excellence in operations – one fully optimized core research engine across Gubra
+ Preferred provider of expert end-to-end preclinical research services in core science areas
+ Drive customer satisfaction and efficiency through digitalization and automatization
Tech Innovation
+ Accelerate innovation by estab- lishing “TechBio Lab” unit fully focused on long term innovations
+ Implement AI strategy across organization
+ M&A activities to focus on identifying tech opportunities
Pipeline and Models
+ Develop pipeline further, also outside of obesity
+ Broaden the use of peptide-based drugs by challenging limitations of traditional peptide chemistry
+ Further strengthen Gubra as Preferred Peptide Partner
+ 1-3 fully owned programs in the clinic at all times (no further than phase 2a for programs in large indications)
+ Develop 1-2 new flagship areas starting with PCOS (women’s health)
+ Develop on average one new tech platform per year
+ Drive employee AI Literacy Score to very high levels
+ CRO revenue growth of 10% per year
+ Maintain high profitability in CRO
+ NPS (Net Promoter Score) above 70 YoY
+ Electric power self-sufficiency in 2025
+ Commit to Science Based Targets initiative (SBTi)
+ Carbon negative and nature positive
+ >40% of underrepresented gender in Board and leadership positions
Targets
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Gubra Annual Report 2024
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Strategic priorities and aspirations towards 2030
Gubra equity story
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Gubra Annual Report 2024
11
An investment in Gubra is an investment in:
A strongly positio- ned company in a growing market
Driven by aging populations and growing health awareness, the demand for innovative treatments targeting metabolic and fibrotic disorders, especi- ally obesity, is rising. Millions worldwide suffer from these conditions, creating significant unmet medical needs.
With a strong focus on metabo- lic and fibrotic disorders, Gubra is well-positioned to address these challenges. Since our inception in 2008, our hybrid business model – offering spe- cialized preclinical services and novel drug candidates – has enabled us to grow revenue by 30% annually.
An innovative high tech company
We are committed to innova- tion, advancing drug disco- very and pre-clinical research through our developed plat- forms and technologies that enhance quality, precision, and efficiency.
Our proprietary streaMLine platform uses AI and machine learning to design over 4,000 peptides monthly, far excee- ding traditional approaches. By analyzing datasets from automized high throughput wet lab screening using AI/ML algorithms, the platform in pa- rallel optimizes drug candidate properties such as potency, selectivity, physical and che- mical stability etc. and thereby accelerating discoveries. Additionally, our advanced 3D imaging technologies enable organ visualization and faster, data-driven decisions.
A real and tangible commitment to ESG
Sustainability is central to Gubra, shaping our efforts to drive meaningful change and inspire others. This commitment is reflected in our reinvestment of 10% of annual pre-tax profits into environmental initia- tives. Additionally, we aim to achieve electric power self-sufficiency through solar energy by 2025 and become carbon negative and nature positive towards 2030.
In addition to environme- ntal efforts, we prioritize animal welfare, diversity, and inclusion, embedding these values into our ope- rations. Our commitment to ESG principles reflects our responsibility to create value for both stakeholders and the planet.
A trusted and growth-oriented CRO business
We operate in a market driven by growing global pharma R&D spending and the rising demand for outsourced CRO services. Our end-to-end pre-clinical services, powered by proprietary technologies, position us as a trusted part- ner where efficiency, quality, and speed are crucial.
Serving 16 of the world’s top 20 pharma companies and numerous biotech firms, we’ve built a strong reputation in specialized pre-clinical resear- ch. Our CRO business also generates strong cash flow, supporting broader initiatives, including the development
of our novel biotech drug candidates.
A peptide drug discovery engine with biotech upside
Our Discovery & Partnerships business leverages our drug discovery engine to identify novel peptide-based drug candidates through a balan- ced approach.
The balanced approach rests on our early partnering approach, which transfers risk to partners after ear- ly-stage validation enabling us to generate upfront pay- ments, milestone payments, and royalties. This value-cre- ating approach allows us to deploy capital efficiently and drive more innovative programs forward.
Growth
Peptide Experts
Innovative TechBio
ESG for Real
Service Excellence
Financial outlook and guidance
Key guidance items
2025 outlook
Mid-term guidance
Results 2024
CRO Segment
Organic revenue growth
10-15%
10% annually
31%
Adjusted EBIT-margin
25-28%
30%
Discovery & Partnerships Segment*
Total costs (adjusted)**
DKK 230-245 million
DKK 155 million
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Gubra Annual Report 2024
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Comment on mid-term guidance
Gubra provides mid-term guidance on organic revenue growth for its CRO business (in 2023, mid-term guidance was also provided for EBIT- margin in the CRO business).
Forward-looking statements
The annual report contains forward-looking statements, which include projections of our short- and long-term financial performance. These statements are by nature uncertain and associated with risk. Many factors may cause the actual development to differ materially from Gubra's expectations.
Read more about the risks in the chapter on Risks and Risk Management.
* No revenue guidance is provided for D&P due to the inherent uncertainty on timing and size of partnership revenue ** Total costs are cost of sales and operating costs
our Business
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Gubra Annual Report 2024
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Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Market Trends – Obesity
Value of the global obesity drug market **
USD 128 billion
2030
USD 14 billion
2020
Global prevalence of obesity is increasing
More than 1 billion people worldwide are obese, and numbers are continuing to rise. Estimations show that by 2035, 24% of the entire world population will be affected by obesity (BMI>30) and the figure increases to 51% if people living with overweight is added (BMI 25-30). Obesity is a major risk factor for cardiovascu- lar, renal, and metabolic (CRM) diseases as well as for several types of cancer, which collectively are a leading cause of death worldwide.
Next-generation weight loss drug therapies
Obesity pharmacotherapy is a rapidly moving field. The recent FDA-approvals of semaglutide and tirzepatide for weight management have spurred intense research within obesity drug and target discovery. As a result, the pre-clinical and clinical pipeline of innovative weight loss drugs is expanding as the industry is rushing to develop first- or best-in-class weight loss drugs.
Gubra expects that the landscape of obesity medications will diversify to offer both novel monotherapies, drug combination concepts, and dual/triple hormone receptor agonists. The next–generation anti-obesity drugs will focus on the follow- ing key differentiation factors: + Novel mode of actions compared to current standard of care + Muscle mass preservation + Sustained body weight reduction
Additionally there will also be a focus on improving tolerability and addressing co-morbidities. Finally future treatments will likely also be tailored to different patient segments with different medical needs.
Significant
weight loss
Reduce GI side-effects
Healthy weight loss
Dosing/delivery flexibility
Effect on co-morbidity
*source: World Obesity Atlas 2023
**source: Goldman Sachs
Number of obese and overweight people globally*
+54%
4.0 billion
2035
2.6 billion
2020
People with overweight (BMI 25-30)
People with obesity (BMI >30)
Number of obese and overweight
people as % of global population *
2035
2020
51%
38%
Differentiating factors for obesity treatment
2.1
1.9
1.0
1.6
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Gubra Annual Report 2024
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
The Discovery & Partnerships business serves as our drug discovery engine for iden- tification of novel peptide-based candidates.
For drug discovery, Gubra has developed a unique drug discovery platform using Machine Learning (ML) and Artificial Intelligence (AI), which accelerates the process from target identification to drug candidates. We call it the streaMLine platform.
The streaMLine process is a circular process that can evaluate several aspects of the molecule simultaneously, resulting in the ability to rapidly modify molecule
Discovery & Partnerships
designs and thus optimizing the hit molecule before testing it in vivo in our readily available and translatable models. The streaMLine platform enables us to run multiple projects in parallel with fewer resources, and thus lowering pre-clinical development costs per project as well as provide for strong IP protection.
Once our projects have matured they are included in our R&D pipeline and are ready to be out-licensed to partners. Our approach is to out-license our projects early to reduce risks and costs.
streaMLine advantages + Design of over 4,000 peptides per month – compared to a few hundred before the use of streaMLine
+ Focus on 4-6 projects simultaneously instead of 2-3 using fewer researchers = time efficiency and lower costs
+ Improved patent potential
Scan the code to know more about our Discovery & Partnership programs
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Gubra Annual Report 2024
Our R&D pipeline
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Read more about Amylin on pages 18-23
Read more about UCN2 on page 24
Read more about obesity collaborations on page 25
1
2
Scan the code to know more about our expanding pipeline
1
2
Our R&D pipeline is based on peptides. Below features our R&D pipeline from Drug Discovery and onwards.
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Gubra Annual Report 2024
GUBamy
AMYLIN
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
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Gubra Annual Report 2024
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
GUBamy
GUBamy is an investigational long-acting amylin analogue for once weekly subcutaneous administration. GUBamy is in development for weight management in obese people and could be positioned as both an alternative and an addition to incretin-based treatments.
Amylin
Decreases food intake
Reduces blood glucose
Delays gastric emptying
Decreases glucagon secretion
Extensive need for alternative therapies
GUBamy as stand-alone therapy
GUBamy as combination Therapy
Amylin facts
+ Amylin is a 37 amino acid peptide hormone. It is produced in the pancreatic β -cells and co-secreted with insulin in response to meal ingestion
+ Regulates appetite by activating key areas in the brain (AP, NTS)
+ Plays an important role in maintaining energy and glucose homeostasis
+ Novel mechanism of action compared to current approved treatments
+ Potential for substantial weight loss alone or in combination with incretin-based therapies
Gubra Annual Report 2024
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GUBamy holds potential to become the next generation weight management therapy
Balanced receptor profile
(AMYR and CTR as native amylin)
Long half-life (T½)
Body weight loss alone and in combination
Physical and chemical stable at neutral pH
Very long patent exclusivity
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Part A interim results expected Apr 2025
Part B dosing expected Q4-2025
Development path
Phase 1 Multiple-Ascen- ding-Dose
(Ongoing)
Phase 1 Single-Ascen- ding-Dose
(Completed)
Preclinical
(Completed)
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Gubra Annual Report 2024
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
+ Randomized, double-blind within cohorts, placebo-controlled
+ Single subcutaneous administration
+ Single site (CRO in UK)
+ 48 subjects
+ 6 cohorts with dose ranges 0.5-6.0mg
+ 8 subjects per cohort (2 placebo & 6 GUBamy)
+ Men (18–55 years)
+ Lean to overweight or obese (22< BMI <32 kg/m2)
+ Healthy based on medical history, physical examination, ECG, and clinical laboratory tests
Click the player and watch the presentation of the Phase 1A results
NCT06144684 (Phase 1, Part 1)??????
Phase 1 Single Ascending Dose (SAD) study
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Gubra Annual Report 2024
GUBamy was well tolerated
Treatment Emergent Adverse Events (TEAEs)
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Majority of Adverse events (AES) reported were mild and no severe or serious AEs.
All study subjects completed the study.
n = Counts are given for total number of subjects, not for events (E). If more events in one subject the most severe episode is counted.
Phase 1A RESUlts - PRIMARY ENDPOINT
Safety and tolerability incl. number of treatment-emergent adverse events (TEAEs)
Treatment group Dose (volume mL)
Placebo
0 mg
(0.1-1.2 mL)
GUBamy
0.5 mg
(0.1 mL)
GUBamy
1 mg
(0.2 mL)
GUBamy
2.0 mg
(0.4 mL)
GUBamy
3.5 mg
(0.7 mL)
GUBamy
4.75 mg
(0.95 mL)
GUBamy
6.0 mg
(1.2 mL)
n (%)
E
n (%)
E
n (%)
E
n (%)
E
n (%)
E
n (%)
E
n (%)
E
TEAEs (all)
6 (50.0)
11
5 (83.3)
8
2 (33.3)
2
2 (33.3)
3
6 (100)
17
6 (100)
36
6 (100)
21
Severity of TEAEs Mild Moderate Severe
6 (50.0)
0
0
5 (83.3)
0
0
2 (33.3)
0
0
2 (33.3)
0
0
5 (83.3)
1 (16.7)
0
6 (100)
0
0
5 (83.3)
1 (16.7)
0
Serious AEs
0
0
0
0
0
0
0
Completed
12
6
6
6
6
6
6
”
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Gubra Annual Report 2024
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Long half-life (11 days) supports weekly dosing
GUBamy shows a favourable pharmacokinetic profile
Dose dependent body weight reduction
Relative weight change from baseline in percentage
A single dose of GUBamy reduced body-weight dose dependently – the effect was sustained for the duration of the trial (6 weeks).
≈ 270 hours
(11 days)
T½
Phase 1A results - SECONDARY ENDPOINTS (PHARMACOKINETIC)
Pharmacokinetic (PK) evaluation incl. half-life (T½)
Phase 1A results - EXPLORATORY ENDPOINTS (PHARMACODYNAMIC)
Change in body weight (%)
A long half-life of 11 days suitable for once weekly dosing.
Cmax and AUC confirm dose proportionality.
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Gubra Annual Report 2024
GUBamy was well tolerated with adverse events being predominantly GI related, mild, and transient.
GUBamy had a favourable pharmacokinetic profile with a half-life of 11 days supporting once weekly dosing.
A single dose of GUBamy reduced body-weight dose dependently – the effect was sustained for the duration of the trial (6 weeks).
Mean body weight reduction in all high dose groups (3.5-6.0 mg) reached approx. 3% during the 6 weeks trial, whereas subjects in the placebo group gained approx. 1%.
The results support further development of GUBamy for a weight management indication.
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
1
2
3
4
5
MAD study design
+ Randomized
+ Double-blinded within cohorts
+ Placebo-controlled
+ Once weekly subcutaneous dosing
+ 52 subjects (males and females)
+ First subject (Dose 1) dosed in September 2024
Part A
+ BMI 22-32 kg/m2
+ n=8 per cohort
+ 6 weeks treatment
+ Interim results expected Apr 2025
Part B
+ BMI 27-35 kg/m 2
+ n=12 per cohort
+ 12 weeks treatment
+ Expected completed dosing in Q4 2025
Part A
(6 weeks dosing)
Part B
(12 weeks dosing incl. titration)
DOSE 1
DOSE 2
DOSE 3
DOSE 4
DOSE 5
Ongoing Phase 1 Multiple Ascending Dose (MAD)
SAD study results – conclusions
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Gubra Annual Report 2024
High quality weight loss
With the current anti-obesity drugs, 20-40% of the body weight lost is unwanted loss of lean mass (mus- cles, bones, internal organs). In contrast, high quality weight loss focuses on body composition and pro- motes fat loss while preserving lean muscle mass to induce a healthy and sustained weight loss.
Lost weight (%)
UCN2 for high-quality weight loss
Time to focus on healthy weight loss
– Treatment paradigm for future obesity treatment
Lean mass
Fat mass
GUB-UCN2 rescues lean mass loss and improves fat mass loss in obese rats with an Amylin (Cagrilintide) or a GLP-1R agonist (Semaglutide)
Increased lean mass
Decreased fat mass
Today
Tomorrow
GUB-UCN2 and development plan
GUB-UCN2 is a long acting Urocortin 2 (UCN2) analogue selectively activating the corticotropin- releasing hormone receptor 2 (CRHR2) that has been designed for once weekly subcutaneous adminis- tration. We believe GUB-UCN2 could be well suited as a stand-alone treatment, but also as a combi- nation with other anti-obesity drugs . In pre-clinical co-administration studies, we have shown that UCN2
completely prevents the lean mass loss observed in diet-induced obese rats treated with either GLP-1 or Amylin agonists while substantially improving fat mass loss. Furthermore, preclinical data has revealed a cardiorenal upside of UCN2 treatment.
UCN2 is now being prepared for Phase 1 clinical study to start in late 2025 or early 2026.
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
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Gubra Annual Report 2024
Current obesity partnerships
The first partnership with Boehringer Ingelheim was formed in 2017 and the most recent in 2023. In all partnerships, Gubra has granted worldwide rights to further develop and commercialise the compounds, while Gubra is entitled to receive partnership payments in the form of upfront payments, research payments, milestone payments and royalties.
1
2
3
4
The first partnership has developed a long-acting neuropeptide Y receptor type 2 (NPYR2) agonist (BI 1820237). Clinical phase 1 in obesity has been completed, but Boehringer-Ingelheim has decided to discontinue develop- ment in this indication. Boehringer-Ingelheim is exploring potential for the compound in other disease areas.
The second partnership is a first-in-class long-acting triple agonist (BI 3034701). The project entered clinical Phase 1 in July 2024 with study completion expected in H2-2025. 124 participants are estimated to be enrolled into the study.
The third anti-obesity partnership concerns the identification and valida- tion of targets and innovative peptide compounds. The project is currently in the drug discovery phase.
The most recent anti-obesity partnership concerns the discovery of novel peptides and takes on a new approach to identify, validate and develop innovative treatments with the aim of improving health outcomes for people living with obesity. The project is currently in the drug discovery phase.
Boehringer Ingelheim partnerships
1
2
3
4
*Oct 31, 2024 discontinued by Boehringer Ingelheim
Consolidated Financial Statements
Introduction
Our Business
ESG
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Financial Statements
Obesity collaborations
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Gubra Annual Report 2024
CRO business
Our CRO business provides end-to-end pre-clinical services to pharma and biotech companies. The services we provide enable our customers to make data-based decisions to move their pre-clinical research projects fast forward.
We utilize our deep knowledge, animal model capabilities and advanced lab- oratory and animal testing facilities with operations centered around auto- mation, robotization and digitalization to offer a broad range of specialized services covering all aspects of pre-clinical studies.
STEADY INFLOW OF NEW CUSTOMERS
Scan the code to know more about our CRO business
Existing clients
New clients
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16 out of top 20
largest pharma companies
Gubra has served
100
121
2023
2024
101
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Gubra Annual Report 2024
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Disease areas
Our CRO services cover a wide variety of disease areas
Diabetes
Obesity
Liver (MASH)
Kidney
Lungs (IPF)
Brain (CNS)
Revenue per disease area and region in
2024
Other 13%
Revenue by disease area
Revenue by geographic region
MASH/Liver 17%
Obesity 44%
Kidney 15%
CNS/Brain 6 %
Europe 51%
North America 46%
Other 3%
IPF/Lung 5 %
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Gubra Annual Report 2024
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Research services
In Vivo Pharmacology
Highly ranked clinical translatable rodent models en- able specialised team of technicians and scientists to continuously deliver high quality animal data to clients.
2D & 3D Histology with AI Pathology
State-of-the-art automated whole-organ 3D imaging for quantitative functional and anatomical studies, and AI-based clinical-derived histopathology scoring build for scale and speed. Complete histology solutions on any tissue from animal to human.
biomarker Assays
Extensive experience with ex vivo biochemical and immuno-assays combined with broad model knowledge ensuring reproducible pre-clinical assay data packages.
Bioinformatics
Fully integrated complete data platform to easily analyse large amounts of data from multiple own data systems ensuring efficiency and integrity.
NGS (Next gen sequencing)
Transformation of complex omics networks into clear interpretable data by offering advanced molecular analysis based on both DNA and RNA sequencing.
Pharmacokinetics
Minipigs, with human-like anatomical and physiological traits, are ideal for drug PK studies. Gubra offers miniature pig models applicable in both early and late-stage pre- clinical drug discovery and development, featuring high translational value for clinical study design. We integrate state-of-the-art PK analyses.
We are utilizing our deep knowledge, animal model capabilities, and advanced laboratory and animal testing facilities with operations centred around automation, robotisation, and digitalisation to offer a broad range of specialized services covering all aspects of pre-clinical studies. We employ a combination of unique techniques to profile drug candidates in a wide array of clinically translatable research models.
Specialised in Pre-Clinical Contract Research Services
Leveraging our highly automated setup
In Vivo
Pharmacology
Biomarker Assays
Bioinformatics & NGS
(next gen sequencing)
2D & 3D Histology with
AI Pathology
Minipig
Pharmacokinetics
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Gubra Annual Report 2024
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Obesity and 3D Imaging
Does the brain play a part in obesity, and can a better understanding of the neural circuits involved in appetite regulation help in the development of new and better obesity drugs? At Gubra, we believe the answer to both questions is yes, which is why we are investing in expanding our leadership in whole-brain imaging.
Our unique platform is developed around our Gubra brain atlas, a three-dimen- sional coordinate system that can be compared to a GPS system for the brain. Every time a mouse brain is processed at Gubra, it is mapped into our Gubra atlas, and each neuron in the brain is assigned specific x, y, and z coordinates. Since this can be done for many brains simultaneously, it is possible to generate aver- age maps for every drug that is analyzed using whole brain imaging. The result- ing maps can vary in nature, depending on the disease of interest. For example, they can display diverse endpoints such as neuronal activity in response to drug treatment, plaque burden in an Alzheimer’s model, or alpha-synuclein spreading in Parkinson’s disease. Common to all these maps is that they are digital representa- tions of a given condition.
Because all maps generated use the same coordinate system, it is possible to compare different maps to each other virtually. In a recent study we used whole brain imaging to visualize the brain activity maps in response to 6 different obesity drugs (Hansen et al., 2021). Interestingly these drugs resulted in unique brain signa- tures that could easily be distinguished from each other. Remarkably the resulting virtual brain map displayed the combined data of 84 mouse brains and millions of neurons.
At Gubra, we believe we are at the threshold of a future where virtual neurosci- ence will become an integral part of pre-clinical research and help accelerate the development of novel drugs. A future where it will be possible to predict unwanted side effects or determine the most efficacious drug, virtually!
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Gubra Annual Report 2024
Financial results 2024
Revenue
In 2024, Gubra Group recorded total revenue of DKK 265.7 million compared to DKK 205.0 million in 2023. The increase of 30% was driven by strong growth in both the CRO services segment and the Discovery & Partnerships segment (D&P).
CRO services segment
Revenue in the CRO segment amounted to DKK 220.2 million in 2024, which corre- sponds to year-over-year increase of 31% (2023: DKK 168.6 million). The growth was significantly ahead of both outlook in the begininng of the year (10-15%) and latest guidance (26-28%). The strongest growth areas in 2024 have been Obesity and Kidney. Gubra is a leading provider of high-end pre-clinical Obesity services, re- flecting the fact that Gubra has been active in this area since the foundation of the company in 2008. With the renewed interest from the biotech and pharma industry in obesity, Gubra is a natural provider when testing and developing new obesity compounds. Within Kidney services, Gubra has over the past years developed a large kidney model catalogue that has attracted strong customer traction.
Discovery & Partnerships segment
In 2024, revenue from the D&P segment amounted to DKK 45.5 million, which corre- sponds to year-over-year increase of 25% (2023: DKK 36.4 million). The increase in revenue was primarily related to a higher level of milestone payments in 2024.
Adjusted EBIT
As expected, Group adjusted EBIT for 2024 was negative and amounted to DKK -42.4 million (2023: DKK -34.1 million). The increased loss vis-à-vis 2023 was driven by a significant increase in R&D costs from advancing Amylin and UCN2 through the development stages as well as growth in personnel. In 2024, the average number of employees in Gubra was 236 compared to 205 in 2023.
DKK million
2024
2023
Income statement
Revenue
265.7
205.0
CRO revenue
220.2
168.6
D&P revenue
45.6
36.4
Gross profit
164.5
114.9
EBIT
(50.0)
(47.7)
Special items
(7.6)
(13.5)
Adjusted EBIT*
(42.4)
(34.1)
Net financial income and expenses
7.6
4.8
Profit/loss for the year
(36.5)
(44.5)
Balance sheet and cash flow
Cash, cash equivalents and marketable securities
422.2
457.0
Total assets
612.5
625.3
Equity
450.6
479.7
Net interest-bearing debt
(325.8)
(386.0)
Cash flows from operating activities
5.0
(49.4)
Cash flows from investing activities
87.9
(351.4)
Cash flows from financing activities
(10.6)
382.8
Free cash flow
82.3
(18.0)
Key figures and ratios
Average number of employees (FTE’s)
236
205
EBIT margin
(16%)
(23%)
Adjusted EBIT margin*
(16%)
(17%)
CRO organic growth
31%
27%
CRO EBIT
62.2
38.5
CRO special items
(4.3)
-7.6
CRO adjusted EBIT*
66.5
46.1
CRO adjusted EBIT margin*
30%
27%
D&P total costs (adjusted)*
(155.1)
(116.7)
D&P total costs excl. Amylin asset (adjusted)*
(115.1)
(93.1)
* Adjustment for special items:
7.6
13.5
Build-up costs, tech projects
3.7
-
Build-up costs, minipig
1.1
-
Layoff costs and other
2.3
4.1
IPO costs
0.5
9.4
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
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Gubra Annual Report 2024
CRO services segment
Adjusted EBIT increased to DKK 66.5 million compared to DKK 46.1 million in 2023. The improvement was driven by the revenue increase, partly offset by increase in personnel costs. In terms of adjusted EBIT-margin, it amounted to 30% in 2024 com- pared to 27% in 2023. The level was ahead of outlook in the beginning of the year (25-28%) and in line with recent outlook (30-32%).
Discovery & Partnerships segment
For the D&P segment, adjusted EBIT amounted to DKK -108.6 million compared to DKK -80.2 in 2023 where higher revenue in 2024 was offset by higher development costs for primarily GUBamy and UCN2 and higher personnel costs. Total adjusted costs of DKK 155 million were in line with outlook in the beginning of the year (DKK 145-155 million), but slightly lower than recent outlook (DKK 160-170 million).
Gubra Green segment
EBIT of Gubra Green amounted to DKK 0.3 million compared to DKK 0.2 million in 2023. EBIT was in line with Gubra's expectations.
REPORTED EBIT
Reported EBIT amounted to DKK -50.0 million in 2024 (2023: -47.7 million). The dif- ference compared to adjusted EBIT in 2024 is explained by one-off build-up costs of new technology platforms and Minipig business, one-off layoff costs for former Chief Operating Officer and IPO bonus costs deferred throughout the one-year vesting period up until 30 March 2024.
Net financial income and expenses
For 2024, net financials amounted to an income of DKK 7.6 million (2023: income of DKK 4.8 million). The increase in financial income reflected having excess cash available for placement during the full-year of 2024 compared to 2023 with the IPO proceeds being obtained in Q2 2023. The cash is invested in highly liquid Danish AAA-rated mortgage bonds. Financial costs increased due to increase in lease assets.
Tax
For 2024, a tax receivable of DKK 5.5 million has been incorporated on result for the year together with adjustments on prior years of DKK 0.4 million. In 2023, a tax loss of DKK 1.6 million was reported.
Result for the period
The net result for the period amounted to a loss of DKK 36.5 million (2023: DKK -44.5 million). Higher net financial income in 2024 outweighed a slightly lower EBIT in 2024.
Cash flow
Operating net cash inflow for 2024 amounted to DKK 5.0 million compared to a net cash outflow of DKK 49.4 in 2023. The increase in 2024 compared to 2023 was due to positive cash flow from net working capital, mainly changes in trade receivables, contract liabilities and other receivables.
Consolidated Financial Statements
Introduction
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Financial Statements
30%
CRO adjusted EBIT margin
31%
CRO organic revenue growth y/y
31
Gubra Annual Report 2024
236
Average number of employees (FTE’s)
2024
205
Average number of employees (FTE’s)
2023
Cash flow from investing activities amounted to an inflow of DKK 87.9 million in 2024 (2023: DKK -351.4 million) mainly due to decrease in investments in AAA-rated mort- gage bonds partly offset by purchase of solar panels in Gubra Green.
Cash flow from financing activities amounted to an outflow of DKK 10.6 million in 2024 compared to an inflow of DKK 382.8 million in 2023. Last year was impacted by the IPO, whereas financing activities in 2024 only contained lease payments.
Equity
Equity amounted to DKK 450.6 million at the end of 2024 compared to DKK 479.7 million at the end of 2023. The decrease was due to losses incurred, changes in treasury shares and share-based payments.
PARENT COMPANY
In 2024, the parent company, Gubra A/S, transferred certain IP rights to its subsidiar- ies which affected tax for the year and profits in subsidiaries.
Consolidated Financial Statements
Introduction
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Financial Statements
Gubra Annual Report 2024
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32
Gubra Annual Report 2024
Environmental, Social, and Governance
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Gubra Annual Report 2024
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Gubra Annual Report 2024
33
Gubra’s restored lands on Langeland are now a mosaic landscape of old and new forest, scrub, marsh, ponds, meadows, and grasslands.
ESG
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Gubra Annual Report 2024
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Driving impact through ESG
In 2024, Gubra continued to advance its commitment to the ESG agenda, recogniz-ing the urgency of addressing global environmental and social challenges. Guided by our core values of scientific entrepreneurship, joining forces, and acting respon-sibly, we are dedicated to driving measurable impact across the Environmental, Social, and Governance pillars. In the face of rising global temperatures, biodiver-sity loss, and widening inequality, we remain resolute in our efforts. Our pledge to allocate 10% of annual pre-tax profit to environmental initiatives demonstrates our sustained commitment.
Driving measurable change
Focus in 2024 has been on selecting and implementing a platform for managing, monitoring, and reporting on our ESG initiatives and performance. This work has enabled us to present a complete overview of our scope 1, 2 and 3 emissions, which can be found on page 40 and in the Gubra Sustainability Statement on our website. In 2025, we will continue our efforts to increase granularity and accuracy of data to to report in full compliance with CSRD and ESRS in 2026.
SBTi and internal targets
In 2024, Gubra decided to join Science Based Targets initiative (SBTi) and we are now registered by the SBTi Services to set targets and hereby aligning with global climate goals. This commitment to setting science-based emission reduction targets reflects our dedication to meaningful and effectful climate action, build resilience, and meet stakeholder expectations. As part of the SBTi process in 2025, we will reevaluate our targets presented in the materiality assessment, and these targets will provide a clear path forward for reducing our greenhouse gas emissions and underline Gubra’s role in contributing to a sustainable, low-carbon future.
Gubra Annual Report 2024
34
Reed bunting with a chick in the reed bed on Gubra’s lands on Langeland.
Small copper butterfly on greater knapweed on one of the hills of Gubra’s lands on Langeland.
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Gubra Annual Report 2024
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
EcoVadis certification
A primary focus in 2024 has been to increase transparency around Gubra's ESG practices for our external stakeholders. To reinforce our commitment to respon-sible business conduct, we have initiated the process for EcoVadis certification, an internationally recognized assessment of sustainability and corporate social responsibility. This certification will provide an independent evaluation of our environmental, social, and governance efforts, offering stakeholders an objec-tive insight into our practices and areas for improvement. In December 2024, we finalized the EcoVadis questionnaire submission. We expect to receive the results in early 2025, which will inform and drive our ongoing efforts and dedication to ESG excellence.
Business model
Gubra is a public biotech company with two primary areas of business: Preclinical contract research services (CRO) and proprietary early target and drug discovery programs. For a more thorough description of our business model see page 4.
We are dedicated to act on the UN’s Sustainable Development Goals (SDGs) with special focus on SDG 3 (Good Health and Well-being), SDG 13 (Climate Action), SDG 14 (Life Below Water), and SDG 15 (Life on Land).
0.5 hectares of flowerbed was established at Gubra's Headquarter in Hørsholm in 2024 – for insects, birds, and people.
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Gubra Annual Report 2024
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Stakeholder engagement
At Gubra, we are dedicated to creating value for our stakeholders. In 2024, we deepened our efforts to identify and assess specific stakeholders both to engage in meaningful dialoguee and to create transparency and further precision in our scope 3 emissions data.
We have reached out to our 50 largest suppliers constituting over 90 percent of our total scope 3 category 1 costs, to request activity-based data on the emissions associated with the products and services they provide to us. The responses have varied. While some suppliers shared detailed insights into their sustainability initia-tives and provided partial emissions data, others acknowledged that they are not yet equipped to offer specific figures.
Encouragingly, many suppliers conveyed that they are actively working to enhance their reporting capabilities over the coming years.
Furthermore, we have conducted an initial ESG due diligence with two of our largest sup-pliers, leading to interesting dialogues and deeper understanding of their ESG efforts.
Finally, we have engaged in initial ESG dialogues with key customers, and we will con-tinue and expand ESG dialogues with key stakeholders in 2025 underlining our belief in the value of collaboration and stakeholder input to achieve our ambitious goals.
Our employees are crucial for the success of Gubra. We engage them through our strong culture, values as well as development opportunities and leadership dialogues.
Employees
We work closely with academia and scien-tific partners to accelerate scientific and technological innovations through e.g. numerous PhD and post.doc programs.
Academia and scientific partners
Engaging with NGOs, funds, municipality and neighboring businesses as well as e.g. organic vegetable growers is an inspiration for us, and we are involved in activities ben-efitting our local community.
NGOs and communities
We prioritize long-term supplier relations build on trust to ensure security of supply and high-quality product deliveries. We engage our most important suppliers in frequent dialogues to make sure we can always deliver the best possible service to our customers.
Suppliers
Excellent value creating experiences are at the centre of everything we do. We engage with our customers and partners through close collaborations tailored to their needs and scientific aspirations.
Customers/partners
Long-term support from shareholders (both internal and external) and investors are impor-tant to ensure stability for the future sustain-able growth of Gubra. We engage through frequent, open dialogue and communication.
Shareholders and investors
To ensure the high standards, we engage in dialogue with both government officials, international industry organiza-tions, and associations.
Authorities and industry associations
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Gubra Annual Report 2024
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Double materiality assessment, targets, and key actions taken
In 2024, we updated our double materiality assessment of the 10 generic topical ESRSs and the related sub-topics within Environment, Social, and Governance. Our assess-ment pinpoints 5 out of 10 ESRS topics as material: E1 Climate Change, E4 Biodiversity and Ecosystems, E5 Resource use and ecosystems, S1 Own Workforce, and G1 Business Conduct. 16 sub-topics were assessed with high materiality as shown in the table below.
We have set key targets for our overall climate and biodiversity activities, as well as sub targets for gender representation across all management layers and employee satisfac-tion. Finally, we listed key actions taken in 2024 progressing the ESG agenda. The double materiality assessment will be subject to potential changes over time, and we have not yet obtained independent assurance on the assessment.
ESRS – E1
Climate change
ESRS – E5
Resource Use and Circular Economy
Carbon negative towards 2030(to be evaluated when committing to SBTi in 2025)
+ Initiated: SBTi, EcoVadis and My Green Lab certification
+ Re-certified with gold as CFE (Cycle Friendly Employer)
+ New E-bike scheme: 50% support on e-bike purchase
+ Solar roofs at HQ producing approx. 47,950 kWh annually
+ 16 corporate events and campaigns for sustainability actions in 2024 e.g. academy on climate reductions, car-pooling/biking campaigns
+ ESG due diligence on selected suppliers
+ Optimised waste sorting in key facilities and reduced chemicals in labs
Scope 2
1. Electricity
Scope 3
2. Purchased goods and services3. Upstream transportation and distribution4. Business travel5. Employee commute6. Total waste generated
ESRS – E4 Biodiversity and ecosystems
Nature positive towards 2030
(to be evaluated when committing to SBTi in 2025)
+ Management Plan for Gubras 69 Ha of restored land on Langeland
+ Removal of invasive species on our lands in Hørsholm and on Langeland
+ 0.5 Ha flowerbed at HQ in Hørsholm
Impact drivers of biodiversity loss7. Land-use change
8. Species population size
9. Threat status
10. Local and supply chain impact
ESRS – S1 Own workforce
A minimum of 40% of the underrepresented gender in Board of Directors and other management in 2025
+ Creation of a DEI guidance
+ Conducted training and workshops across entire organization
Working conditions
11. Gender equality and equal pay for work of equal value
12. Training and skills development
13. Diversity
ESRS – G1 Business conduct
Employee engagement score above external benchmark in 2025
+ Anti-bribery and anti-corruption training conducted across entire organization
Business conduct
14. Corporate culture
15. Protection of whistle-blowers
16. Animal welfare
Material topical ESRS
Material sub and sub-sub-topics
Key targets
Key actions taken
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Gubra Annual Report 2024
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Environment
Our double materiality assessment has identified ESRS E1 (Climate Change), E4 (Biodiversity and Ecosystems) and E5 (Resource Use and Circular Economy) as ma-terial areas. At Gubra, we are committed to becoming carbon negative and nature positive. In 2024, we have undertaken several significant environmental initiatives, including the installation of solar panels on the roof of our headquarters to reduce electricity consumption. Furthermore, we have completed a comprehensive Scope 3 assessment, providing the foundation for informed and decisive action. We have also minimized chemical usage in our laboratories and are actively enhancing bio-diversity on our land on Langeland, aligned with the extensive nature management plan developed in 2024. These efforts reflect our ambitious goals, which are firmly embedded in our key sustainability guidelines and targets. As part of our strategic work with the Environment, we have identified the following key risks: 1) Rising energy consumption in Scope 2 and carbon costs, 2) Supply chain vulnerabilities, 3) Waste, particularly hazardous lab waste, posing environmental risks, and 4) stricter climate regulations and ESG pressures. By proactively addressing these risks, Gubra can mitigate potential liabilities and significantly strengthen our ESG efforts. See some of the mitigation initiatives outlined in the actions section on page 37.
We are on a quest to constantly improve and give back more than we take
My Green Lab certification
In 2024, we initiated the process of obtaining laboratory certification through My Green Lab. Building upon Gubra’s Green Lab 1.0 initiative, we are systematically documenting and enhancing practices to minimize waste, conserve resources, and advance sustainability in our research. Our baseline assessment resulted in a
GOLD rating, underscoring our strong commitment to environmental responsibility. We anticipate that all Gubra laboratories will achieve final certification in 2025.
Key sustainability guidelines
Investing 10% of our pre-tax profit
Commitment to invest 10% of our pre-tax profit in environmental activities every year through our subsidiary Gubra Green.
Carbon negative
Carbon negativity implies absorbing more CO2 than we are emitting. We do this by stimulating projects aiming at reducing our carbon emissions, planting trees, and when necessary, buying carbon offsets.
Nature positive
Our contribution to reversing the decline in biodiversity so that species and ecosystems begin to recover. We do this by e.g. reducing our supply chain impacts, and converting farmland into nature and forests.
Inspire & Engage
Inspiring and engaging our stakeholders and other companies to fight for a more sustainable world.
Order in own house
Providing a healthy and non-discriminatory work environment, insisting on proper waste management, and support and encourage our suppliers to live up to environmental and social standards.
1
2
3
4
5
”
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Gubra Annual Report 2024
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Gubra Green
At Gubra, we are dedicated to drive positive change both within our value chain and beyond through targeted investments. Our most significant external contribu-tion comes from our commitment to invest 10% of our pre-tax profit each year in environmental initiatives via our subsidiary Gubra Green. In 2024, we carried out exciting activities, setting the stage for impactful investments in 2025 where we expect to inaugurate our first solar power farm and through that be self-sufficient in electricity.
Gubra was listed on Nasdaq CPH in
March 2023 with a 10% green commitment.
We hope this will inspire other companies
to follow our lead
”
Since 2021, Gubra has converted 150 hectares of conventional CO2-emitting farmland on the Danish island Langeland into forest and grassland to absorb CO2and increase biodiversity. By the end of 2022, 81 hectares have been sold off with the continuation of the initiated forest and nature projects in full connection with Gubra’s remaining area. The income has been returned to Gubra Green to enable additional projects. Among the assets in Gubra Green, are the remaining 69 hectares of forest and nature. Here the total number of planted trees and shrubs are 163,020 (94.3% deciduous, 5.7% conifers).
A male bullfinch in the woodlands on Gubra’s lands on Langeland.
Photographer Hans-Henrik Wienberg documents the evolving landscapes and the emergence of new species on Gubra’s lands on Langeland.
40
Gubra Annual Report 2024
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Carbon negative
Achieving carbon negativity remains a top priority for us. Our journey began years ago, and in 2019, we formally committed to following the Greenhouse Gas (GHG) Protocol to manage emissions across scopes 1, 2, and 3. We utilize the suggested unit CO2e, which is an essential metric for comparing and aggregating the impact of different greenhouse gases based on their relative contribution to climate change.
In 2022 and 2023, we accounted for six GHG categories in our Scope 3 emissions, relying exclusively on activity-based data. In 2024, we have established a full 2024 data baseline for scope 1, 2, and 3.
We have expanded our Scope 3 reporting in 2024 to include several additional GHG categories. These categories are calculated using a combination of activity-based and spend-based data, depending on data availability. Since spend-based data provides only an estimate of emissions, we continuously seek to improve data accu-racy by transitioning to activity-based data where possible.
See page 43 for detailed overview of climate data. See all metrics in Gubra’s unaudited Sustainability Statement here:
Scope 1 & 2 Emissions
165tCO2e
Scope 1: Direct Emissions
+ Fugitive emissions
Scope 2: Indirect Emissions from Purchased Energy
+ Purchased electricity
+ Purchased steam, heating, and cooling
Scope 3 Emissions
5,954tCO2e
Scope 3: Indirect Value Chain Emissions
Cat. 1:Purchased goods and services
Cat. 2:Capital goods
Cat. 4:Upstream transportation and distribution
Cat. 5: Waste generated in operations
Cat. 6:Business travel
Cat. 7:Employee commuting
Cat. 8: Upstream leased assets
www.gubra.dk
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Gubra Annual Report 2024
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Towards carbon negative
Since Gubra was founded in 2008, we have worked hard to avoid and reduce our climate emissions. In 2019, Gubra developed an ambitious guideline on carbon negative and compensated our emissions by buying climate credits. In 2022, we set the ambitious internal target to achieve carbon negative by 2028, as reductions and investments in e.g. sequestration and solar projects on own lands were planned to fulfil our goal. Since then, the landscape of carbon accounting and target-setting has evolved, particularly with the development of the Science Based Targets initia-tive (SBTi) guidelines making it more complex to account for carbon removal pro-jects. We recognize that aligning our goals with these emerging standards is crucial for ensuring the credibility and effectiveness of our climate actions, and therefore we will set Science Based Targets in 2025.
True sustainability arises by consistently trying to avoid and reduce impacts on climate and nature in all activities
”
Emissions, removals, and offset
In 2024, our recorded CO2e emissions were 6,119 tCO2e, and we have purchased 1,000 tonnes of CO2e carbon credits through the EcoTree Møn Elmelunde project to offset our scope 1 and 2 emissions similar to last year. Our forest and nature project on Langeland contributes with a total carbon sequestration of 69 tonnes of CO2e in 2024.* Being in a transition period while looking into aligning with SBTi, we have decided not to cover all 2024 emissions by climate credits.
Starlings in a flock on Gubra’s lands on Langeland.
Galloway cows are grazing in the mosaic landscape on Gubra’s lands on Langeland.
*The carbon sequestration calculations for the Langeland project (www.gubra.dk) have been independently validated, ensuring compliance with international guidelines (GHG Protocol). The calculations have also undergone a thorough assessment in line with the Greenhouse Gas Protocol's Land Sector and Removals Guidance to ensure they adhere to internationally recognized standards.
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Gubra Annual Report 2024
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Nature positive
ESRS E4 Biodiversity and Ecosystems has been assessed as material in our preliminary double materiality assessment, as biodiversity and ecosystems are threatened world-wide and biodiversity is a key part of our vision, mission, and investments through Gubra Green. In a preliminary risk assessment, Gubra's negative impact on biodi-versity has been identified as minor, along with associated risks and dependencies. Despite these limited negative impacts, businesses hold a critical responsibility in ad-dressing and reversing the biodiversity crisis. Given the interconnectedness of climate and nature, gaining a deeper understanding of our expenditures and their CO2impact enable us to leverage purchasing volumes to drive impactful actions for biodiversity, as the majority of biodiversity impacts are found within Scope 3 emissions.
Towards Nature Positive
As Gubra continues to grow, we are equally committed to achieving nature posi-tivity. This ambitious goal will be implemented once a standardized measurement framework is established to address the negative impacts of business activities and assess the effectiveness of initiatives such as our Langeland project. In the mean-time, we remain focused on our E4 material sub-topics: land-use change, species population size, threat status, and local and supply chain impacts. Furthermore, we are exploring additional investments through Gubra Green to execute tangible and impactful nature initiatives.
Taking action is part of our DNA
It is critical for us to prioritize reducing our negative impact on biodiversity and ecosystems across our operations and value chain, while also taking active steps to restore and regenerate in order to achieve our goal of giving back more than we take. As part of this effort, we are implementing initiatives such as removing invasive species, maintaining a primarily plant-based and pesticide-free canteen, installing birdhouses, establishing a 0.5-hectare flowerbed for insects, conducting tree vet-eranization, and executing our new nature management plan for Gubra’s 69 hec-tares of restored land on Langeland. This plan outlines concrete actions to enhance biodiversity and mitigate threats.
The power to act for nature and climate is in our hands
”
A red-backed shrike hunting insects on Gubra's land on Langeland.
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Gubra Annual Report 2024
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Gubra Annual Report 2024
43
Restore and regenerate biodiversity and ecosystems
Gubra has transformed 150 hectares of conventional farmland into forest and nature on the island of Langeland. We conducted a baseline assessment of the entire area in 2021 and a progress assessment in 2023 for the 69 hectares currently owned by Gubra. This methodology evaluates the forest and nature by scoring their structure, species diversity, maintenance, and protection status per hectare. Once a stand-ardized unit of measurement is established, the total additive nature score can be calculated, enabling a comprehensive assessment of our progress.
See our baseline report for 2020 and 2023 here:
Management Plan for Gubra’s Langeland project
A management plan for 2024-2028 has been developed to promote biodiversity and ensure structured, long-term development. The vision is to maximize biodiver-sity while maintaining ecosystem integrity and aligning with Gubra’s climate goals.
See our management plan 2024 here:
The management plan outlines specific management initiatives to be implemented during the period 2024-2028 to improve the natural condition and achieve the de-fined biodiversity goals. Establishing high-quality ecosystems that support thriving biodiversity is a long-term effort.
Baseline reports
Management plan
See our films from Langeland here:
Langeland projects
The figures to the right show forest and nature development on Gubra’s 69 hectares of land on Langeland (2020-2023). In 2020, the area was primarily used for intensive farming (yellow). With our afforestation and nature project (2020-2023) the positive change is clear.
Cultivated
Semi-cultivated
Moderate condition
Favourable condition
High condition
2020
2023
2028
Beyond 2028
Gubra Annual Report 2024
44
44
Gubra Annual Report 2024
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Social
The Social dimension in ESG is crucial for Gubra as it drives a positive workplace, supports employee well-being, and attracts talent, ultimately enhancing our long-term resilience and growth. In our double materiality assessment, three key work-force-related topics were identified as material: diversity, gender equality, and train-ing and development. Gubra faces several social risks, and the following have been identified as key: 1) Talent attraction challenges in a competitive market, 2) Diversity gaps in leadership and science potentially entailing reduced innovation and reputa-tional risks, and 3) Workplace health and safety risks. By addressing these key risks, Gubra aims to build a strong, more resilient workplace while maintaining our status as an attractive employer with a healthy inclusive culture.
People are the cornerstone of our success - the foundation is empowerment and diverse perspectives
”
Diversity and gender equality
At Gubra, we are committed to fostering a workplace where diversity and inclusion are at the heart of our culture. Every employee, irrespective of gender, age, natio-nality, religion, sexual orientation, or ability, is given equal opportunities to advance their career. We believe that embracing diverse perspectives creates a vibrant work environment where individuals feel empowered to share ideas and grow professionally.
Having this focus enable us to attract and retain a broader talent pool ultimately ensuring a competitive edge in the market as we can cater to the diversity of our global customers.
To drive our ambitions on gender equality, we have in our Diversity Policy set the following targets going forward:
A minimum of 40% of the underrepresented gender in Board of Directors and other management.
Target | 2022 | 2023 | 2024 | ||||
# (M/F/T) | % (M/F) | # (M/F) | % (M/F) | # (M/F) | % (M/F) | ||
BoD | Min. 40% | 3/1/4 | 75/25/100 | 3/3/6 | 50/50/100 | 3/3/6 | 50/50/100 |
Other management (C-suite, VP, Sr. dept mgmt. /dept mgmt.) | Min. 40% | 12/11/23 | 52/48/100 | 14/15/29 | 48/52/100 | 16/16/32 | 50/50/100 |
The methodology for calculating gender equality relies on the actual headcount of both male and female individuals in the Board of Directors (BoD) and other management positions at the end of the year. In 2024, we maintained an equal gender representation in our BoD and in other management.
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Gubra Annual Report 2024
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Diversity, Equity, and Inclusion Guideline
To complement our Diversity Policy, we have in 2024 implemented a Diversity, Equity and Inclusion (DEI) Guideline designed to nurture an inclusive environment where everyone feels valued and respected. Our Diversity Policy applies to all employees and visitors, promoting equal opportunity, cultural awareness, and a supportive workplace.
We emphasize diverse hiring, training, and retention, creating a culture of open communication and accountability. Our commitment includes compliance with Danish DEI laws and ongoing monitoring to ensure the policy’s effectiveness, supporting Gubra’s mission to harness our unique strengths for shared success.
In 2024, all employees have been trained in the guideline in engaging department meetings focused on dialogue and reflection.
The ambition for 2025, is to review our recruitment process through DEI lenses as well as conduct yearly equal pay analyses to identify and address potential gender-based disparities.
Continuous development fuels innovation and employee engagement
Training and development
Training and development continue to be a high priority at Gubra. In 2025, it is
our ambition to train all people managers in developing employees by using the 70-20-10 development plan (70% on the job training, 20% coaching and mentoring, 10% classroom training).
Furthermore, we have in our strategy set a target ensuring that 100% of all employees have a Personal Development Dialogue (PDD) which is updated at least once per year.
”
46
Gubra Annual Report 2024
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Governance
The ESRS framework’s Governance aspect emphasizes responsible business prac-tices, a principle deeply ingrained in Gubra’s core values. Operating with integrity, transparency, and high ethical standards is essential to us, as it builds trust and creates lasting, value-driven relationships with our partners and employees.
Our double materiality assessment identified corporate culture, whistleblower protection, anti-corruption, bribery, and animal welfare as material topics. Additionally, we will address human rights and data ethics to ensure compliance with Danish legislation.
Company culture
At Gubra, we consider our strong company culture essential to our success. It is critical for attracting and retaining talent, fostering innovation, and delivering exceptional customer service. Teamwork, responsibility, and flexibility are core
elements of Gubra’s culture.
Each year, we conduct an Employee Engagement Survey to gather insights on our work environment. Since employee engagement reflects our culture, we have set an engagement target as a measure of our cultural strength.
In 2024, we have transitioned into a new and more detailed Employee Engagement Survey system, which enables us to measure and evaluate our employees’ engage-ment up against external benchmarks and other companies in Denmark. Our target is to score on par or above the external benchmark, which was 82%for 2024.
Target y/y | 2022 | 2023 | 2024 | |
Employee engagement score | >90% | 94% | 91% | 85% |
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Gubra Annual Report 2024
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Whistle-blower channel
Gubra’s whistle-blower channel is an important tool for Gubra to provide a confi-dential channel for employees to report wrongdoing, misconduct, or unethical be-havior. It encourages transparency, accountability, and early detection of issues, helping to prevent potential legal and reputational damage, shaping a culture of ethics and protecting employees who speak out. Since the establishment of the whistle-blower channel in 2023, no reports have been filed.
Anti-corruption, bribery, and human rights (Danish Financial Statements Act §99a)
At Gubra, we have a zero-tolerance policy for bribery and corruption. To further strengthen awareness and compliance, in 2024, all employees in Denmark and the U.S. underwent (re)training on our Anti-Bribery and Anti-Corruption Policy, cover-ing key risks such as: Conflicts of Interest - When personal interest could improp-erly influence business decisions. Improper Gifts & Hospitality- The misuse of gifts, entertainment or favors. Third-Party Risks- Unethical actions by suppliers, clients or partners. Facilitation Payments - Unofficial payments (e.g. to govern-ment officials). Laws and Regulation- Non-compliance with global anti-corrup-tion laws (e.g. FCPA, UK Bribery Act). To uphold our culture of integrity and trust, protect our reputation and mitigate risks going forward, we have integrated this training into our onboarding program for all new employees.
The pharmaceutical and biotechnology industry has extensive supply chains, with an inherent potential risk of violating human rights. As Gubra is only operating in the early stage of the drug development value chain, we consider our impact as limited and do therefore not consider it as necessary to have a separate policy on human rights.
Animal welfare
Gubra is committed to ensuring animal welfare, and our state-of-the-art facilities, expert animal technicians, and veterinarians ensure meticulous care, fully comply-ing with Danish and international regulations. Gubra is AAALAC accredited under-lining our dedication to excellence in animal care and use.
Our approach is based on the principles of 3R:
+Replace:we aim to further develop and adopt e.g. in vitro methods and computer modelling if feasible
+Reduce:we ensure that experiments are designed to minimize the number of animals used while still achieving scientific objectives
+Refine:We strive to continuously improve animal care ensuring their physical and psychological well-being
Data Ethics (Danish Financial Statements Act §99d)
As an innovative and knowledge-based company, data is key to Gubra and we work relentlessly to ensure high data integrity and quality in all our scientific endeavors. In 2024, we have developed a Data Ethics policy to ensure responsible, transparent, and ethical handling of all data and compliance with Danish legislation.
Personal data is handled in compliance with GDPR and we have a Privacy Policy in place for all website visitors creating transparency around how we collect and protect personal data.
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Gubra Annual Report 2024
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
ESG key figures and calculations
Gubra greenhouse gas (GHG) emissions 2023 and 2024 according to Scope 1, 2 and 3
Scope | Category | 2023 usage | 2023 (tCO2e) | 2024 usage | 2024 (tCO2e) |
Scope 1 | Total Scope 1 emissions | 6.00 | 8.14 | ||
Fugitive emissions (CO2) | kg 8,236 | 6.00 | kg 11,461 | 8.14 | |
Scope 2 | Total Scope 2 emissions | 166.35 | 156.77 | ||
Electricity | kWh 831,193 | 113.04 | kWh 964,915 | 122.60 | |
Heating | kWh 581,334 | 53.31 | kWh 800.094 | 34.17 | |
Scope 3 | Total Scope 3 emissions | 5,954.49 | |||
Category 1: Purchased goods and services | 4,792.17 | ||||
Category 2: Capital goods | 387.83 | ||||
Category 3: Fuel- and energy-related activities | 60.73 | ||||
Category 4: Upstream transportation and distribution | 48.65 | ||||
Category 5: Waste generated in operations | kg 109,410 | 13.53 | |||
Category 6: Business travel | Km 1,029,435 | 205.30 | |||
Category 7: Employee commute | |||||
Km: Bike 88,639 Bus 226,197 Car 926,419 | 135.99 | ||||
Category 8: Upstream leased assets | 310.29 | ||||
Total emissions tCO2e | 6,119.40 |
(Nasdaq: E1|UNGC: P7|GRI: 305-1,305-2,305-3|SASB: General Issue / GHG Emissions|TCFD: Metrics & Targets).
We have calculated CO₂e for 2024 using Solitwork’s Sustainability Platform.
The calculated CO₂e emissions in our 2024 Sustainability Report differ from previous years due to a system change, additional data integration, and the inclusion of a full Scope 3 assessment in 2024.
Scope 3 emissions for 2023 are not shown in the table above, as they are not comparable to the full scope included for 2024.
Gubra Annual Report 2023
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49
Gubra Annual Report 2024
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
ESG accounting policies
The ESG accounting policies cover the period 1 January 2024 - 31 December 2024
Environment
CO2e emissions (CO2equivalent), total
CO₂ total is defined as the total scope 1, 2, and 3 CO₂e emis-sions measured in tonnes.
Scope 1 emissions refer to all Gubra's direct emissions. Scope 2 (location-based) emissions are indirect emissions from ge-neration of consumed energy, where emissions from energy consumption are estimated based on the average emissions from generation onto the energy network. Scope 2 (mar-ket-based) emissions are the emissions from the electricity that Gubra is purchasing (often spelled out in contracts or instruments) which may be different from the electricity that is generated locally. Scope 3 refers to all other indirect emissions from Gubra’s activities, occurring from sources that Gubra does not own or control. These are the greatest share of our carbon footprint.
Scope 1, 2, and 3 are calculated in accordance with Gre-enhouse Gas Protocol standards: Relevance, Accuracy, Completeness, Consistency and Transparency. If nothing else is stated, the emissions are calculated in the Solitworks platform.
SCOPE 1 -Fugitive emissions
Fugitive emissions are defined as emissions from intentio-nal or unintentional releases. These include emissions from equipment leaks (e.g., joints, seals, packing, and gaskets), methane from venting or coal mines, hydrofluorocarbon (HFC) emissions from refrigeration and air conditioning equipment, and methane leakages during gas transport. All fugitive emissions are fully included and are based on data provided by Linde-Gas A/S.
SCOPE 2 - Electricity
Gubra’s electricity purchases in the reporting year were primarily supplied by Reel Energy, with the majority sourced from renewable energy sources such as wind, biomass, and solar, alongside non-renewable sources including nuclear, coal, and gas. The electricity consumption of certain assets has been estimated based on prior consumption data, as full-year data was not available for all assets. These estimations constitute 8.4% of Gubra’s electricity consumption in the current reporting year. Electricity data is reported in kilowatt hours (kWh).
Heating
Heating data for Gubra’s main sites is provided by Norfors A/S and is reported in kilowatt hours (kWh). For remaining assets, heating consumption has been estimated based on prior consumption data where full-year data was unavai-lable. These estimates constitute 19% of Gubra’s heating consumption in the current reporting year.
SCOPE 3- All other Indirect emissions
Out of the 15 Scope 3 categories, 7 are included in the reporting year. The remaining categories are not considered applicable.
Purchased goods and services (Cat. 1)
Emissions from the extraction, production, and transporta-tion of goods and services purchased or acquired by Gubra in the reporting year are fully included. A combination of acti-vity-based and spend-based methods was used to calculate emissions, incorporating both supplier-specific data where available and industry-average data to ensure thorough coverage.
Capital goods (Cat. 2)
Emissions from the production of capital goods acquired by Gubra in the reporting year, such as machinery, buildings, and facilities, are included. These emissions account for the materials extraction, manufacturing, and transportation involved in creating the goods. Emissions from the use or operation of these goods are excluded, as they are included within Scope 2.
Upstream transportation and distribution (Cat. 4)
Third-party transportation and distribution services purchas-ed by Gubra, including inbound logistics, outbound logistics, and transportation between facilities, are included in this year's report. Calculations are primarily based on data pro-vided by FedEx, WorldCourier, and DSV. For segments where specific data was unavailable, emissions were estimated using a monetary factor.
Waste generated in operations (Cat. 5)
Emissions from third-party disposal and treatment of waste in the reporting year are fully included. Calculations are based on data provided by Gubra's main waste vendors, including detailed breakdowns of waste types.
Business travel (Cat. 6)
Emissions from employee transportation for business-rela-ted activities in the reporting year are fully included. This includes all forms of travel, such as road, marine, and aerial transport. Where activity data is available, emissions are cal-culated based on the mode of transport and distance travel-led. For cases without activity data, emissions are estimated using emission factors applied to monetary expenditures. Taxi and hotel stays are also included.
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Gubra Annual Report 2024
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Employee commute (Cat. 7)
Emissions from the transportation of employees between their homes and their workplaces were measured twice in 2024, once in spring and once in late autumn, to account for seasonality. The measurements included a range of transportation methods such as bicycles, public transport, carpooling, and vehicles (hybrid, electric, petrol, and diesel of various sizes). These assessments capture the full scope of the employee commute, including both regular commuting and adjustments for vacation periods and work-from-home scenarios.
Upstream leased assets (Cat. 8)
Emissions from the operation of assets leased by Gubra in the reporting year are included. Calculations are based on the asset type and monetary spend, excluding emissions already covered under Scope 1 or Scope 2.
Carbon credits
A carbon credit is a convertible and transferable instrument representing Greenhouse Gas, GHG, emissions that have been reduced, avoided or removed through projects that are verified according to recognized quality standards. Carbon credits can be issued from projects within (someti-mes referred to as insets) or outside the undertaking’s value chain (sometimes referred to as offsets). In 2024, Gubra has purchased 1,000 tonnes of CO2e climate credits through the EcoTree Label Bas Carbone project to offset the scope 1 and 2 emissions (Project No. 10648301: https://label-bas-carbone.ecologie.gouv.fr/liste-projets-labellises).Similar purchase was performed in 2023.
Social
Underrepresented gender, board of directors
This indicator measures the percentage of individuals from the underrepresented gender in the Board of Directors. The board of directors is responsible for the company’s overall and strategic management and proper organization of the business and operations and supervises the man-agement and organization. The methodology for calculating gender equality relies on the actual headcount of both male and female individuals in the board of directors at the end of the year.
Underrepresented gender, other management
This indicator measures the percentage of individuals from the underrepresented gender in other management. Other management is defined as c-suite, VPs, senior department managers, and department managers. The methodology for calculating gender equality relies on the actual headcount of both male and female individuals in the other management at the end of the year.
Governance
New Gubra Engagement Survey
The employee engagement index score is the average score of four questions that measure employee engagement:
+I feel motivated and engaged in my work
+When needed, I am willing to make an extra effort
+I feel that the work I do is meaningful
+I am proud to be employed in the organization
The Engagement score is calculated by assigning a value to each response category in the survey:
Strongly disagree = 0, Disagree = 25, Neither agree nor disagree = 50, Agree = 75, Strongly agree = 100
The engagement index score is an average of all responses from the employees included in the report. “Don’t know/not relevant” responses do not count in the index score.
In general, all permanent and fixed term Gubra employees are included in the survey, which was sent out on 6 November 2024. Employees on garden leave on the date of the launch of the survey were excluded.
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Gubra Annual Report 2024
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Corporate governance
Introduction
Gubra is committed to always exercising good corporate governance and the Board of Directors will regularly assess rules, policies, and practices according to the Corporate Governance Recommendations. Nasdaq Copenhagen has incorporated the Corporate Governance Recommendations in the Nasdaq Issuer Rules. Accordingly, as a company with shares listing on Nasdaq Copenhagen, Gubra is required to comply with or explain deviations from the Corporate Governance Recommendations as also required pursuant to Section 107b of the Danish Financial Statements Act.
The Board of Directors has prepared a statutory statement on corporate governance that reflects the compliance of the company with each of the Corporate Governance Recommendations. The company complies in all mate-rial respects with 38 out of the 40 Corporate Governance Recommendations, except for the following:
+Recommendation 1.1.3 regarding publication of quarter-ly reports. Gubra deviates from this recommendation as the company does not publish quarterly reports. Gubra instead publishes trading statements for the three months period ending 31 March and nine-month period ending 30 September. The company believes that trading statements will provide investors and other stakeholders with sufficient information about the company’s financials.
+Recommendation 4.1.2 on share-based incentive schemes for the Board of Directors and the Executive Management. Gubra deviates from this recommendation as the share-based remuneration may be non-revolving. The remu-neration of the Board of Directors and the Executive Management is deemed customary by the company among comparable listed companies and advantageous to attract and retain high-performing members of the Board of Directors and Executive Management with the ability to implement the company’s strategy, operate in the global biotech environment and deliver long-term shareholder value.
The company’s corporate governance practices are also accounted for in the statutory statement on corporate governance, which is available on the company’s website www.gubra.dk/corporate-governance. Gubra has also published a remuneration report, which can be found using the link below.
Corporate governance structure
Annual General Meeting
Board of Directors
AuditCommittee
Nomination and Remuneration Committee
ScienceCommittee
Executive Management
Remuneration report
Corporate Governance
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Gubra Annual Report 2024
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Board and board practises
We have a two-tier governance structure consisting of the board of directors and the executive management. The two management bodies are separate and have no overlapping members.
The board of directors is responsible for the company’s overall and strategic management and proper organization of the business and operations. The board of directors supervises the man-agement and organization, while the executive management is responsible for the day-to-day management of the company.
The board of directors’ functions accord-ing to its rule of procedure. It consists of six members and has appointed a chairperson and a Vice Chairperson. Five of the members are regarded as in-dependent. The board of directors rep-resents broad international experience and possesses the professional skills considered to be relevant for Gubra.
The Board of Directors plans to convene at least five regular board meetings an-nually. Extraordinary board meetings are convened by the Chair when considered necessary by the Chair or when reque-
sted by a board member, a member of the Executive Management or by the company’s auditors.
In 2024, six ordinary board meetings were held. Significant topics covered in 2024 were development of the R&D pipeline including the most progressed internal programs GUBamy and UCN2. Other topics included strategic discus-sions, market guidance, considerations on partnerships, cybersecurity and ESG preparations, and managing the high growth rate in the company.
Annually, the board of directors will conduct an evaluation of the effec-tiveness, performance, achievements, and competencies of the board of directors, including an evaluation of the performance of each individual board member and of the collaboration with the executive management.
The board of directors has set up an Audit Committee, a Science Committee and a Nomination and Remuneration Committee, each of which has a charter setting forth its purpose and responsi-bilities. The purpose of the committees is to prepare decisions to be made by the Board of Directors.
Significant board topics in 2024
+ Strategic discussions
+R&D pipeline (development and prioritization)
+ Partnership considerations
+ Management of the high company growth rate
+ Market guidance
+ CSRD preparations
+ Cybersecurity
AC member | Nom-RemCo member | ScienceCom Member | Board meetings attended |
Jacob Jelsing | (Chair)  | 100% | |
Alexander Martensen-Larsen | |||
(Chair) | |||
100% | |||
Henriette Rosenquist | 100% | ||
Arndt Schottelius | |||
(Chair) | |||
100% | |||
Astrid Haug | 100% | ||
Monika Lessl | 100% |
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Gubra Annual Report 2024
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Nomination and Remuneration Committee
The company’s Remuneration and Nomination Commit-tee (RemCo) shall assist the Board of Directors with mat-ters related to the remuneration of the Board of Directors and Executive Management. This includes reviewing and updating the company’s remuneration policy, evaluating and making recommendations for the remuneration of the members of the Board of Directors and the Executive Management as well as the preparation of the remuner-ation report.
Furthermore, RemCo shall assist the Board of Directors with ensuring that appropriate plans and processes are in place for nomination of candidates to the Board of Directors, the Executive Management, and the board committees.
The RemCo consists of three members including Jacob Jelsing as chair and Alexander Martensen-Larsen and Henriette Dræbye Rosenquist as ordinary members.
The RemCo shall convene two times every year or as often as deemed necessary by the chair or when requested by a member of the RemCo. In 2024, three meetings were held, all with 100% attendance.
Significant topics covered in 2024 were framework for re-muneration packages for the management and compa-ny in general, board evaluation and board nominations of two new members, changes to the management team and updates of relevant policies including implementa-tion updates of the whistleblower portal.
Remuneration policy
Remuneration report
Audit Committee
The Audit Committee shall review accounting and audit matters that by decision of the Board of Directors or the Audit Committee require a more thorough evaluation and assess the internal controls and risk management systems of the company. Its duties also include supervi-sion of the company’s auditors and review of the audit process.
The Audit Committee consists of three members in-cluding Alexander Martensen-Larsen (Chair), Henriette Rosenquist and Astrid Haug.
The Audit Committee shall meet at least four times every year or as often as considered necessary by the Chair or when requested by a member of the Audit Committee, a member of the Executive Management or by the com-pany’s auditors. In 2024, four meetings were held, all with 100% attendance rate.
Significant topics covered in 2024 were financial report-ing, financial forecast, guidance to the stock market and risk review.
The Audit Committee also oversees investments in the 100%-owned subsidiary Gubra Green with members of the Audit Committee assigned as board members in Gubra Green.
Audit Committee policy
Science Committee
The company’s Science Committee shall assist the Board of Directors with the evaluation and advice on scientif- ic, regulatory and development activities. The Science Committee supports the Board of Directors in setting and monitoring goals and objectives for the company’s scientific activities, including research and development activities and prioritising activities. Further, the Science Committee reviews the company’s research and devel- opment activities on a regular basis.
The Science Committee consists of two members including Arndt Schottelius as chair and Jacob Jelsing as ordinary member. Monika Lessl joined as committee observer in late 2023 following the additional board member election at EGM on 1 November 2023. The Science Committee shall meet no less than two times a year or as often it is deemed necessary by the chair or when requested by a member of the Science Committee. In 2024, two standard meetings were held, all with 100% attendance.
Significant topics covered in 2024 were clinical prepa- rations and surveillance of the Gubra Amylin program for first human dose, general discussions of the Gubra discovery pipeline including partner strategies, as well as technology platform advancements and CRO related model developments.
Science Committee policy
54
Gubra Annual Report 2024
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Board of Directors
Jacob Jelsing
Chair
(Not independent)
Danish, born 1974Joined Board in 2008
Gubra shares: 4,501,997
Experience:
Jacob Jelsing is co-founder of Gubra and has been Chair of the Board of Directors of Gubra since May 2022. Jacob has previously held positions as COO and CSO at Gubra, until 2016 where he joined the Board of Directors as Vice-Chair. Before Gubra, Jacob Jelsing worked as a section manager at Rheoscience A/S from 2006 until 2008. He obtained his PhD at Bispebjerg University Hospital in 2006.
Current position
Chairman of the board of Planetary Impact Ventures, Chairman of Searine A/S, board member of New Loop and Søuld. CEO of Change Ventures and Earthbreak.
Education
M.Sc. in Biology and PhD in Neurostereology from the University of Copenhagen.
Competences
Leadership – Commercial business – R&D, technology, digitalization – People leadership and change management – ESG – Biotech – CRO/sales/marketing
Alexander Martensen-Larsen
Vice Chair
(Independent)
Danish, born 1975
Joined Board in 2022
Gubra shares: 4,545
Experience:
Alexander Thomas Martensen-Larsen has been the Deputy Chair of the Board of Directors of Gubra since May 2022. Alexander has vast experience from both listed and unlisted companies and has previously held several management and executive positions incl. Group CEO and Group CFO in IC Group (until 2019 listed on NASDAQ Copenhagen) and Director of M&A at TDC as well as a background in investment banking from Morgan Stanley.
Current position
Chairman of the board in Revolution Race (listed on NASDAQ Stockholm), Raaco, The Jewellery Room, Give Elementer and Laplandar. Alexander is also vice chair of the board of directors of Tiger of Sweden and By Malene Birger.
Education
MBA from IMD and a B.Sc. in international business from Copenhagen Business School.
Competences
Leadership – Finance – M&A – Commercial business –
People leadership and change management – Listed company
– CRO/sales/marketing
Henriette Dræbye Rosenquist
(Independent)
Danish, born 1969
Joined Board in 2022
Gubra shares: 2,272
Experience:
Henriette Dræbye Rosenquist has been a member of the Board of Directors of the Company since September 2022. Previously, Henriette has been Country President, Managing Director of Pfizer France and French Territories, Country Manager, Managing Director of Pfizer Denmark and Iceland, Sn. Commercial Director, Oncology of Pfizer (EU, Africa & Middle East), Head of Oncology Business Unit of Pfizer Denmark and Business Unit Manager at AbbVie, Denmark. In addition, Henriette has held non-executive positions as Board Member and Treasurer at LEEM (The French Pharma Trade Association), Vice-chairman and Treasurer at AGIPHARM (The Association of American Pharmaceutical Companies), Chairman and board member at LIF (The Danish Association of the Pharmaceutical Industry), Vice-chairman of the Ethical Committee for the Pharmaceutical Industry (Denmark) and Board member at Confederation of Danish Industry, Denmark and board member at Women in Life Science Denmark (WiLD).
Current position
Henriette Dræbye Rosenquist is an owner and CEO of the pharmacy group: Espergærde, Fredensborg and Humlebæk pharmacies.
Education
Master of Science Pharm., Copenhagen University, Denmark and Executive MBA, Henley Business School, University of Reading, London, United Kingdom.
Competences
Leadership – Finance – M&A – Commercial business – Clinical development – People leadership and change management
– ESG – Listed company – CRO/sales/marketing – Big pharma
Board of Directors and Executive Management
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Our Business
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Financial Statements
Board of Directors
Astrid Haug
(Independent)
Danish, born 1978
Joined Board in 2023 Gubra shares: 405
Experience:
Astrid Haug is an independent consultant in Astrid Haug ApS bureau, consulting private companies, organisations, start-ups and funds on digital strategy, social media, innovation, and green impact communication. She is the author of six books and recognised as an expert on radio and television debates and other media covering these topics.
Current position
Member of Faculty at CBS/Børsen Executive Board education and member of the Digital Council at the Danish Academy of Technical Sciences. Besides that, she acts as board member in UNICEF Denmark (Chair), Symbion A/S, Nørrebro Teater (vice-chair), Fælleshaven and Re-Zip Aps.
Education
Astrid holds a cand. mag. in Media Sciences.
Competences
Leadership – R&D, technology, digitalization – ESG –
CRO/sales/marketing
Monika Lessl
(Independent)
Swiss, born 1966
Joined Board in 2023
Gubra shares:2,635
Experience:
Monika Lessl has been a member of the Board of Directors of the company since November 2023. She is an internationally experienced pharma and life science Executive with more than 25 years of R&D and Innovation leadership. Previously, she was Senior Vice President at Bayer AG, overseeing Corporate R&D and the company‘s global societal engagement with a focus on Sustainability and Innovation. As head of Innovation Strategy she developed and led Bayer’s Innovation Agenda to strengthen Bayer’s Innovation capabilities and foster new business models and as Head of External Innovation Therapeutics she was respon-sible for creating the external innovation strategy and leading global partnering activities.
Current position
Member of the Board of Trustees of the Bayer Foundation and the Finkelstein Foundation. Besides these roles she is a Non-Executive Director of the Marienhaus GmbH, a German hospital group and chair of the Board of Trustees of the Max Planck Institute for Neurobiology of Behaviour. She acts as a jury member of the European Innovation council and the German Ministry of Science and Education.
Education
PhD in Biochemistry from the Max Planck Institute for Molecular Genetics in Berlin and a Diploma in General Management from the Ashridge Business School in London, UK. Beyond this she holds a digital diploma from IMD Lausanne and joined the Corporate Director‘s program at Harvard Business School.
Competences
Leadership – M&A – Commercial business – R&D, technology, digitalization – People leadership and change management – ESG – Listed company – Big pharma- Corporate Governance.
Arndt Justus Georg Schottelius
(Independent)
German, born 1966
Joined Board in 2022
Gubra shares: 802
Experience:
Arndt Justus Georg Schottelius has been a member of the Board of Directors of Gubra since September 2022. Arndt Schottelius is a highly experienced executive with more than 25 years experience from the pharma and biotech industry and has previously held several management and executive positions incl. Director and Medical Director Immunology Early Development at Genentech, Inc., Chief Development Officer of MorphoSys AG and EVP and head of research and development and member of the man-agement board of Kymab Ltd., now part of Sanofi as well as Chief Scientific Officer of Affimed N.V. (listed on NASDAQ CM). In his leadership positions, he has formed and led successful R&D organisations and established valuable portfolios of drug candidates.
Current position
Arndt Schottelius is serving as Chief Executive Officer of Maxion Therapeutics, Ltd. In Cambridge, UK.
Education
MD PhD from Albert Ludwigs University Freiburg, Germany, resi-dent physician at Charité University Hospital Berlin, Germany, a postdoctoral fellow at the University of North Carolina at Chapel Hill, USA and a Privatdozent/Lecturer (habilitation in experimen-tal internal medicine) at Ludwig-Maximillian University of Munich. Completed the Leadership and Strategy in Pharmaceuticals and Biotech program at Harvard Business School.
Competences
Leadership – R&D, technology, digitalization – Clinical development – People leadership and change management – Listed company – Biotech – CRO/sales/marketing
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Executive Management
Henrik BlouCEO
Danish, born 1979
Gubra shares: 464,408
With Gubra since 2015, CEO since 2016
Previous positions include:
McKinsey & Co., Aros Pharma (as CEO), Epi Therapeutics
Experience:
Henrik has vast experience in managing and developing life science companies. Henrik has also worked within the areas of business development and strategy.
Other positions:
Board member in Dansk Biotek.
Education:
MSc in Engineering with the general engineering field of chemical engineering and with a specific engineering field of Biotechnology from the Technical University of Denmark.
Kristian Borbos
CFO
Swedish, born 1978
Gubra shares: 3,818
With Gubra as CFO since 2022
Previous positions include:
Ascelia Pharma (CFO), Novozymes, Ørsted and Danske Bank.
Experience:
Over 20 years of experience in finance roles, including serving as CFO for Ascelia Pharma, a company listed on NASDAQ Stockholm, as well as holding various finance positions in large-cap companies.
Other positions:
-
Education:
MSc in Business Administration.
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Risk management
Risks are a natural and integral part of Gubra’s business. We manage and mitigate our risks with the aim to find the
optimal balance between risk and return.
To grow and sustain the value of Gubra and our services and business, we must anticipate and adapt to our surrounding environment and stakeholders.
Changes in our environment can have a negative impact – pose a risk – on our image, results and value. Managing risks regularly and systematically is key to creating and protecting value over time. We do this by identifying, assessing, and mitigating risks – to the extent possible and reasonable – to limit the likelihood of events occurring and limit the undesir-able impact on Gubra.
This section contains a description of the key risk areas for Gubra and how we attempt to mitigate these risks. Some risk areas affect the company as whole while others are more directly related to one of the business areas – CRO services or Discovery & Partnerships. This is depicted on the risk map below. The individual risks areas and we manage and mitigate these are described on the following pages.
Risk area | Company as a whole | CRO business | D&P business |
Innovation Ability to keep pace with changes in its industry, or failure to continue to provide attractive and innovative services and solutions | X | ||
Key personnel Ability to attract and retain management and other employees, including highly specialized scientific staff | X | ||
Investment in growth opportunities Success of investments in growth opportunities and difficulties in managing development and expansion efforts | X | ||
IT systems Dependence on information technology systems | X | ||
Demand for CRO services Customers’ ability and willingness to initiate contract research and development | X | ||
Deficient quality Mistakes in conducting pre-clinical contract research and/or contractual breaches | X | ||
Clinical development risk Failure to reach clinical trial endpoints, delays and regulatory issues | X | ||
Identifying new peptides and technologies Success in identifying new research peptides and technologies | X | ||
Success of partnerships Ability to engage into new partnerships and partners’ success in drug development and their development decision | X |
Probability
Impact
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Risk factors explained
Gubra as a whole
Innovation risk
Risk description
The preclinical CRO industry and the biotech industry are subject to rapid technological change, new product and service introductions, evolving industry standards, rules and regulations, changing customer needs and preferences, and the entrance of non-traditional com-petitors. Gubra also competes with companies located in low-cost countries. This in total necessitates that Gubra continues to innovate to differentiate and adapt to evolving market trends.
Potential impact
If Gubra fails to identify and keep pace with industry changes or fails to continue developing and introducing attractive and innovative services and solutions or if the competitors offer superior services, the use of the Gubra’s services and solutions and the margins could decline and become less desirable or even obsolete.
Mitigating actions
To remain competitive, Gubra needs to anticipate and respond to the industry changes, which requires continued investment in, and time spent on, innovation and R&D. Gubra is optimising its technological solutions within both the CRO Segment and the D&P Segment through its multi-channel offerings and its streaMLine Platform to best position Gubra to profit from market growth and newly developed services.
Key personnel risk
Risk description
Gubra’s ability to compete in its industry, which is highly competitive, depends upon its ability to attract and retain highly qualified managerial, scientific, medical and other personnel. Some of Gubra’s competitors, with whom we compete for qualified personnel, have greater financial and other resources, different risk profiles, and longer histories in the industry than Gubra does.
Potential impact
Loss of key personnel could impede, delay or prevent the innovation and attractiveness Gubra CRO services, successful development of its drug candidates and completion of planned discovery processes and nega-tively impact the ability to implement its business plan.
Mitigating actions
Gubra a knowledge-based house that sells services and products with a very high intellectual content. The key to success is our highly skilled employees.
We attract and retain our employees through various initiatives including long-term incentive programs to employees at all levels, allowing scientists to work on and publish cutting edge science, actively promoting employees to participate in the company’s green agenda projects and so forth.
Risk in investment in growth opportunities
Risk description
Gubra invests in growth opportunities, including the development and acquisition of technologies and service offerings, such as new disease models, technologies sup-porting and broadening the use of imaging and peptide platforms, within both existing and new disease areas. Going forward, Gubra will accelerate its efforts and in-vestments in M&A and also growing its presence in the US. There is a risk that Gubra is unable to find suitable acqui-sition targets or that Gubra fails to realise the expected benefits from strategic investments and acquisitions.
Potential impact
If Gubra fails to realise the expected benefits from investments or acquisitions, whether as a result of unidentified risks or liabilities, integration difficulties, regulatory setbacks, litigation with current or former employees or other events, Gubra could have difficulty recovering the costs that it has incurred and, to the extent that such investments have been capitalised, incur significant write-offs and/or losses. Additionally, following an acquisition, Gubra may not be able to successfully integrate the acquired business or operate the acquired business profitably.
Mitigating actions
Gubra has a strong track record in successfully devel-oping and investing in growth opportunities incl. new technologies and service offerings. This is achieved through our employees’ deep scientific and industry understanding. Within M&A Gubra has less extensive experience, but works systematically to identify, screen, evaluate and prepare acquisitions.
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Risk factors explained
Gubra as a whole
Risk and dependence on IT-systems
Risk description
Gubra depends heavily on the efficient and uninter-rupted operation of its IT systems, including its computer systems, software, data centres and servers. This to securely and reliably conducts its CRO services and for D&P to utilise the streaMLine platform for identification of peptide-based drug discovery for partnering.
Potential impact
Interruptions of Gubra’s IT systems or those of third parties, could result in failure to deliver an effective and secure service, or other performance issues that result in significant processing or reporting errors. This could lead to, for example, loss of revenue, loss of data, increased costs, loss of customers and/or contracts, contractual penalties as well as additional operating and development costs and reputational damage.
Mitigating actions
IT security is a focus area for Gubra in order both to pro-tect the data and systems from threats and to establish appropriate measures for restoring the IT environment if necessary. Gubra has implemented a number of meas-ures to improve its IT security incl. servers at different locations, firewalls, VPN access on computers etc. Additionally, Gubra uses multiple special configured laboratory and animal facility computers. At the com-pany’s IT department, several monitoring systems are used to manage the company’s IT infrastructure. This includes multiple security systems designed to warn and block hostile programmes and traffic.
CRO specific risks
Demand for CRO services
Risk description
The demand for Gubra's CRO services is influenced by customers' willingness and ability to initiate contract research, which can be impacted by economic factors and industry trends. In particular, changes in different therapeutic areas can alter the demand for Gubra’s CRO services in that disease area. In terms of overall macroeconomic sensitivity, the pharma industry is in general less susceptible to economic cycles, but funding environment for especially small biotech companies can at times be subdued and reduce or delay their ability to fund purchase of CRO services. There is also a risk that customers reduce outsourcing of their preclinical activities.
Potential impact
Gubra sells knowledge-based services performed by its employees and as such operates with a high operating leverage. Thus, a significant prolonged reduction in demand will have large impact on the earnings within the CRO business.
Mitigating actions
Gubra has expanded its CRO services to new disease areas and to different geographic regions and customer types. This has reduced its dependency on specific unfavourable trends within a particular segment or geographic area.
Quality in the performance of CRO services
Risk description
The performance of pre-clinical CRO services is highly complex, expensive, specialized and time-consuming. Gubra may risk not performing according to its high standard, which could negatively impact or obviate the usefulness of the research or cause the results to be reported improperly or Gubra could be subject to customer claims.
Potential impact
Failure to deliver high-quality CRO services may require that Gubra has to repeat the studies under the terms of the company’s contract at no further cost for the customer and results in claims from customers as well as reputational losses. Repeating such studies could entail substantial financial cost for Gubra and have a significant impact on Gubra’s reputation.
Mitigating actions
Gubra considers the risks outlined above as a natural part of conducting pre-clinical contract research. Thus, mistakes may have to be remedied by repeating studies at no cost to the customer. Gubra has establish quality assurance, QA, system to ensure high standard in its deliveries.
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Risk factors explained
D&P specific risks
Clinical development risk
Risk description
There is always a risk that the critical medical hypoth-esis, efficacy or safety, cannot be supported by data from the development activities. This may force Gubra to re-start research to identify new opportunities or in worst case close the development program for an asset. The development may also face delays due to e.g. change in trial design, difficulties in recruiting patients, regulatory issues etc. The risks cover many aspects, some of which are encountered regularly on a smaller scale and as part of the ordinary course of business.
Potential impact
The consequences individually, or in aggregate, can materially affect the expected pipeline asset values that are to be realised from new partnerships or the ability to obtain milestones and royalties from already outlicensed assets in clinical development.
Mitigating actions
Gubra generally considers the risk of not obtaining the desired safety and efficacy results or facing delays as an inherent and natural part of development of new therapeutic targets. Gubra’s clinical team works to systematically prepare, foresee and mitigate clinical development risks. The team has extensive experience with clinical trials and also utililse external expert clinicians and product development experts within the industry to design, set up, and conduct the clinical programs.
Success of partnerships
Risk description
In the D&P segment, all revenue is generated from partnership payments (upfront, research payments, milestones and royalties). Thus, Gubra is dependent on its ability to establish new partnerships for its pipeline assets. Gubra is also dependent on the inherent devel-opment risk that the pipeline assets do not obtain the desired safety and efficacy results or that development can be significantly delayed. Further, Gubra is depend-ent on the partners’ success in drug development and their decisions to bring the drug forward through the development phases.
Potential impact
Inability to establish new partnerships would have a substantial impact on Gubra’s revenue and earnings as Gubra is dependent on partnerships to commercialize its pipeline assets to the market. It can also delay and disrupt the progression of certain pipeline assets. Part-ners’ success in drug development and their decisions will have a substantial impact on the value and revenue realized from the partnered assets.
Mitigating actions
Gubra considers the risks outlined above as a natural part of its D&P business. Gubra mitigates these risks through a close collaboration with its partners on the partnered programs and are constantly working on a number of new partnerships to be able to establish future collaborations.
Success in identifying new peptidesand technologies
Risk description
Gubra’s strategy and long-term value creation entails searching for and identifying additional peptides with a view to targeting the same or additional indications of new research peptides or technology. The company seeks to achieve these goals through the use of its streaMLine Platform and through early collaboration agreements. While Gubra believes that this strategy allows the company to move more rapidly through pre-clinical development and at a potentially lower cost, this may not be possible to realize. Also, drug discovery programs may initially show promising results in identify-ing potential pipeline assets, however, the drug discov-ery programmes may fail to yield more advanced drug candidates for clinical development for many reasons.
Potential impact
The materialization of the above risks on a smaller scale is not deemed to have a serious impact on the natu-ral part of drug discovery. However, on a larger and more continuous scale than regularly encountered, this could significantly impact the ability to engage in new partnerships.
Mitigating actions
The risk of not successfully identifying research pep-tides and technologies is an inherent and natural part of search for new therapeutic targets. Gubra works systematically, involving AI, with drug discovery involving continuous risk assessment.
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Financial Statements
Shareholder information
Share capital
As of 31 December 2024, Gubra’s share capital amounted to DKK 16,349,703,
divided into 16,349,703 shares of nominally DKK 1 each. All shares carry the same class, voting rights, and dividend rights.
At year-end, Gubra held 42,841 treasury shares (0.3% of total share capital), which are reserved for incentive schemes.
Share price development
2024 was a strong year for the Gubra share underpinned by solid performance across the company. Significant progress has been made in Gubra’s R&D portfolio incl. positive Phase 1a clinical results for Gubra’s amylin asset (GUBamy) and high growth in the CRO service business. At year-end 2024, the share price was DKK 624, marking a 399% increase from DKK 125 at beginning of 2024. Over the year, the share price reached a high of DKK 754 on 8 July and a low of DKK 114 on 23 January. By the end of 2024, Gubra’s market value stood at DKK 10.2 billion, excluding treasury shares.
Stock exchange trading
The Gubra share is listed on Nasdaq Copenhagen (main market). The average daily liquidity (turnover) in 2024 was DKK 43 million, a significant increase compared to 2023 where the figure was DKK 0.7 million.
Composition of shareholders
The two founders in Gubra own together 58% of the shares. Board members and Management members, apart from the founders, own an additional 3% of the shares. Thus, founders, board members and Management own 61% of the shares in Gubra. Other shareholders apart from founders holding more than 5% include Capital Group.
The total number of shareholders has expanded significantly, increasing from around 2,500 at the end of 2023 to over 16,500 by the close of 2024. International investors own around 20% of the share capital.
CFO Kristian Borbos receives Gubra's award for best Annual Report for small/mid companies from the industry organisation Dansk Industri
CBO Trine Nygaard-Hamann receives Gubra's award for NASDAQ's Star of Innovation in the annual European Small and Mid-Cap Awards 2024
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Investor Relation Policy
At Gubra, we are committed to maintaining transparent and timely communica-tion with investors and stakeholders. Our goal is to provide relevant and accu-rate information to ensure a fair valuation of our shares and foster trust in our strategic direction, financial performance, and growth opportunities.
We publish an annual report, a half-year report, and trading statements for Q1 and Q3 to keep stakeholders informed of Gubra’s progress and performance. Through company announcements, individual meetings, investor conferences, presentations, and our annual general meeting, we maintain an open dialogue with current and potential investors, analysts, and other stakeholders. Key announcements and updates are always available on our investor website.
Annual General Meeting
The annual general meeting is scheduled to be held on 3 April 2025. Additional information will become available at our investor website (AGM/EGM)no later than 3 weeks before the annual general meeting.
Analyst coverage
Gubra is followed by the financial institutions and analysts listed below:
Firm Analyst
ABG Sundal Collier Morten Larsen
Kempen Suzanne van Voorthuizen
SEB Martin Parkhøi
Financial calendar
28 Feb 2025Annual Report 2024
3 Apr 2025Annual General Meeting
Interim reports and trading statements:
9 May 2025Trading statement Q1-2025
21 Aug 2025First half-year report 2025
7 Nov 2025Trading statement Q3-202527 Feb 2026Annual Report 2025
Share information
ISIN
DK0062266474
Share classes
One class
Nominal value
DKK 1 per share
Exchange
NASDAQ Copenhagen
List
Mid cap Copenhagen
Ticker
GUBRA
Number of shares
16,349,703 shares
Number of treasury shares
42,841
Share Price vs Danish Midcap and nasdaq biotech
Financial Statements
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Gubra Annual Report 2024
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Gubra Annual Report 2024
28 February 2025
Gubra A/S
Statement of the Board of Directors and the Executive Management on the Financial Statements of Gubra A/S as at and for the financial year ended 31 December 2024
The Board of Directors and Executive Management have today considered and adopted the Annual Report of Gubra A/S for the financial year 1 January to 31 December 2024.
The Consolidated Financial Statements have been preparedin accordance with IFRS account-ing standards as adopted by the EU and further requirements in the Danish Financial Statements Act. The Parent Company has been prepared in accordance with the Danish Financial State-ments Act.
In our opinion, the Consolidated Financial Statements and the Parent Company Financial Statements give a true and fair view of the financial position at 31 December 2024 of the Group and the Parent Company and of the results of the Group and Parent Company operations and cash flows for 2024.
In our opinion, the Annual Report of Gubra A/S for the financial year 1 January to 31 December 2024 with the file name 254900T17RRFZONO6W53-2024-12-31-en.zip is prepared, in all material respects, in compliance with the ESEF Regulation.
In our opinion, Management’s Review includes a true and fair account of the development in the operations and financial circumstances of the Group and the Parent Company, of the results for the year and of the financial position of the Group and the Parent Company as well as a description of the most significant risks and elements of uncertainty facing the Group and the Parent Company.
We recommend that the Annual Report be adopted at the Annual General Meeting.
Board of Directors
Executive Management
Statement of the Board of Directors and Executive Management
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Independent Auditor’s Report
Report on the audit of the Financial Statements
Our opinion
In our opinion, the Consolidated Financial Statements give a true and fair view of the Group’s financial position at 31 December 2024 and of the results of the Group’s operations and cash flows for the financial year 1 January to 31 December 2024 in accordance with IFRS Account-ing Standards as adopted by the EU and further requirements in the Danish Financial Statements Act.
Moreover, in our opinion, the Parent Company Financial Statements give a true and fair view of the Parent Company’s financial position at 31 December 2024 and of the results of the Parent Company’s operations for the financial year 1 January to 31 December 2024 in accordance with the Danish Financial Statements Act.
Our opinion is consistent with our Auditor’s Long-form Report to the Audit Committee and the Board of Directors.
What we have audited
The Consolidated Financial Statements of Gubra A/S for the financial year 1 January to 31 December 2024 comprise the consolidated statement of comprehensive income, the consolidated balance sheet, the consolidated statement of changes in equity, the consoli-dated cash flow statement and the notes, including material accounting policy information.
The Parent Company Financial Statements of Gubra A/S for the financial year 1 January to 31 December 2024 comprise the income statement, the balance sheet, the statement of changes in equity and the notes, including material accounting policy information.
Collectively referred to as the “Financial Statements”.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (ISAs) and the additional requirements applicable in Denmark. Our responsibilities under those stand-ards and requirements are further described in the Auditor’s responsibilities for the audit of the Financial Statementssection of our report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Independence
We are independent of the Group in accordance with the International Ethics Standards Board for Accountants’ International Code of Ethics for Professional Accountants (IESBA Code) and the additional ethical requirements applicable in Denmark. We have also fulfilled our other ethical responsibilities in accordance with these requirements and the IESBA Code.
To the best of our knowledge and belief, prohibited non-audit services referred to in Article 5(1) of Regulation (EU) No 537/2014 were not provided.
Appointment
We were first appointed auditors of Gubra A/S on 14 March 2023 for the financial year 2023. We have been reappointed annually by shareholder resolution for a total period of uninter-rupted engagement of 2 years including the financial year 2024. We were reappointed following a tendering procedure at the Annual General Meeting on 4 April 2024.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the Financial Statements for 2024. These matters were addressed in the context of our audit of the Financial Statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
Key audit matter
Revenue recognition and work in progress from study-by-study contracts
Revenue from study-by-study contracts is recognised over time based on an input method of cost incurred relative to the total expected cost of the study (i.e. cost to cost). The accuracy of work in progress of contracts and the timing of recognition in the income statement is dependent on complex estimation methodologies of, amongst others, the percentage of completion based on cost.
We focused on work in progress related to study-by-study contracts as the accounting treatment is subject to significant judgements and estimates made by Management espe-cially in assessing the expected costs and hours to complete the contracts.
Refer to Note 4 in the consolidated financial statements.
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How our audit addressed the key audit matter
We performed risk assessment procedures with the purpose of achieving an understanding of business procedures and relevant controls regarding revenue recognition and work in progress. In respect of key controls, we assessed whether they were designed and implemented effec-tively to address the risk of material misstatements.
We considered the appropriateness of the Group’s accounting policies for revenue recognition and work in progress and assessed compliance with IFRS 15.
We tested on a sample basis work in progress for individual contracts including reconciliations to underlying registrations made and supporting documentation. We assessed the accuracy of the percentage of completion assessment, including challenging the assumptions used for the estimated costs and hours to complete the projects. We also performed a retrospective review to evaluate the historical accuracy of the assessment of percentage of completion.
We assessed the completeness and accuracy of the disclosure of revenue recognition and work in progress against the requirements in IFRS 15.
Statement on Management’s Review
Management is responsible for Management’s Review.
Our opinion on the Financial Statements does not cover Management’s Review, and we do not express any form of assurance conclusion thereon.
In connection with our audit of the Financial Statements, our responsibility is to read Manage-ment’s Review and, in doing so, consider whether Management’s Review is materially inconsist-ent with the Financial Statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated.
Moreover, we considered whether Management’s Review includes the disclosures required by the Danish Financial Statements Act.
Based on the work we have performed, in our view, Management’s Review is in accordance with the Consolidated Financial Statements and the Parent Company Financial Statements and has been prepared in accordance with the requirements of the Danish Financial Statements Act. We did not identify any material misstatement in Management’s Review.
Management’s responsibilities for the Financial Statements
Management is responsible for the preparation of consolidated financial statements that give a true and fair view in accordance with IFRS Accounting Standards as adopted by the EU and further requirements in the Danish Financial Statements Act and for the preparation of parent company financial statements that give a true and fair view in accordance with the Danish
Financial Statements Act, and for such internal control as Management determines is neces-sary to enable the preparation of financial statements that are free from material misstate-ment, whether due to fraud or error.
In preparing the Financial Statements, Management is responsible for assessing the Group’s and the Parent Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless Management either intends to liquidate the Group or the Parent Company or to cease opera-tions, or has no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the Financial Statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs and the additional requirements applicable in Denmark will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Financial Statements.
As part of an audit in accordance with ISAs and the additional requirements applicable in Denmark, we exercise professional judgement and maintain professional scepticism through-out the audit. We also:
Identify and assess the risks of material misstatement of the Financial Statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s and the Parent Company’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by Management.
Conclude on the appropriateness of Management’s use of the going concern basis of accounting and based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s and the Parent Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the Financial Statements or, if such disclosures are inadequate, to
Independent Auditor’s Report, cont.
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Gubra Annual Report 2024
modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group or the Parent Company to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the Financial Statements, including the disclosures, and whether the Financial Statements represent the underlying transactions and events in a manner that gives a true and fair view.
Plan and perform the group audit to obtain sufficient appropriate audit evidence regard-ing the financial information of the entities or business units within the group as a basis for forming an opinion on the Consolidated Financial Statements and the Parent Company Financial Statements. We are responsible for the direction, supervision and review of the audit work performed for purpose of the group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence and, where applicable, actions taken to eliminate threats or safeguards applied.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the Financial Statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter.
Report on compliance with the ESEF Regulation
As part of our audit of the Financial Statements we performed procedures to express an opinion on whether the annual report of Gubra A/S for the financial year 1 January to 31 December 2024 with the filename 254900T17RRFZONO6W53-2024-12-31-en.zip is prepared, in all material respects, in compliance with the Commission Delegated Regulation (EU) 2019/815 on the European Single Electronic Format (ESEF Regulation) which includes requirements related to the preparation of the annual report in XHTML format and iXBRL tagging of the Consolidated Financial Statements including notes.
Management is responsible for preparing an annual report that complies with the ESEF Regulation. This responsibility includes:
The preparing of the annual report in XHTML format;
The selection and application of appropriate iXBRL tags, including extensions to the ESEF taxonomy and the anchoring thereof to elements in the taxonomy, for all financial information required to be tagged using judgement where necessary;
Ensuring consistency between iXBRL tagged data and the Consolidated Financial Statements presented in human-readable format; and
For such internal control as Management determines necessary to enable the preparation of an annual report that is compliant with the ESEF Regulation.
Our responsibility is to obtain reasonable assurance on whether the annual report is prepared, in all material respects, in compliance with the ESEF Regulation based on the evidence we have obtained, and to issue a report that includes our opinion. The nature, timing and extent of procedures selected depend on the auditor’s judgement, including the assessment of the risks of material departures from the requirements set out in the ESEF Regulation, whether due to fraud or error. The procedures include:
Testing whether the annual report is prepared in XHTML format;
Obtaining an understanding of the company’s iXBRL tagging process and of internal control over the tagging process;
Evaluating the completeness of the iXBRL tagging of the Consolidated Financial Statements including notes;
Evaluating the appropriateness of the company’s use of iXBRL elements selected from the ESEF taxonomy and the creation of extension elements where no suitable element in the ESEF taxonomy has been identified;
Evaluating the use of anchoring of extension elements to elements in the ESEF taxonomy; and
Reconciling the iXBRL tagged data with the audited Consolidated Financial Statements.
In our opinion, the annual report of Gubra A/S for the financial year 1 January to 31 December 2024 with the file name 254900T17RRFZONO6W53-2024-12-31-en.zip is prepared, in all material respects, in compliance with the ESEF Regulation.
PricewaterhouseCoopers
Statsautoriseret Revisionspartnerselskab
CVR
No
Independent Auditor’s Report, cont.
, 28 February 2025
68
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|
DKK'000 |
Notes |
2024 |
2023 |
|
Revenue |
3, 4 |
|
|
|
Cost of sales |
5, 6, 8 |
( |
( |
|
Gross profit |
|
|
|
|
Selling, general and administrative costs |
5, 6, 8 |
( |
( |
|
Research and development costs |
5, 6, 8 |
( |
( |
|
Other operating income |
( |
|
|
|
EBIT |
( |
( |
|
|
Financial income |
9 |
|
|
|
Financial expenses |
9 |
( |
( |
|
Profit (loss) before tax |
( |
( |
|
|
Tax |
10, 11 |
|
( |
|
Net profit (loss) for the year |
( |
( |
|
|
Other comprehensive income |
|
|
|
|
Total comprehensive income for the period |
( |
( |
|
|
Basic earnings per share (DKK) |
23 |
( |
( |
|
Total diluted earnings per share |
23 |
( |
( |
Consolidated Financial Statements
Consolidated Financial Statements and Notes
Consolidated Statement of Comprehensive Income
69
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Gubra Annual Report 2024
Consolidated Balance Sheet
|
DKK’000 |
Notes |
31 December 2024 |
31 December 2023 |
|
ASSETS |
|||
|
Non-current assets |
|||
|
Intangible assets |
12 |
|
|
|
Land and buildings |
13 |
|
|
|
Equipment |
13 |
|
|
|
Right-of-use assets |
13, 14 |
|
|
|
Deferred tax assets |
11 |
|
|
|
Deposits |
|
|
|
|
Total non-current assets |
|
|
|
|
Current assets |
|||
|
Trade receivables |
15, 17 |
|
|
|
Contract work in progress |
4 |
|
|
|
Income tax receivables |
|
|
|
|
Prepayments |
|
|
|
|
Other receivables |
|
|
|
|
Other financial assets |
15 |
|
|
|
Cash and cash equivalents |
|
|
|
|
Total current assets |
|
|
|
|
Total assets |
|
|
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Consolidated Balance Sheet - continued
|
DKK’000 |
Notes |
31 December 2024 |
31 December 2023 |
|
Equity and liabilities |
|||
|
Equity |
|||
|
Share capital |
19 |
|
|
|
Retained earnings |
|
|
|
|
Total equity |
|
|
|
|
Non-current liabilities |
|||
|
Lease liabilities |
14 |
|
|
|
Other payables |
|
|
|
|
Total non-current liabilities |
|
|
|
|
Current liabilities |
|||
|
Lease liabilities |
14 |
|
|
|
Deferred income |
|
|
|
|
Trade payables |
|
|
|
|
Contract liabilities |
4 |
|
|
|
Tax payables |
|
|
|
|
Other liabilities |
15 |
|
|
|
Total current liabilities |
|
|
|
|
Total liabilities |
|
|
|
|
Total equity and liabilities |
|
|
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|
DKK’000 |
Notes |
2024 |
2023 |
|
Cash flow from operating activities |
|||
|
Net profit (loss) for the year |
( |
( |
|
|
Adjustments for non-cash items |
18 |
|
|
|
Changes in net working capital |
18 |
|
( |
|
Interest received |
|
|
|
|
Interest paid |
( |
( |
|
|
Income taxes paid/received |
|
( |
|
|
Net cash inflow (outflow) from operating activities |
|
( |
|
|
Cash flow from investing activities |
|||
|
Purchase of property, plant & equipment |
13 |
( |
( |
|
Payments for development costs |
12 |
( |
( |
|
Proceeds from sale of property related to sale and lease back transaction |
|
|
|
|
Investment in business combinations |
|
( |
|
|
Investments in bonds, acquired |
15 |
( |
( |
|
investments in bonds, sold |
15 |
|
|
|
Deposits |
( |
( |
|
|
Net cash inflow (outflow) from investing activities |
|
( |
|
|
Cash flow from financing activities |
|||
|
Principal elements of lease payments |
( |
( |
|
|
Dividends paid to company's shareholders |
|
( |
|
|
Capital Increase, IPO |
|
|
|
|
Transaction costs for equity issuance |
|
( |
|
|
Acquisition of treasury shares |
( |
( |
|
|
Net cash inflow (outflow) from financing activities |
( |
|
|
|
Net increase (decrease) in cash and cash equivalents |
|
( |
|
|
Cash and cash equivalents at the beginning of the financial year |
|
|
|
|
Exhange rate gain (loss) on cash and cash equivalents |
( |
( |
|
|
Cash and cash equivalents at end of year |
|
|
Consolidated Cash Flow Statement
72
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Gubra Annual Report 2024
Consolidated Statements of Changes in Equity
|
DKK’000 |
Share capital |
Retained earnings |
Total |
|
Equity at 1 January 2023 |
|
|
|
|
Net profit/loss for the period |
|
( |
( |
|
Other comprehensive income |
|
|
|
|
Total comprehensive income |
|
( |
( |
|
Transactions with owners: |
|||
|
Capital conversion, from retained earnings |
|
( |
|
|
Capital increase |
|
|
|
|
Transaction costs for equity issuance |
( |
( |
|
|
Dividends paid |
|
( |
( |
|
Acquisition of treasury shares |
|
( |
( |
|
Share-based remuneration |
|
|
|
|
Equity at 31 December 2023 |
|
|
|
|
Equity at 1 January 2024 |
|
|
|
|
Net profit/loss for the period |
|
( |
( |
|
Total comprehensive income |
|
( |
( |
|
Transactions with owners: |
|||
|
Acquisition of treasury shares |
|
( |
( |
|
Delivery of treasury shares |
|
|
|
|
Share-based payments |
|
|
|
|
Equity at 31 December 2024 |
|
|
|
73
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Gubra Annual Report 2024
Notes summary
Note
1. General accounting policies
2. Critical estimates and judgements
3. Segment information
4. Revenue from contracts with customers
5. Breakdown of costs by nature
6. Staff costs
7. Share-based remuneration
8. Depreciation and amortisation
9. Financial income and expenses
10. Income tax expense
11. Deferred tax
12. Intangible assets
13. Property, plant and equipment
14. Leases
15. Financial assets and financial liabilities
16. Financial risk management
17. Commitments and contingent liabilities
18. Cash flow information
19. Share capital
20. Capital management
21. Related party transactions
22. Fee to auditors appointed at the general meeting
23. Earnings per share
24. Interests in other entities
25. Subsequent events
74
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Introduction
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Financial Statements
Gubra Annual Report 2024
Notes to the Consolidated Financial Statements
Note 1 General accounting policies
Basis for preparation
The consolidated financial statements of the Group have been prepared in accordance with IFRS Accounting Standards as adopted by EU as well as further requirements for listed companies in the Danish Financial Statements Act.
The consolidated financial statements have been prepared on a historical cost basis.
The consolidated financial statements are presented in Danish Kroner (DKK) and all values are rounded to the nearest thousand (DKK ’000) except when otherwise indicated.
New standards and interpretations not yet adopted
The new standard, IFRS 18 Presentation and Disclosure in Financial Statements, has been issued by IASB but is not yet effective and has not been incorporated.
All amendments to the IFRS Accounting Standards effective for the financial year 2024 have been implemented as basis for preparing the consolidated financial statements and notes to the financial statements.
None of the implementations have had any material impact on the statements or notes presented.
Principles of consolidation
Subsidiaries
Subsidiaries are all entities over which the Group has control. The Group controls an entity where the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power to direct the activities of the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are deconsolidated from the date that control ceases.
The acquisition method of accounting is used to account for business combinations by the Group.
Inter-company transactions, balances and unrealised gains on transactions between Group companies are eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the transferred asset. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Group.
Foreign currency translation
Functional and presentation currency
Items included in the financial statements of each of the group’s entities are measured using the currency of the primary economic environment in which the entity operates (‘the functional currency’).
The consolidated financial statements are presented in Danish Kroner (DKK), which is Gubra A/S’ functional and presentation currency.
Transactions and balances
Foreign currency transactions are translated into the func-tional currency using the exchange rates at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions, and from the translation of monetary assets and liabilities denominated in foreign currencies at year end exchange rates, are generally recognised in profit or loss.
Calculation of key figures and financial ratios
Gross margin is calculated as gross profit in percentage of revenue, and EBIT margin is calculated as EBIT in percentage of revenue. Adjusted EBIT margin is prepared similar to EBIT margin but with special items excluded from the calculation of EBIT. In addition, the CRO adjusted EBIT margin is prepared using EBIT for the CRO segment excluding special items and taking this as percentage of the CRO revenue.
Average number of employees is calculated using the ATP method based on total payments for ATP during the year compared to ATP contribution per full-time employe.
Other accounting areas
Other operating income
Other operating income comprise items of a secondary nature to the main activities of the Group, including government grants, gains and losses on the sale of intangible assets and property, plant and equipment (including sale-and-leaseback transactions).
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Gubra Annual Report 2024
Note 1, cont.
Government grants
Grants from the government are recognised at their fair value where there is a reasonable assurance that the grant will be received, and the Group will comply with all attached condi-tions. When the grant relates to an expense item, it is recog-nised as income on a systematic basis over the periods that the related costs, for which it is intended to compensate, are expensed. When the grant relates to an asset, it is recognised as income in equal amounts over the expected useful life of the related asset.
Other receivables
Other receivables consist of government grants that will be received for which the Group will comply with any conditions attached to the grant.
Deferred income
Deferred income relates to received government grants.
Other financial assets
Other financial assets relate to a receivable recorded in the balance sheet as a result of an unpaid amount related to a sale-and-leaseback transaction (refer to Note 14).
Impairment of assets
Development projects in progress are not subject to amorti-sation and are tested annually for impairment, or more frequently if events or changes in circumstances indicate that they might be impaired. Other non-current assets are tested for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs of disposal and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash inflows which are largely independent of the cash inflows from other assets or groups of assets (cash-generating units). Non-financial assets other than goodwill that suffered an impairment are
reviewed for possible reversal of the impairment at the end of each reporting period.
Prepayments
Prepayments comprise prepaid expenses concerning the next financial year.
Pensions
For defined contribution plans, the Group pays contributions to publicly or privately administered pension insurance plans on a mandatory, contractual or voluntary basis. The Group has no further payment obligations once the contributions have been paid. The contributions are recognised as employee benefit expense when they are due. Prepaid contributions are recognised as an asset to the extent that a cash refund or a reduction in the future payments is available.
Transaction costs related to equity issuance
Qualifying transaction costs incurred in connection with issuance of equity instruments are deducted from equity. Transaction costs incurred in anticipation of an issuance of equity instruments are recognised in the balance sheet. If the equity instruments are not subsequently issued, the trans-action costs will be recognised as an expense. Where the
qualifying transaction costs relate to listing of existing and new shares, the part of the total transaction costs deducted from equity are based on management's estimate of the transaction costs' relevance for new shares compared to existing shares.
Financial ratios
The financial ratios have been calculated in accordance with the recommendations of the Association of Danish Financial Analysts.
Note 2 Critical estimates and judgements
The preparation of financial statements requires the use of accounting estimates which, by definition, will seldom equal the actual results. Management also needs to exercise judgement in applying the Group’s accounting policies.
Some areas involve a higher degree of judgement or complex-ity, and within those areas, some items are more likely to be materially adjusted due to estimates and assumptions turning out to be wrong. The areas involving a higher degree of judgement or complexity include recognition of revenue from contracts with customers, recognition of share-based remuneration and capitalisation of development projects as intangible assets. In addition, the measurement of the value of customer contracts, contract assets and contract liabilities contain a high degree of judgement and complexity.
Detailed information about each of these estimates and judgements is included in the respective notes together with information about the basis of calculation for each affected line item in the financial statements.
See the following notes:
Note 4 - Revenue from contracts with customers
Note 7 - Share-based remuneration
Note 12 - Intangible assets
76
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Financial Statements
Gubra Annual Report 2024
Note 3 Segment information
The Group’s strategic steering committee, consisting of the chief executive officer and the chief financial officer, examines the Group’s performance both from a product and geographic perspective and has identified three reportable segments of its business.
The steering committee is the Chief Operating Decision Maker (the "CODM") and monitors the operating results of its business units separately for the purpose of making decisions about resource allocation and performance assessment. The steering committee primarily uses a measure of earnings before interest and tax (EBIT) before special items to assess the performance of the operating segments. There are no transactions between the segments. Business areas are reported in a manner consistent with the internal reporting provided to the chief operating decision maker.
Special items are disclosed separately in the segment information where it is necessary to do so to provide further understanding of the financial performance of the Group. They are material items of income or expense that have been shown separately due to the significance of their nature or amount. For 2024, special items include build-up costs related to tech projects as well as layoff costs.
The Group is domiciled in Denmark. The amount of its revenue from external customers, broken down by geographical region of the customers is disclosed in note 3.
In 2024, revenue from a single external customer amounted to DKK 42.7 million equivalent to 16% of the Group’s total revenue (2023: 11% from a single external customer). Part of this revenue is reported in the CRO segment and part of it in the D&P segment.
All non-current assets are placed in Denmark.
Pre-clinical contract research (CRO)
The CRO Segment comprises pre-clinical contract research and development services within metabolic and fibrotic diseases to customers in the pharmaceutical and biotechnol-ogy industry (business areas).
CRO revenue consists of Study-by-study (SBS) contracts and Flexible Research Hours (FRH). In 2024 FRH-contracts contrib-uted a total DKK 25.7 million to CRO-revenue (2023: DKK 40.5 million).
Discovery & Partnerships (D&P)
The Discovery & Partnerships Segment comprises a portfolio strategy with an aim to generate revenue through early partnering of the Company's potential drug candidates in the form of upfront payments, research payments, milestone payments and royalties (business area).
Gubra Green
The Gubra Green Segment comprises investments targeting assets promoting the green transition made through Gubra Green ApS.
DKK’000 | CRO | D&P | Gubra Green | Total |
2024 | ||||
Revenue (external) | 220,218 | 45,523 | - | 265,741 |
Cost of sales | (85,526) | (15,715) | - | (101,241) |
Gross profit | 134,692 | 29,808 | - | 164,500 |
Gross margin | 61% | 65% | - | 62% |
Selling, general and administrative costs | (52,531) | (48,511) | (475) | (101,517) |
Research and development costs | (19,845) | (93,146) | - | (112,991) |
Other operating income | (119) | (90) | 206 | (3) |
EBIT excl. special items | 66,538 | (108,643) | (269) | (42,374) |
EBIT margin excl. special items | 30% | (239%) | - | (16%) |
Special items | (4,341) | (3,296) | - | (7,637) |
EBIT incl. Gubra Green and special items | 62,197 | (111,939) | (269) | (50,011) |
DKK’000 | CRO | D&P | Gubra Green | Total |
2023 | ||||
Revenue (external) | 168,557 | 36,448 | - | 205,005 |
Total segment revenue | 168,557 | 36,448 | - | 205,005 |
Depreciation and amortisation | (4,953) | (4,953) | (44) | (9,951) |
EBIT excl. Gubra Green and special items | 46,133 | (80,227) | - | (34,094) |
EBIT margin excl. Gubra Green and special items | 27% | (215%) | - | (17%) |
Gubra Green and special items | (7,592) | (5,798) | (139) | (13,529) |
EBIT incl. Gubra Green and special items | 38,541 | (86,025) | (183) | (47,667) |
77
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Financial Statements
Gubra Annual Report 2024
Note 4 Revenue from contracts with customers
The following tables disaggregates the Group's revenue into geographical regions. The revenue is further disaggregated into the following research service categories: pre-clinical contract research (CRO Segment) services and drug discov-ery programs (Discovery & Partnership Segment).
In the year ending 31 December 2024 Denmark, being the domicile country, contributed to the total revenue with DKK 43 million (2023: DKK 33 million).
Germany as well as US are the largest single countries contributing to more than 20% each of the total revenue with
DKK 49 million (2023: DKK 44 million) and DKK 101 million (2023: DKK 86 million) respectively.
DKK’000 | Europe | North America | Other | Total |
2024 |
|
|
|
|
Discovery & Partnership Segment | 45,523 | - | - | 45,523 |
CRO Segment | 112,108 | 101,204 | 6,906 | 220,218 |
Total segment revenue | 157,631 | 101,204 | 6,906 | 265,741 |
| ||||
|
|
|
| |
DKK’000 | Europe | North America | Other | Total |
2023 |
|
|
|
|
Discovery & Partnership Segment | 36,448 | - | - | 36,448 |
CRO Segment | 71,828 | 88,782 | 7,947 | 168,557 |
Total segment revenue | 108,276 | 88,782 | 7,947 | 205,005 |
Assets and liabilities related to contracts with customers
The Group has recognised the following assets and liabilities related to contracts with customers:
DKK’000 | 2024 | 2023 |
Assets | ||
Contract work in progress | 11,175 | 4,108 |
Liabilities | ||
Contract Liabilities | 28,198 | 40,573 |
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Gubra Annual Report 2024
Note 4, cont.
Significant changes in assets and liabilities related to contracts with customers
Contract work in progress has increased as the Group has provided more services ahead of the agreed payment schedules.
Contract liabilities have increased as revenue related to upfront payments from partnership contracts have not been recognized in the income statement yet.
Revenue recognised in relation to contract liabilities
The following table shows how much of the revenue recognised in the current reporting period relates to carried-forward contract liabilities:
DKK’000 | 2024 | 2023 |
Revenue recognised that was included in contract liabilitiesat the beginning of the period | 40,573 | 31,851 |
Unsatisfied contracts
The following table shows unsatisfied performance obligations resulting from long-term contracts in the Discovery & Partnership Segment:
DKK’000 | 2024 | 2023 |
Aggregate amount of the transaction price allocated to long-term Discovery & Partnerships contracts that are partially or fully unsatisfied as at 31 December | 10,846 | 22,883 |
The amount disclosed for unsatisfied contracts does not include variable consideration which is constrained (e.g. milestone payments).
Management expects that the transaction price allocated to unsatisfied performance obligations as of 31 December 2024 will be recognised as revenue in 2025.
The Group provides research services to the biotech and pharma industry with proprietary research and collaboration programmes.
Revenue is recognised when customers obtain control of promised goods or services, in an amount that reflects the consideration that the Group expects to receive in exchange for those goods or services.
For the purposes of recognising revenue, the Group distin-guishes between study-by-study arrangements, flexible
research hours arrangements (jointly, CRO Segment) and partner programmes (Discovery & Partnership Segment).
Study-by-study
Study-by-study contracts are for preclinical studies in a wide variety of rodent models, which can be adapted according to the specific scientific question in focus.
Study-by-study contracts comprise a single performance obligation (i.e. research services). The transaction price is fixed and does not include any forms of variable consideration.
The consideration is received in accordance with a payment schedule. Usually 50% of the transaction price is received at contract inception. The contracts have a credit term of 30 days.
Revenue is recognised over time based on an input method of cost incurred relative to the total expected cost of the study (i.e. cost to cost). Management considers this measure of progress to be most representative of the services performed, as the effort is consistent with the related costs incurred.
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Note 4, cont.
Flexible research hours
Under contracts for flexible research hours, the Group provides a fixed number of research hours at a fixed price.
Contracts for flexible research hours comprise a single performance obligation (i.e. a fixed number of research hours). The transaction price is fixed and does not include any forms of variable consideration.
Payments are received on a monthly basis.
Revenue is recognised over time based on the number of hours delivered relative to the total number of hours to be delivered. Management has determined that this method most appropri-ately depicts the Group’s performance as all work in process for which control has transferred to the customer would be captured in this measure of progress.
Partnership programmes
Under partnership programme contracts, the Group enters into an arrangement with a counterparty to identify and perform discovery activities and identify compounds. Under the contracts, the Group will perform research activities.
Partnership programmes comprise a single performance obligation (i.e. research services). The Group receives as consideration a fixed non-refundable upfront fee, research payments, milestone payments, as well as sales-based royalties, if the compounds are commercialized. The con-tracts have a credit term of 30 days.
The consideration related to the non-refundable fee is received at contract inception. The consideration related to the milestone payments are received after the respective milestone is triggered through e.g. progression of the compound through development phases.
Revenue is recognized over time over the contract period on a straight-line basis as the Group's performance during the contract period is equivalent month to month. Management has determined that this method of measuring progress is the
most representative of the services performed, as the Group’s effort is linear throughout the contract period. This is because a fixed number of employees will work full time on the project throughout the contract term.
At contract inception, all milestone payments are constrained due to the high degree of uncertainty. Once the uncertainty related to a milestone payment is resolved, revenue is recognised on a cumulative catch-up basis. The amount related to the unsatisfied portion of the performance obligation is recognised as that portion is satisfied over the remaining contract term.
Revenue related to the sales-based royalties is recognised as revenue when the subsequent sales occur.
Contract balances
Contract work in progress
Contract work in progress is the Group's right to consideration in exchange for services that the Group has transferred to the customer. A contract asset becomes a receivable when the Group's right to consideration is unconditional, which is the case when only the passage of time is required before payment of the consideration is due.
Contract liabilities
Contract liabilities are recognised if a payment is received or a payment is due (whichever is earlier) from a customer before the Group transfers the related services. Contract liabilities are recognised as revenue when the Group performs under the contract (i.e. transfers control of the related services to the customer).
Judgements and estimates
Measures of progress
The Group recognises revenue over time and in accordance with the Group's progress towards complete satisfaction of the specific performance obligation.
The purpose of measuring progress towards satisfaction of a performance obligation is to recognise revenue in a pattern that reflects the transfer of control of the promised service to the customer. Because there are various methods for measuring progress, Management should carefully consider which method that best depicts the transfer of control of services and apply that method consistently to similar performance obligations and in similar circumstances.
Depending on the nature of the contract, Management applies either a cost-to-cost, hours relative to total hours, or a straight-line method when measuring progress.
At the end of each reporting period, the Group remeasures its progress towards complete satisfaction of a performance obligation.
Partnership programmes
Evaluating the criteria for revenue recognition in relation to the partner programmes requires the following from Management:
An assessment of whether the contract is for the sale of services that are an output of the Group’s ordinary activities (i.e. whether the contract is included in the scope of IFRS 15).
An assessment of the nature of performance obligations and whether they are distinct or should be combined with other performance obligations. An assessment of whether the achievement of milestone payments is highly probable.
Currently, the Group’s counterparties for all partnership contracts are considered customers.
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Note 5 Breakdown of costs by nature
The following table breaks down costs by nature:
DKK’000 | 2024 | 2023 |
Staff costs | 180,532 | 155,653 |
Depreciation amortisation and impairments | 15,755 | 9,951 |
Other operating expenses | 119,462 | 88,819 |
Total | 315,749 | 254,423 |
Included in cost of sales: | ||
Staff costs | 70,692 | 65,141 |
Depreciation amortisation and impairments | 5,919 | 3,732 |
Other operating expenses | 24,630 | 21,196 |
Total | 101,241 | 90,069 |
Included in selling, general and administrative costs: | ||
Staff costs | 62,049 | 47,415 |
Depreciation amortisation and impairments | 517 | 325 |
Other operating expenses | 38,951 | 27,387 |
Total | 101,517 | 75,127 |
Included in research and development costs: | ||
Staff costs | 47,791 | 43,097 |
Depreciation amortisation and impairments | 9,319 | 5,893 |
Other operating expenses | 55,881 | 40,235 |
Total | 112,991 | 89,225 |
Other operating expenses under cost of sales comprise mate-rials directly associated with revenue generating projects and raw materials and consumables, such as mice, diets, chemicals, etc., that are consumed in the provision of the services.
Other operating expenses under selling, general and administrative costs comprise primarily costs related to conferences, campaigns, advertising and travel costs as well as costs related to facilities, human resources, informationtechnology, procurement and logistics and other administra-
tive functions and costs related to accounting and legal services.
Other operating expenses under research and development comprise primarily research and development consumables as well as external research and development costs as part of the Group's research and development for clinical activities are performed by third-party laboratories, medical centres or clinical research outsourcing partners .
ACCOUNTING POLICIES
Cost of sales
Cost of sales include costs directly associated with fulfilling performance obligations. Cost of sales include direct materi-als, direct labour (including share-based payments), all direct overheads, including depreciation and impairment of property, plant and equipment, and indirect overheads that can reasonably be allocated to the production function.
Selling, general and administrative costs
Selling, general and administrative costs comprise expenses incurred for the Group’s administrative functions, marketing costs, travel, wages and salaries and share-based payments for staff and Management, stationery and office supplies, and amortisation, depreciation and impairment losses for property, plant and equipment used for administration of the Group.
Research and development costs
Research and development costs comprise research costs, costs of development projects not qualifying for recognition in the balance sheet, wages and salaries and share-based payments for research and development staff, and amortisa-tion and impairment losses relating to development projects.
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Note 6 Salaries and other remuneration
DKK’000 | 2024 | 2023 |
Wages and salaries | 156,722 | 134,245 |
Share-based payments* | 6,588 | 9,392 |
Pension cost, defined contribution plans | 20,033 | 16,807 |
Other social security costs | 2,072 | 1,822 |
Total | 185,415 | 162,266 |
Average number of employees |
* Refers to recognised costs but not paid-out remuneration for active share-based incentive programs.
Key management personnel compensation
Key management personnel consist of the Executive Management and the Board of Directors. The compensation paid or payables to key management personnel for employee services is shown below:
Executive Management:
DKK’000 | 2024 | 2023 |
Wages and salaries including social security costs | 7,004 | 7,518 |
Share-based payments* | 2,106 | 5,850 |
Pension cost, defined contribution plans | 502 | 552 |
Total | 9,613 | 13,920 |
* Refers to recognised costs but not paid-out remuneration for active share-based incentive programs.
Board of Directors:
DKK’000 | 2024 | 2023 |
Wages and salaries | 2,668 | 2,158 |
Total | 2,668 | 2,158 |
Total Executive Management and Board of Directors | 11,917 | 16,078 |
Note 7 Share-based remuneration
Gubra has historically and in 2024 implemented incentive programs to provide long-term incentives for participants (Executive Management and full-time employees) to deliver long-term shareholder returns. The programs are important to retain the participants in the Group.
The historical programs prior to 2023, “OLD LTIPs”, became fully vested upon the occurrence of the IPO that was completed in March 2023 and all share-based instruments for these programs have been delivered to the participants.
In 2024, Gubra implemented two long-term incentive programs for employees (“LTIP 2024”). One being a Restricted Stock Unit (RSU) program and the other being a warrants program. These two programs combined with the same type of programs that were implemented in 2023 are the only outstanding share-based remuneration programs as of 31 December 2024.
Below is a summary of share-based instruments granted under the incentive programs OLD LTIPs (fully vested and delivered in 2023), LTIP 2023 and LTIP 2024.
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DKK’000 | 2024 | 2023 |
LTIP 2023 | ||
Restricted Stock Unit program (RSU) - number of RSUs grantedduring the year* | - | 41,544 |
Warrants program - number of warrants granted during the year* | - | 98,793 |
Grant date vaue (in DKK) | - | 7,741 |
LTIP 2024 | ||
Restricted Stock Unit program (RSU) - number of RSUs grantedduring the year* | 5,227 | - |
Warrants program - number of warrants granted during the year* | 54,915 | - |
Grant date vaue (in DKK) | 7,634 | - |
* Number of granted during the year is the same as the outstanding number |
DKK’000 | 2024 | 2023 |
OLD LTIPs | ||
Costs arising from share-based payment transactions | - | 5,087 |
LTIP 2023 | ||
Costs arising from share-based payment transactions | 2,081 | 4,305 |
LTIP 2024 | ||
Costs arising from share-based payment transactions | 3,987 | - |
LTIP 2024 | ||
Gubra's outstanding share-based incentive programs and overall terms are summarised in the table below and subsequentlydescribed in further detail. |
Type program | Grant date | No. of instruments | Vesting period | Value at grant | Costs recognised in 2024 |
Restricted Stock Units (RSU) | 1 June 2023 | 41,544 | 2 years | DKK 98.0/RSU | DKK 2.5 million |
Warrants | 1 June 2023 | 98,793 | 3 years | DKK 37.1/warrant | DKK 1.8 million |
Restricted Stock Units (RSU) | 1 June 2024 | 5,227 | 2 years | DKK 328.0/RSU | DKK 1.0 million |
Warrants | 1 June 2024 | 54,915 | 3 years | DKK 107.8/warrant | DKK 3.0 million |
Restricted Stock Unit (“RSU”) program 2023 and 2024
The RSU programs are directed to employees that has been employed in Gubra for a certain period of time. The RSUs are granted free of charge to the employees.
The RSUs will vest over two years with 1/24 allocation per month and be exchangeable into ordinary shares (one RSU to one ordinary share). Grant, vesting and/or exchange of the RSUs is not subject to achievement of performance targets, but conditional on continued employment during the vesting period (service condition).
In total, 5,277 RSUs were granted to employees in the LTIP 2024 program. RSUs granted in LTIP 2023 and LTIP 2024 correspond to 0.3% of the share capital in Gubra.
The employee costs of the shares granted under the program are recognised in the income statement with equity as the corresponding entry.
Estimating fair value
Since there is no exercise price for the RSUs, the value of each RSU equals the share price at grant date. In the table below on this page, value at grant and costs recognised in 2024 are presented for the programs.
Note 7, cont.
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Warrant program 2023 and 2024
The warrant programs are directed to employees with positions as Directors and upwards incl. Management members. The warrants are granted free of charge.
The warrants will vest over three years with 1/36 allocation per month and be exercisable for a two year period following full vesting. Each vested warrant entitles a right to acquire one new ordinary share at the exercise price. Grant, vesting and/or exercise of the warrants is not subject to achievement of performance targets, but conditional on continued employ-ment during the vesting period (service condition).
In 2024, 54,915 warrants were granted in the LTIP 2024 program. Warrants in LTIP 2023 and LTIP 2024 correspond to 0.9% of the total share capital on a fully diluted basis.
Parameters in models | Value LTIP 2023 | Value LTIP 2024 | Value input | Gubra Judgement |
Share price | DKK 98 | DKK 328 | Closing price on 31 May 2023 /31 May 2024 | No |
Exercise price | DKK 98.6 | DKK 324 | Volume-weighted share price 5 trading days prior to grant | No |
Time to maturity | 4 years | 4 years | Assumption on the time for exercise | Yes |
Risk-free rate | 2.6% | 2.7% | Risk free interest rate on Danish government bonds | No |
Volatility | 45% | 36% | Volatility on a group of chosen peer companies | Yes |
Dividend | 0 | 0 | No dividend assumed | No |
The employee costs of the shares granted under the program are recognised in the income statement with equity as the corresponding entry.
Estimating fair value
Value at grant and costs recognised in 2024 for the warrants programs are presented in the table at the bottom of previous page.
The warrants have been valued using the Black-Scholes option pricing model, which is a commonly used model for warrant pricing. The assumptions applied in the Black-Scholes valuation of the warrants are summarised in the below table and described in the subsequent sections.
Share price
The price per share uses the latest listed share price as at the valuation date of the warrant programs (closing price on the day preceeding the grant date).
Exercise price
The exercise price constitutes the volume weighted average share price of the Gubra’s shares as quoted on Nasdaq Copenhagen A/S for the five trading days prior to the date of grant.
Estimated time of maturity
The warrants can be exercised between the end of the vesting period and the expiry of the warrants, which is five years after the grant date (two years after the last vesting date). This means that there does not exist a single fixed exercise date for the warrants. In line with common practise, it is assumed that the warrants are, on average, exercised halfway through the two years where the warrants can be exercised (i.e. one year after ended vesting, or four years after grant).
Risk-free interest rate
The risk-free interest rate is based on the yield curve for Dan-ish government bonds as per the valuation date with a time to maturity that corresponds to the expected time to maturity of the warrants. The risk-free rate is derived by interpolating the yield curve on two Danish government bonds, such that the risk-free rate matches the time to maturity, i.e. four years.
Volatility
As Gubra was listed in 2023 there is only short share price history to be able to use Gubra’s own volatility for this parameter. Volatility has therefore been estimated using a benchmark volatility based on peers. The peers have been chosen by Management in Gubra.
Note 7, cont.
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Note 7, cont.
Dividend
It is assumed that no dividends are paid until the warrants are exercised.
Outstanding incentive programs
Outstanding incentive programs | |||
RSU programs (no. of RSUs) | LTIP 2023 | LTIP 2024 | Total all programs |
Opening balance as of 1 Jan 2023 | - | - | - |
Number of RSUs granted | 41,544 | - | 41,544 |
of which Executive Management | - | - | - |
Number of exercised RSUs | - | - | - |
of which Executive Management | - | - | |
Closing balance as of 31 Dec 2023 | 41,544 | - | 41,544 |
Opening balance as of 1 Jan 2024 | - | - | - |
Number of RSUs granted | - | 5,227 | 5,227 |
of which Executive Management | - | - | - |
Number of exercised RSUs | - | - | - |
of which Executive Management | - | - | |
Closing balance as of 31 Dec 2024 | 41,544 | 5,227 | 46,771 |
Warrants programs (no. of RSUs) | |||
Opening balance as of 1 Jan 2023 | - | - | - |
Number of RSUs granted | 98,793 | - | 98,793 |
of which Executive Management | 52,492 | - | 52,492 |
Number of exercised warrants | - | - | - |
of which Executive Management | - | - | |
Closing balance as of 31 Dec 2023 | 98,793 | - | 98,793 |
Opening balance as of 1 Jan 2024 | - | - | - |
Number of warrants granted | - | 54,915 | 54,915 |
of which Executive Management | - | 19,536 | 19,536 |
Number of exercised warrants | - | - | - |
of which Executive Management | - | - | |
Closing balance as of 31 Dec 2024 | 98,793 | 54,915 | 153,708 |
OLD LTIPs
During 2018-2022, employees (participants) were each year granted conditional shares in Gubra free of charge.
The granting of the shares was conditional on the participants' ongoing employment with the Group. If a participant ceased employment, all shares were reacquired by the Group. The reacquisition price for bad leavers was 70% and 100% for good leavers based on a predefined valuation that was updated annually. Good leaver means the involuntary termination of the employee’s employment by the Group other than a termination for cause, the employee’s resignation for good reason, or the employee’s termination of employment due to death, disability, or a qualifying retirement. In all other situations where the employee leaves the Group, the employee was regarded as a bad leaver.
The arrangement was accounted for as a compound instru-ment, comprising both a cash-settled component and an equity-settled component. The fair value of the compound instrument is the sum of the values of the cash alternative and the equity alternative. The cash-settled component equals the fair value of the liability under the cash alternative, which is the cash payment that was guaranteed to any participant. The grant-date fair value of the cash-settled component, that would have to be forfeited in order to receive the equity alternative, is subtracted from the fair value of the total grant. Any positive difference equals the fair value of the equity-settled component.
Fair value measurement
The shares granted in the incentive programme is valued at fair value. Since there was no listed share price for Gubra at the grant date of these incentive programmes, the share price has been determined using an EV/EBITDA market multiple analysis using a normalized EBITDA. The EV/EBITDA multiple has been based upon an analysis of a peer-group consisting of public companies with operational similarities to Gubra. Historical EV/EBITDA multiples have been estimated as at the end of the financial year in order to estimate the fair value of Gubra.
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The shares became fully vested in 2023 given the IPO and the fair value was calculated and recognized in equity at redemption. The fair value adjustment of the liability is recognized through the income statement. In total DKK 24 million is recognized in equity during 2023 from the old LTIPs.
Share-based remuneration was provided to the participants of the Group’s incentive program. The employee costs of the shares granted under the programme have been recognised in the income statement. For the equity-settled component of the incentive program the corresponding entry has been in equity. For the cash-settled component of the incentive program, the corresponding entry is in liabilities.
The fair value of the arrangement is measured indirectly by reference to the fair value of the equity instruments granted as consideration (i.e. the shares). The cash-settled component corresponding to the ultimate cash payment that is guaran-teed to any participant is recognized as a liability at grant date. Any adjustment to the cash-settled component is recognized in the income statement. The total cost related to the equity component has been recognised over the vesting period, which is the period over which all the specified vesting conditions were to be satisfied. For the cash-settled compo-nent, the fair value of the liability has been re-measured at each reporting date and at the date of settlement.
The shares would only become fully vested upon the occur-rence of an exit event such as an IPO. Consequently, the Group revised its estimate of the length of the expected vesting period until the actual outcome is known. Upon a change in estimate, the Group adjusted the recognized share-based payment cost on a cumulative basis in the period in which the estimate was revised.
Share-based remuneration liability
The share-based remuneration liability comprises the cash-settled component of the Group's incentive programme.
Judgements - Estimating fair value
Estimating fair value for share-based remuneration transac-tions requires determination of the most appropriate valuation model, which depends on the terms and conditions of the grant. This estimate also requires determination of the most appropriate inputs to the valuation model.
In valuing the shares, Management has applied a valuation technique that focuses on the Group as a whole as a starting point and includes market multiples. The assumptions and models used for estimating the fair value of the incentive programme are disclosed above.
Note 7, cont.
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Note 8 Depreciation and amortisation
DKK’000 | 2024 | 2023 |
Depreciation and amortisation | ||
Depreciation of property, plant and equipment | 12,478 | 7,939 |
Amortisation of intangible assets | 3,277 | 2,012 |
Total | 15,755 | 9,951 |
ACCOUNTING POLICIES
Amortisation and depreciation for the year are recognised based on the amortisation and depreciation profiles of the underlying assets (see note 12 , 13 and 14).
Note 9 Financial income and expenses
DKK’000 | 2024 | 2023 |
Financial income | ||
Financial income | 8,050 | 4,694 |
Other financial income | 5,819 | 6,228 |
Foreign exchange rate effects | 688 | 92 |
Total financial income | 14,557 | 11,014 |
Financial costs | ||
Interest costs on lease liabilities | 6,591 | 4,890 |
Other financial costs | 477 | 1,138 |
Total interest costs related to financial liabilities not at fair value through profit or loss | 7,068 | 6,028 |
Foreign exchange rate effects | (114) | 222 |
Total financial costs | 6,954 | 6,250 |
ACCOUNTING POLICIES
Financial income and costs
Financial income and costs (net financial items) include interest income and expenses calculated in accordance with the effective interest method.
Financial income and expenses are recognised in the income statement at the amounts relating to the financial year.
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Note 10 Income tax expense
DKK’000 | 2024 | 2023 |
Current tax | ||
Current tax on profit for the year | (5,500) | - |
Tax adjustment prior years | (126) | 1,548 |
Deferred income tax | (284) | 72 |
Income tax expense | (5,910) | 1,620 |
DKK’000 | 2024 | % | 2023 | % |
Reconciliation of effective tax rate | ||||
Tax at the Danish tax rate of 22%: | (9,330) | 22% | (9,439) | 22% |
Tax adjustment prior years | (126) | 0.3% | 1,548 | (3.6%) |
Tax effects of: | ||||
Non-deductible expenses | 238 | (0.6%) | 19 | 0.0% |
Deduction for shares | - | - | - | - |
Share-based remuneration | (9,858) | 23.2% | 1,661 | (3.9%) |
Deduction for research and development | (7,440) | 17.5% | (1,076) | 2.5% |
Unrecorded deferred tax assets | 20,741 | (48.9%) | 9,236 | (21.5%) |
Other | (136) | 0.3% | (329) | 0.8% |
Income tax expense | (5,910) | 13.9% | 1,620 | (3.8%) |
ACCOUNTING POLICIES
The income tax expense or credit for the period is the tax payable on the current period’s taxable income, based on the applicable income tax rate for each jurisdiction, adjusted by changes in deferred tax assets and liabilities attributable to temporary differences and to unused tax losses.
The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the end of the reporting period in the countries where Gubra A/S and its subsidiary operate and generate taxable income. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation and considers whether it is probable that a taxation authority will accept an uncertain tax treatment. The Group measures its tax balances either based on the most likely amount or the expected value, depending on which method provides a better prediction of the resolution of the uncertainty.
Current tax receivables and liabilities
Current tax liabilities and receivables are recognised in the balance sheet as the expected taxable income for the year adjusted for tax on taxable incomes for prior years and tax paid on account. Extra payments and repayment under the on-account taxation scheme are recognised in the income statement in financial income and expenses.
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Note 11 Deferred tax
DKK’000 | 2024 | 2023 |
Deferred tax | ||
Deferred tax at the beginning of period | 3,687 | 3,759 |
Deferred tax recognised in the statement of profit or loss | (3,687) | (72) |
Deferred tax at year end | - | 3,687 |
Deferred tax relates to: | ||
Intangible assets | (64,321) | - |
Property, plant and equipment | 67,332 | 34,955 |
Lease liabilities | (96,449) | (66,299) |
Contract work in progress | 2,162 | 5,135 |
Tax losses carried forward research and development | 14,361 | 10,759 |
Warrants | (47,026) | (1,310) |
Partnership contracts | (10,846) | - |
Tax losses carried forward | - | (41,982) |
Total | (134,787) | (58,742) |
Deferred tax value | (29,653) | (12,923) |
Deferred tax asset not recognised in the balance sheet | (29,653) | (9,236) |
Deferred tax at 31 December | - | (3,687) |
In line with the requirements of IAS 12, the deferred tax assets and liabilities are offset as they have a legal right to set off and relate to income tax with the same taxation authority.
Deferred tax asset not recognised in the balance is tax loss carry forwards, which may be carried forward indefinitely.
ACCOUNTING POLICIES
Deferred tax assets are recognised only if it is probable that future taxable amounts will be available to utilise those temporary differences and losses.
Deferred tax assets and liabilities are offset where there is a legally enforceable right to offset current tax assets and liabilities and where the deferred tax balances relate to the same taxation authority. Current tax assets and tax liabilities are offset where the entity has a legally enforceable right to offset and intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.
Current and deferred tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, the tax is also recognised in other comprehensive income or directly in equity, respectively.
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Note 12 Intangible assets
DKK’000 | Acquired licenses | Developmentprojects in progress | Completed developmentprojects | Total |
Carrying amount 31 December 2022 | 42 | 4,128 | 3,160 | 7,330 |
Additions | - | 5,356 | - | 5,356 |
Additions from acquisitions | 1,014 | 1,014 | ||
Transfers | - | (5,866) | 5,866 | - |
At 31 December 2023 | - | (510) | 6,880 | 6,370 |
Amortisation and impairment: | ||||
Amortisation charge | (42) | - | (1,970) | (2,012) |
At 31 December 2023 | (42) | - | (1,970) | (2,012) |
Carrying amount 31 December 2023 | - | 3,618 | 8,070 | 11,688 |
Additions | - | 6,828 | - | 6,828 |
Transfers | - | (4,822) | 4,822 | - |
At 31 December 2024 | - | 2,006 | 4,822 | 6,828 |
Amortisation and impairment: | ||||
Amortisation charge | - | - | (2,860) | (2,860) |
Impairment | - | - | (417) | (417) |
At 31 December 2024 | - | - | (3,277) | (3,277) |
Carrying amount 31 December 2024 | - | 5,624 | 9,615 | 15,239 |
The intangible assets held by the Group increased primarily because of an increase in development projects in progress.
Development projects
A fundamental and critical component of the Group’s business model is to continuously develop new technological and innovative solutions. As part of this, the Group develops in-house technology systems and software that are utilised by the Group and its support service offerings to customers (i.e.
cost-reducing projects). Development costs that are directly attributable to the design and testing of identifiable of these solutions controlled by the Group are recognised as intangi-ble assets where the criteria are met (see below).
The Group has incurred amortisation charges of DKK 2,860 thousands in 2024 (2023: DKK 1,971 thousands ), which are included in research and development costs in the income statement.
ACCOUNTING POLICIES
Separately acquired licences are shown at historical cost. They have a finite useful life and are subsequently carried at cost less accumulated amortisation and impairment losses. The licenses are amortized over the license period, however not exceeding 5 years.
Research expenditure and development expenditure that do not meet the criteria for capitalization as development projects are recognised as an expense as incurred. Develop-ment costs previously recognised as an expense are not recognised as an asset in a subsequent period.
Development costs that are directly attributable to a project are capitalized where the following criteria are met:
it is technically feasible to complete the software so that it will be available for use
management intends to complete the software and use or sell it
there is an ability to use or sell the software
it can be demonstrated how the software will generate probable future economic benefits
adequate technical, financial and other resources to com-plete the development and to use or sell
the software are available, and
the expenditure attributable to the software during its development can be reliably measured.
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Development projects in progress are not subject to amorti-sation and are tested annually for impairment, or more frequently if events or changes in circumstances indicate that they might be impaired.
Judgements
Capitalization of development projects
Initial capitalisation of costs is based on Management’s judgement that technological and economic feasibility is confirmed, usually when a product development project has reached a defined milestone according to an established project management model. In determining the amounts to be capitalised, Management makes assumptions regarding the expected future cash generation of the project and the expected period of benefits.
Note 13 Property, plant and equipment
DKK’000 | Land and buildings | Other fixtures, fit-tings and equipment | Total |
Carrying amount 31 December 2022 | 12,635 | 5,094 | 17,729 |
Cost: | |||
Additions | - | 5,840 | 5,840 |
Additions from acquisitions | - | 2,787 | 2,787 |
Disposals | (3,436) | - | (3,436) |
Additions and disposals 2023 | (3,436) | 8,627 | 5,192 |
Depreciation and impairment: | |||
Depreciation charge | (48) | (2,787) | (2,835) |
Depreciation and impairment 2023 | (48) | (2,787) | (2,835) |
Carrying amount 31 December 2023 | 9,152 | 10,934 | 20,086 |
Cost: | |||
Additions | - | 25,690 | 25,690 |
Transfers | (162) | 162 | - |
Additions and disposals 2024 | (162) | 25,852 | 25,690 |
Depreciation and impairment: | |||
Depreciation charge | (116) | (4,248) | (4,364) |
Depreciation and impairment 2024 | (116) | (4,248) | (4,364) |
Carrying amount 31 December 2024 | 8,874 | 32,539 | 41,413 |
Note 12, cont.
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Note 13, cont.
ACCOUNTING POLICIES
Property, plant and equipment is stated at historical cost less depreciation. Historical cost includes expenditure that is directly attributable to the acquisition of the items.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. The carrying amount of any component accounted for as a separate asset is derecognised when replaced. All other repairs and maintenance are charged to profit or loss during the reporting period in which they are incurred.
The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at the end of each reporting period.
An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated recoverable amount.
Gains and losses on disposals are determined by comparing proceeds with carrying amount. These are included in profit or loss.
Forest reserves
Gubra owns hectares of farmland characterised as a forest reserve. The forest reserve cannot be used by the Group in generating sales through a biological process and is thus accounted for in accordance with IAS 16 Property, plant and equipment. The Group accounts for the forest reserve using the cost model.
In 2021 a government grant was received to help the Group finance the acquisition of the forest reserve. In accounting for the transaction, the asset's carrying amount is deducted by the grant. Management considers the carrying amount of the forest reserve immaterial.
Depreciation methods and useful lives
Depreciation is calculated using the straight-line method to allocate the cost of the assets, net of their residual values, over their estimated useful lives as follows:
Land Not depreciated
Buildings 10 - 50 years
Leasehold improvements 5 years
Other fixtures, fittings, tools 5 - 10 yearsand equipment
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Note 14 Leases
Amounts recognised in the balance sheet
The Group leases laboratory equipment and premises. The balance sheet shows the following amounts relating to leases:
DKK’000 | 2024 | 2023 |
Right-of-use assets | 68,857 | 43,374 |
Lease liabilities – Equipment | ||
Current | 5,266 | 4,853 |
Non-current | 12,730 | 10,239 |
Total | 17,996 | 15,092 |
Lease liabilities – Premises | ||
Current | 9,536 | 5,897 |
Non-current | 68,917 | 50,445 |
Total | 78,453 | 56,342 |
Maturities for lease liabilities are provided in note 16.
DKK’000 | 2024 | 2023 |
Additions to the right-of-use assets during the year | 34,814 | 4,264 |
Additions to the right-of-use assets during the year, from business combinations | - | 8,971 |
Disposals to the right-of-use assets during the year | (1,091) | (2,900) |
The income statement shows the following recognised amounts relating to leases:
DKK’000 | 2024 | 2023 |
Depreciation charge of right-of-use assets | 8,114 | 5,104 |
Interest expense on lease liabilities | 6,591 | 4,890 |
Expense relating to short-term leases | 48 | 657 |
Expense relating to leases of low-value assets | 470 | 816 |
Cash outflow for leases | 10,010 | 9,945 |
ACCOUNTING POLICIES
The Group's leasing activities and how these are accounted for
The Group leases its headquarters. The lease agreement was entered into by the Group and the purchaser (landlord) in connection with a sale and lease back transaction where the landlord acquired the headquarters from the Group. The lease agreement is non-terminable for both parties for a period of 12 years from the Lease Agreement Commence-ment Date (including termination notice of 18 months). The lease does not have any extension and termination options.
The Group also leases laboratory equipment. The leases are typically made for periods of 60 months. The leases do not have any extension and termination options.
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Note 14, cont.
At the commencement date of the lease, the Group recognises lease liabilities measured at the present value of lease pay-ments to be made over the lease term. The lease payments include the following:
fixed payments (including in-substance fixed payments), less any lease incentives receivable
variable lease payment that are based on an index or a rate, initially measured using the index or rate as at the com-mencement date
amounts expected to be payable by the Group under residual value guarantees
the exercise price of a purchase option if the Group is reason-ably certain to exercise that option, and
payments of penalties for terminating the lease, if the lease term reflects the Group exercising that option.
The lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be readily determined, the Group's incremental borrowing rate is used, being the rate that the individual lessee would have to pay to borrow the funds necessary to obtain an asset of similar value to the right-of-use asset in a similar economic environment with similar terms, security and conditions.
To determine the incremental borrowing rate, the Group:
where possible, uses recent third-party financing received by the individual lessee as a starting point, adjusted to reflect changes in financing conditions since third party financing was received
uses a build-up approach that starts with a risk-free interest rate adjusted for credit risk for leases held by the Group, and
makes adjustments specific to the lease, e.g. term, country, currency and security.
Lease payments are allocated between principal and finance cost. The finance cost is charged to profit or loss over the lease period so as to produce a constant periodic rate of interest on the remaining balance of the liability for each period.
Right-of-use assets are measured at cost comprising the following:
the amount of the initial measurement of lease liability
any lease payments made at or before the commencement date less any lease incentives received
any initial direct costs, and
restoration costs.
Payments associated with short-term leases and all leases of low-value assets are recognised on a straight-line basis as an expense in profit or loss. Short-term leases are leases with a lease term of 12 months or less. Low-value assets primarily comprise e-bikes.
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Note 15 Financial assets and financial liabilities
The Group holds the following financial instruments:
DKK’000 | 2024 | 2023 |
Financial assets at amortised cost: | ||
Trade receivables | 31,788 | 53,027 |
Other financial assets | 287,842 | 403,989 |
Cash and cash equivalents | 134,403 | 53,397 |
Total Financial assets at amortised cost | 454,033 | 510,413 |
Financial liabilities at amortised cost: | ||
Trade payables | 16,170 | 11,405 |
Lease liabilities | 96,449 | 71,434 |
Other liabilities | 64,614 | 73,338 |
Total Financial liabilities at amortised cost | 177,233 | 156,177 |
Financial liabilities at fair value through profit and loss | ||
Contingent consideration included in Other payables | 848 | 848 |
Total Financial liabilities at fair value through profit and loss | 848 | 848 |
Other financial assets end of 31 December 2024 consists of acquired SDRO Bonds (Fair value hiearchy level 1). The bonds mature in Q2-2025.
The fair value of other contingent consideration is based on the expected value of earnout from acquisition of MiniGut ApS in 2023. The calculation is based on the expected payments.
For the financial assets and liabilities at amortised cost, the fair values are not materially different from their carrying amounts, since the interest receivable/payable on those assets/liabilities is either close to current market rates or the liabilities are of a short-term nature.
ACCOUNTING POLICIES
Financial assets
Trade receivables
Trade receivables are recognised initially at the amount of consideration that is unconditional, unless they contain significant financing components when they are recognised at fair value. They are subsequently measured at amortised cost less loss allowance. The Group applies the IFRS 9 simplified approach to measuring expected credit losses which uses a lifetime expected loss.
Trade and other payables
These amounts represent liabilities for services provided to the Group prior to the end of the financial year which are unpaid. The amounts are unsecured and are usually paid within 30 days of recognition. Trade and other payables are presented as current liabilities unless payment is not due within 12 months after the reporting period. They are recognised initially at their fair value and subsequently measured at amortised cost using the effective interest method.
Borrowings
Borrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently measured at amortised cost. Any difference between the proceeds (net of transaction costs) and the redemption amount is recognised in profit or loss over the period of the borrowings using the effective interest method.
Other financial assets (Financial instruments)
Initial recognition and measurement of financial assets and financial liabilities are recognized when the Group becomes party to the contractual provisions of the instrument. Regular way purchases and sales of financial assets are recognized on trade date, the date on which the Group commits to purchase or sell the asset. At initial recognition, the Group measures a financial asset or financial liability at its fair value plus or minus, in the case of a financial asset or financial liability not at fair value through profit or loss, transaction
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costs that are incremental and directly attributable to the acquisition or issue of the financial asset or financial liability, such as fees and commissions.
Transaction costs off a financial assets and financial liabilities carried at fair value through profit or loss are expensed in profit or loss.
Financial assets Classification and subsequent measurement
The Group classifies its financial instruments in the following categories assets valued at fair value either via the income statement or other comprehensive income or financial assets valued at the amortized cost. The classification of investments in debt instruments depends on the Group’s business model for handling financial assets and the contractual terms for the cash flow of the assets.
Amortized cost
Assets that are held for the purposes of collecting contractual cash flows, and where the cash flows only constitute capital amounts and interest are valued at the amortized cost. They are included under current assets, with the exception of items
maturing more than 12 months after the balance sheet date, which are classified as non-current assets.
Interest income from these financial assets is recognized using the effective interest method and included in financial income. The Group’s financial assets that are valued at the amortized cost are made up of the items other receivables, and cash and cash equivalents.
Fair value through profit or loss
Assets that do not meet the criteria for amortized cost are measured at fair value through profit and loss. A gain or loss on a financial debt investment that is subsequently measured at fair value through profit or loss and is not part of a hedging relationship is recognized in the financial net in the period in which it arises. Interest income from these financial assets is included in the financial net using the effective interest rate method. The fixed income fund has been valued and classi-fied according to fair value via the Income Statement with level 1 in the valuation hierarchy based on listed prices on a traded market.
The Group reclassifies financial assets when and only when its business model for managing those assets changes.
Derecognition
Financial assets, or a portion thereof, are derecognized when the contractual rights to receive the cash flows from the assets have expired, or when they have been transferred and either (i) the Group transfers substantially all the risks and rewards of ownership, or (ii) the Group neither transfers nor retains substantially all the risks and rewards of ownership and the Group has not retained control of the asset.
Impairment of financial assets
Upon every reporting occasion, the Group examines whether there is objective evidence that a financial asset or group of assets requires impairment. Objective evidence consists of observable conditions that have occurred and have a negative impact on the possibility to recover the acquisition value.
Note 15, cont.
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Note 16 Financial risk management
The Group's principal financial liabilities, comprise mort-gage debt, lease liabilities, trade and other payables, and other liabilities. The main purpose of these financial liabilities is to finance the Group’s operations. The Group’s principal financial assets include trade receivables, and cash and cash equivalents.
The Group is exposed to market risk (interest rate risk and Foreign currency risk), credit risk and liquidity risk.
Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates.
The Group’s interest risk is solely related to lease liabilities in relation with lease of premises and equipment which is primarily tied to a floating interest rate and thus Manage-ment considers the risk immaterial.
Foreign currency risk
Foreign currency risk is the risk that fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Group’s exposure to the risk of changes in foreign exchange rates relates primarily to the Group’s operating activities. This arises when the Group enters into contracts with customers where the consideration is denominated in a foreign currency (i.e. revenue is denomi-nated in a foreign currency). The Group is primarily exposed to fluctuations in EUR and USD. Due to the fixed DKK/EUR exchange rate policy, the exposure to foreign currency is primarily considered to arise from sales in USD.
The Group's exposure to the effect of significant fluctuations in exchange rates is estimated to be high. However, the Group assesses the risk of significant fluctuations in exchange rates to be moderate.
The depicted table demonstrates the sensitivity to a reasona-bly possible change in foreign exchange rates. With all other variables held constant, the Group’s profit and equity are affected as follows:
Credit risk
Credit risk is the risk that a counterparty will not meet its obligations under a customer contract, leading to a financial loss. The Group is exposed to credit risk from its operating activities (primarily trade receivables) and from its financing activities, including deposits with banks.
Management has determined that the credit risk related to the Group’s trade receivables is not significant. This is due to the high-quality nature of the Group’s customers. As such, all material counterparties are considered creditworthy.
The credit risk on marketable securities is considered very limited as the placement is in AAA rated highly liquid Danish mortgage bonds.
The credit risk on bank deposits is limited because the counterparties, holding significant deposits, are banks with
high credit-ratings (minimum A3/A-) assigned by interna-tional credit-rating agencies. The Group’s policy is only to invest its cash deposits with highly rated financial institutions.
Accordingly, the Group considers credit risk to be immaterial.
Liquidity risk
Prudent liquidity risk management implies maintaining sufficient cash and the availability of funding to meet obliga-tions when due.
Management monitors rolling forecasts of the Group’s and cash and cash equivalents on the basis of expected cash flows. In addition, the Group’s liquidity management policy involves projecting cash flows and considering the level of liquid assets necessary to meet these, monitoring balance sheet liquidity ratios.
Maturities of financial liabilities
The amounts disclosed in the following table are the contrac-tual undiscounted cash flows. Balances due within 12 months equal their carrying balances as the impact of discounting is not significant.
2024 | |||
DKK’000 | Hypothetical change in exchange rate | Hypothetical impact on profit or loss | Hypotheticalimpact on equity |
USD/DKK | +5% | 215 | 215 |
USD/DKK | -5% | (215) | (215) |
2023 | |||
DKK’000 | Hypothetical change in exchange rate | Hypothetical impact on profit or loss | Hypotheticalimpact on equity |
USD/DKK | +5% | 77 | 77 |
USD/DKK | -5% | (77) | (77) |
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Note 16, cont.
Contractual maturities of financial liabilities
2024 | ||||
DKK’000 | < 1 year | 1 - 5 years | > 5 years | Total contractual cash flows |
At 31 December 2024 | ||||
Lease liabilities | 15,281 | 55,376 | 58,853 | 129,510 |
Trade payables | 16,170 | - | - | 16,170 |
Other payables | 48,444 | - | - | 48,444 |
Total | 79,895 | 55,376 | 58,853 | 194,124 |
At 31 December 2023 | ||||
Lease liabilities | 11,059 | 43,284 | 35,222 | 89,565 |
Trade payables | 11,405 | - | - | 11,405 |
Other payables | 61,933 | - | - | 61,933 |
Total | 84,397 | 43,284 | 35,222 | 162,903 |
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Note 17 Commitments and contingent liabilities
Asset pledges as security
DKK’000 | 2024 | 2023 |
The following assets have been placed as security with group assets representing a nominal value of DKK 6.000.000: | ||
Other fixtures and fittings, tools and equipment | 32,539 | 10,934 |
Trade receivables | 31,788 | 53,027 |
Other contingent liabilities
The Group does not have any contingent liabilities.
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Note 18 Cash flow information
DKK’000 | 2024 | 2023 |
Adjustments | ||
Financial income | (14,557) | (11,014) |
Financial expenses | 6,954 | 6,250 |
Depreciation, amortisation and impairment charges | 15,755 | 9,950 |
Income tax | (5,910) | 1,620 |
Share-based remuneration | 4,118 | 9,394 |
Badwill from acquisitions | - | (1,660) |
Other | 291 | - |
Total | 6,651 | 14,539 |
Changes in net working capital | ||
(-)Increase/decrease | ||
Change in trade receivables | 21,239 | (16,819) |
Change in contract work in progress | (7,067) | (853) |
Change in prepayments | (3,197) | 6,433 |
Change in other receivables | 18,082 | (13,328) |
Change in trade payables | 4,765 | 813 |
Change in contract liabilities | (12,375) | 8,722 |
Change in other liabilities | (215) | 1,049 |
Change in deferred income | (1,283) | 942 |
Total | 19,949 | (13,042) |
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Note 18, cont.
Net debt reconciliation
This section sets out an analysis of net debt and the movements in net debt for each of the periods presented.
DKK’000 | 2024 | 2023 |
Cash and cash equivalents | 134,403 | 53,397 |
Other financial assets | 287,842 | 403,989 |
Lease liabilities | (96,449) | (71,434) |
Net debt | 325,796 | 385,952 |
2024 | Non-cash changes | ||||
DKK’000 | Opening | Cashflows | New lease | Other changes | Closing |
Liabilities from financing activities | |||||
Lease liabilities | 71,434 | (10,010) | 36,946 | (1,921) | 96,449 |
Total | 71,434 | (10,010) | 36,946 | (1,921) | 96,449 |
2023 | Non-cash changes | ||||
DKK’000 | Opening | Cashflows | New lease | Other changes | Closing |
Liabilities from financing activities | |||||
Lease liabilities | 69,403 | (5,055) | 9,987 | (2,900) | 71,434 |
Total | 69,403 | (5,055) | 9,987 | (2,900) | 71,434 |
Other changes include non-cash movements, including accrued interest expense which will be presented as operat-ing cash flows in the statement of cash flows when paid.
The cash flow statement shows the Group's cash flows for the year broken down by operating, investing, and financing activities, changes for the year in cash and cash equivalents as well as the Group's cash and cash equivalents at the beginning and end of the year.
Cash flows from operating activities are calculated as the net profit/loss for the year adjusted for changes in working capital and non-cash operating items such as share-based payment expenses, depreciation, amortisation, and impairment losses. Working capital comprises current assets less short-term debt, excluding items included in cash and cash equivalents.
Cash flows from investing activities comprise cash flows from acquisitions and disposals of intangible assets, property, plant, and equipment as well as fixed asset investments.
Cash flows from financing activities comprise cash flows from the raising and repayment of long-term debt and principal element on lease payments as well as payments to and from shareholders.
Cash and cash equivalents
Cash and cash equivalents comprise cash and bank balances.
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Note 19 Share capital
2024 | 2023 | |||
No./DKK | Number ofshares | Nominalvalue | Number ofshares | Nominalvalue |
The share capital comprise: | ||||
Ordinary shares (fully paid) | 16,349,703 | 16,349,703 | 16,349,703 | 16,349,703 |
During 2024 a total of 1,297 shares was acquired as treasury shares and a total of 17,727 shares was delivered as part of the incentive programmes. In 2023, a total of 16,430 shares was acquired as treasury shares.
All shares have a nominal value of DKK 1. All shares are fully paid. Each share carries one vote. No shares carry any special rights.
Treasury shares
Treasury shares are shares in Gubra A/S that are held by Gubra A/S for the purpose of issuing shares under the incentive programmes.
2024 | 2023 | |
Number of treasury shares | 42,841 | 59,271 |
Proportion of share capital | 0.26% | 0.36% |
DKK per share | 2024 | 2023 |
Total dividend paid out for the year |
ACCOUNTING POLICIES
Share capital
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares are shown in equity as a deduction, net of tax, from the proceeds.
Dividends
Dividend is recognised as a liability at the time of adoption at the general meeting. Proposed dividend for the financial year is disclosed as a separate item in equity. Extraordinary dividend adopted in the financial year is recognised directly in equity when distributed and disclosed as a separate item in Management's proposal for distribution of profit/loss.
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Note 20 Capital management
The company and the Board of Directors monitors capital structure to ensure that Gubra’s capital resources support the strategic goals. Gubra’s objectives when managing capital are to:
safeguard their ability to continue as a going concern, so that the Group can continue to provide returns for share-holders and benefits for other stakeholders, and
maintain a strong capital base to ensure investor, credit and market confidence as well as ensure that funds are available to unfold and implement Gubra’s business strat-egy. In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.
Historically has the main source of funds been internally generated funds until 2023, where Gubra raised DKK 500 million before transaction costs to develop the company further. This was Gubra’s first share issuance since the inception of the company.
Gubra's debt financing is limited to leasing of premises and equipment. At 31 December 2024, leasing debt amounted to DKK 96.4 million. This can be compared to the equity position of DKK 449.5 million. The solvency ratio (equity ratio) per 31 December 2024 amounted to 74%, which Gubra considered to be a highly creditworthy position.
With respect to placement of excess cash, thus cash not needed for working capital, capital investments and outstanding near-term financial obligations, these are placed according to Gubra’s treasury policy. All excess cash as of 31 December 2024 was placed in AAA-rated Danish mortgage bonds. Funds for ongoing operations are held in Sydbank A/S, which has a credit rating of A1 with Moody’s. Gubra considers this to be a highly solid credit rating.
Gubra intends to apply all available financial resources for the purposes of current and future business development. The company currently intends to retain all available financial resources and any earnings generated by its operations for use of implementing its strategy and does not anticipate paying any dividends until such strategy is implemented.
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Note 21 Related party transactions
Ownership interests
Name of entity | Type | Place of business | 2024 | 2023 |
Change Ventures ApS | Significant shareholder | Roskilde, Denmark | 27.5% | 30.6% |
NV 2008 HOLDING ApS | Significant shareholder | Klampenborg, Denmark | 30.6% | 30.6% |
State Street Bank and Trust (Capital Group) | Significant shareholder | Boston, US | 5-10% | - |
ATP | Significant shareholder | Hillerød, Denmark | < 5% | 5-10% |
Information about remuneration to key management person-nel has been disclosed in note 6.
Interests in subsidiaries are set out in note 24.
Transactions with entities that has more than 5% of the voting rights:
DKK’000 | 2024 | 2023 |
The following transactions occurs: | ||
Change in treasury shares | (1,344) | 2,988 |
Transactions with other related parties
DKK’000 | 2024 | 2023 |
The following transactions occurs with related parties: | ||
Purchases of architectural services | 469 | 939 |
The Group acquired the services from close family members to key management personnel. The transactions were made on terms equivalent to those that prevail in arm's length transactions.
Note 22 Fee to auditors appointed at the general meeting
DKK’000 | 2024 | 2023 |
PricewaterhouseCoopers | ||
Audit fee | 742 | 575 |
Other assurance services | 60 | 598 |
Tax advisory service | 756 | 189 |
Other services | 21 | 1,754 |
Total | 1,579 | 3,116 |
Non-audit services provided by PwC Denmark amounted to DKK 0.6 million in 2024, primarily related to advisory services in connection with establishment of the subsidiar-ies, Gubra Alpha ApS and Gubra Beta ApS, accounting services, tax and VAT advice.
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Note 23 Earnings per share (DKK)
DKK’000 | 2024 | 2023 |
Basic earnings per share | ||
Total basic earnings per share attributable to the ordinary equity holders of the company | (2.2) | (2.9) |
Diluted earnings per share | ||
Total diluted earnings per share attributable to the ordinary equity holders of the company | (2.2) | (2.9) |
Reconciliations of earnings used in calculating earnings per share | ||
Profit for the year as presented in the income statement | (36,498) | (44,524) |
Weighted average number of ordinary shares used as the denominator in calculating basic earnings per share | 16,303,767 | 15,170,733 |
ACCOUNTING POLICIES
Basic earnings per share
Basic earnings per share is calculated by dividing:
the profit attributable to owners of the Group, excluding any costs of servicing equity other than ordinary shares
by the weighted average number of ordinary shares outstanding during the financial year, adjusted for bonus elements in ordinary shares issued during the year and excluding treasury shares.
Diluted earnings per share
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account:
the after-income tax effect of interest and other financing costs associated with dilutive potential ordinary shares, and
the weighted average number of additional ordinary shares that would have been outstanding assuming the conversion of all dilutive potential ordinary shares.
Note 24 Interest in other entities
Ownership interest held by the Group
Name of entity | Place of business | 2024 | 2023 |
Gubra Green ApS | Hørsholm, Denmark | 100% | 100% |
Gubra Inc | Cambridge, USA | 100% | 100% |
Minigut ApS | Hørsholm, Denmark | 100% | 100% |
Gubra Alpha ApS | Hørsholm, Denmark | 100% | - |
Gubra Beta ApS | Hørsholm, Denmark | 100% | - |
The Group’s principal subsidiaries at year end are set out above. Unless otherwise stated, they have share capital consisting solely of ordinary shares that are held directly by the Group, and the proportion of ownership interests held equals the voting rights held by the Group. The country of incorpora-
tion or registration is also their principal place of business. In 2023, Gubra acquired 100% of the shares in MiniGut ApS, and in 2024 the subsidiaries Gubra Alpha ApS and Gubra Beta ApS were created.
Note 25 Subsequent events
No other material subsequent events have occurred after 31 December 2024.
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DKK'000
Notes
2024
2023
Net Sales
4
265,741
205,005
Cost of sales
5,6,8
(100,892)
(89,352)
Gross profit
164,849
115,653
Selling, general and administrative costs
5,6,8
(100,918)
(74,934)
Research and development costs
5,6,8
(112,438)
(89,216)
Other operating income and expenses
(209)
100
EBIT
(48,716)
(48,397)
Profit in subsidiaries, net of tax
3
1,982,141
631
Financial income
9
13,731
10,639
Financial expenses
9
(6,589)
(5,962)
Profit (loss) before tax
1,940,567
(43,089)
Income taxes
10.11
(1,977,065)
(1,435)
Net profit (loss) for the year
(36,498)
(44,524)
Financial Statements for Gubra A/S
Income Statement
Parent Company Financial Statements and Notes
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Balance Sheet
DKK’000
Notes
31 December 2024
31 December 2023
ASSETS
Non-current assets
Intangible assets
12
14,361
10,759
Equipment
13
19,570
8,359
Investments in subsidiaries
3
2,092,320
35,799
Loans to subsidiaries
746
-
Right-of-use assets
13,14
65,763
34,824
Deferred tax assets
11
-
3,872
Deposits
5,860
4,410
Total non-current assets
2,198,620
98,023
Current assets
Trade receivables
15,17
31,629
52,912
Contract work in progress
4
11,175
4,108
Income tax receivables
-
2,221
Prepayments
6,578
3,508
Other receivables
3,011
21,772
Other financial assets
287,842
403,989
Cash and cash equivalents
51,881
33,612
Total current assets
392,116
522,122
Total assets
2,590,736
620,145
107
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company Financial Statements
Gubra Annual Report 2024
Balance Sheet - continued
DKK’000
Notes
31 December 2024
31 December 2023
Equity and liabilities
Equity
Share capital
19
16,350
16,350
Net revaluation reserve
5,272
631
Reserve for development projects
11,202
8,392
Retained earnings
417,749
454,287
Total equity
450,573
479,659
Non-current liabilities
Lease liabilities
14
81,647
59,191
Deferred tax liabilities
11
-
-
Other payables
848
848
Total non-current liabilities
82,495
60,039
Current liabilities
Lease liabilities
14
14,802
7,108
Share-based remuneration
7
-
-
Deferred income
2,830
4,113
Trade payables
17,423
11,405
Contract liabilities
4
28,198
40,573
Tax payables
1,977,570
-
Other liabilities
15
16,845
17,248
Total current liabilities
2,057,668
80,447
Total liabilities
2,140,163
140,486
Total equity and liabilities
2,590,736
620,145
108
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company Financial Statements
Gubra Annual Report 2024
Statements of Changes in Equity
DKK’000
Share capital
Retained earnings
Net revaluation reserve
Reserve for development costs
Proposed dividend
Total
Equity at 1 January 2023
133
33,896
(10)
5,685
68,503
108,207
Net profit/loss for the period
-
(44,524)
-
-
-
(44,524)
Change in accounting policy
-
(641)
641
-
-
-
Total income
-
(45,165)
641
-
-
(44,524)
Transfer to reserves
-
(2,707)
-
2,707
-
-
Capital increase
16,217
483,783
-
-
-
500,000
Transaction costs for equity issuance
-
(41,030)
-
-
-
(41,030)
Dividends paid
-
-
-
-
(68,503)
(68,503)
Acquisition of treasury shares
-
(2,802)
-
-
-
(2,802)
Share-based remuneration
-
28,311
-
-
-
28,311
Equity at 31 December 2023
16,350
454,286
631
8,392
-
479,659
Equity at 1 January 2024
16,350
454,286
631
8,392
-
479,659
Net profit (loss) for the year
-
(36,498)
-
-
-
(36,498)
Total income
-
(36,498)
-
-
-
(36,498)
Transfer to reserves
-
(7,451)
4,641
2,810
-
-
Acquisition of treasury shares
-
(606)
-
-
-
(606)
Delivery of treasury shares
-
1,950
-
-
-
1,950
Share-based remuneration
-
6,068
-
-
-
6,068
Equity at 31 December 2024
16,350
417,749
5,272
11,202
-
450,573
109
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Gubra Annual Report 2024
Notes summary
Note
1. General accounting policies
2. Critical estimates and judgements
3. Investments in subsidiaries
4. Revenue from contracts with customers
5. Breakdown of costs by nature
6. Staff costs
7. Share-based remuneration
8. Depreciation and amortisation
9. Financial income and expenses
10. Income tax expense
11. Deferred tax
12. Intangible assets
13. Property, plant and equipment
14. Leases
15. Financial assets and financial liabilities
16. Financial risk management
17. Commitments and contingent liabilities
18. Share capital
19. Capital management
20. Related party transactions
21. Fee to auditors appointed at the general meeting
22. Proposed appropriation of net profit
23. Subsequent events
110
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Gubra Annual Report 2024
Notes to the Parent Company Financial Statements
Note 1 General accounting policies
As of 1 January 2023, Gubra A/S ('the Parent') has changed its accounting framework from International Financial Reporting Standards (IFRS) to the Danish Financial Statements Act (Class D) and other accounting regulations for companies listed on Nasdaq Copenhagen.
The change applies only to the separate financial statements of the parent company, while the consolidated financial statements continue to be prepared in accordance with IFRS.
To maintain compliance with IFRS for group reporting purposes, the parent company has implemented IFRS standards on financial instruments, revenue and leases.
This change in accounting framework has resulted in no changes to the numbers disclosed.
In addition, the Parent has changed its accounting policy for investments in subsidiaries from cost to equity method to present a fair and true value of the investment in subsidiaries, as additional subsidiaries have been established in 2024. The policy change is recognized directly in the equity at the beginning of the year, see the statement of changes in equity.
The comparative figures have been adjusted. Result for the year before tax has been affected by an increase of DKK 641
thousands. Total assets affected by an increase of DKK 641 thousands. In addition, there has been no impact on taxation in the year 2023.
Except for the above areas, the accounting policies are consistent with the policies applied last year.
No separate statement of cash flows has been prepared for the parent company, refer to the consolidated financial statements.
The financial statements are presented in Danish kroner (DKK), which is the presentation currency and the functional currency.
The accounting policies for the Parent are the same as for the Group in the consolidated financial statements with the following exceptions:
Investments in subsidiaries (refer to note 3 in the financial statements)
Dividends on investments in subsidiaries (refer to note 3 in the financial statements)
Note 2 Critical estimates and judgements
In preparing the financial statements, Management makes various accounting estimates and judgements that form the basis of presentation, recognition and measurement of the Parent’s assets and liabilities.
The critical estimates and judgements made with respect to the Parent are the same as for the Group. Refer to the consolidated financial statements for further information.
Equity
Reserve for development costs
The reserve for development costs comprises recognised development costs less related deferred tax liabilities. The reserve cannot be used as dividend or for covering losses. The reserve is reduced or dissolved if the recognised development costs are amortised or abandoned. This is done by direct transfer to the distributable reserves of the equity.
111
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Gubra Annual Report 2024
In 2024, Gubra Alpha ApS and Gubra Beta ApS were established as 100% owned subsidiaries. In 2023, 100% of the shares in Minigut ApS was acquired and Gubra Inc was established. The cost of the investments in 2024 comprise cash contributions consideration of DKK 74,380 thousands.
It is Management’s assessment that no indications of impairment existed at 31 December 2024. Impairment tests have therefore not been carried out for subsidiaries.
No dividends have been paid during 2024.
Note 3 Investments in subsidiaries
ACCOUNTING POLICIES
Investments in subsidiaries are measured using the equity method. Initially, the investment is recognized at cost and subsequently it is adjusted for the subsidiary's net result after tax as the subsidiaries are fully owned by the Parent.
DKK’000
2024
2023
Cost at 1 January
35,168
28,677
Investments during the year
74,380
5,864
10% pre-tax profit for Gubra Green ApS
-
627
Cost at 31 December
109,548
35,168
Value adjustments at 1 January
631
(10)
Profit/(loss) after tax
1,982,141
641
Value adjustments at 31 December
1,982,772
631
Carrying amount at 31 December
2,092,320
35,799
Note 4 Revenue from contracts with customers
See Note 4 in Consolidated Financial Statements
112
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Gubra Annual Report 2024
Note 5 Breakdown of costs by nature
Other operating expenses under cost of sales comprise mate- rials directly associated with revenue generating projects and raw materials and consumables, such as mice, diets, chemicals, etc., that are consumed in the provision of the services.
Other operating expenses under selling, general and administrative costs comprise primarily costs related to conferences, campaigns, advertising and travel costs as well as costs related to facilities, human resources, information
technology, procurement and logistics and other administrative functions and costs related to accounting and legal services.
Other operating expenses under research and development comprise primarily research and development consumables as well as external research and development costs as part of the Parent's research and development for clinical activities are performed by third-party laboratories, medical centres or clinical research outsourcing partners .
ACCOUNTING POLICIES
Cost of sales
Cost of sales include costs directly associated with fulfilling performance obligations. Cost of sales include direct materials, direct labour (including share-based payments), all direct overheads, including depreciation and impairment of property, plant and equipment, and indirect overheads that can reasonably be allocated to the production function.
Selling, general and administrative costs
Selling, general and administrative costs comprise expenses incurred for the Group’s administrative functions, marketing costs, travel, wages and salaries and share-based payments for staff and Management, stationery and office supplies, and amortisation, depreciation and impairment losses for property, plant and equipment used for administration of the Parent.
Research and development costs
Research and development costs comprise research costs, costs of development projects not qualifying for recognition in the balance sheet, wages and salaries and share-based payments for research and development staff, and amortisa- tion and impairment losses relating to development projects.
The following table breaks down costs by nature:
DKK’000
2024
2023
Staff costs
179,306
155,653
Depreciation amortisation and impairments
14,840
9,185
Other operating expenses
120,102
88,664
Total
314,248
253,502
Included in cost of sales:
Staff costs
70,692
65,141
Depreciation amortisation and impairments
5,570
3,015
Other operating expenses
24,630
21,196
Total
100,892
89,352
Included in selling, general and administrative costs:
Staff costs
60,975
47,415
Depreciation amortisation and impairments
351
286
Other operating expenses
39,592
27,233
Total
100,918
74,934
Included in research and development costs:
Staff costs
47,639
43,097
Depreciation amortisation and impairments
8,919
5,884
Other operating expenses
55,880
40,235
Total
112,438
89,216
113
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Gubra Annual Report 2024
Note 8 Depreciation and amortisation
DKK’000
2024
2023
Depreciation and amortisation
Depreciation of property, plant and equipment
11,614
7,259
Amortisation of intangible assets
3,226
1,926
Total
14,840
9,185
DKK’000
2024
2023
Financial income
Financial income
7,570
4,411
Other financial income
5,819
5,781
Foreign exchange rate effects
342
447
Total financial income
13,731
10,639
Financial costs
Interest costs on lease liabilities
6,591
4,694
Other financial costs
464
214
Total interest costs related to financial liabilities not at fair value through profit or loss
7,055
4,908
Foreign exchange rate effects
(466)
1,054
Total financial costs
6,589
5,962
Note 7 Share-based remuneration
See Note 7 in the Consolidated Financial Statements
Note 6 Staff costs
See Note 6 in the Consolidated Financial Statements
Note 9 Financial income and expenses
114
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Gubra Annual Report 2024
Note 10 Income tax expense
DKK’000
2024
2023
Current tax
Current tax on profit for the year
1,977,500
(185)
Tax adjustment prior years
(435)
1,548
Deferred income tax
-
72
Income tax expense
1,977,065
1,435
DKK’000
2024
%
2023
%
Reconciliation of effective tax rate
Tax at the Danish tax rate of 22%:
(9,146)
22%
(9,620)
22%
Tax adjustment prior years
(435)
1.0%
1,548
(3.5%)
Tax effects of:
Non-deductible expenses
238
(0.6%)
19
(0.0%)
Share-based payments
(9,858)
23.7%
1,661
(3.8%)
Deduction for research and development
(1,940)
4.7%
(1,075)
2.5%
Group internal transfer
1,977,500
(4756.6%)
-
0.0%
Unrecorded deferred tax assets
20,741
(49.9%)
9,236
(21.1%)
Other
(35)
0.1%
(333)
0.8%
Income tax expense
1,977,065
(4755.6%)
1,435
(3.3%)
Note 11 Deferred tax
See Note 11 in the Consolidated Financial Statements
Note 12 Intangible assets
See Note 12 in the Consolidated Financial Statements
115
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Gubra Annual Report 2024
Note 13 Property, plant and equipment
DKK’000
Land and buildings
Other fixtures, fittings and equipment
Total
Carrying amount 31 December 2022
3,434
5,094
8,529
Cost:
Additions
-
5,840
5,840
Disposals
(3,434)
-
(3,434)
Additions and disposals 2023
(3,434)
5,840
2,407
Depreciation and impairment:
Depreciation charge
-
(2,576)
(2,576)
Depreciation and impairment 2023
-
(2,576)
(2,576)
Carrying amount 31 December 2023
-
8,359
8,359
Cost:
Additions
-
15,080
15,080
Additions and disposals 2024
-
15,080
15,080
Depreciation and impairment:
Depreciation charge
-
(3,869)
(3,869)
Depreciation and impairment 2024
-
(3,869)
(3,869)
Carrying amount 31 December 2024
-
19,570
19,570
Note 14 Leases
See Note 14 in the Consolidated Financial Statements
Note 15 Financial assets and financial liabilities
See Note 15 in the Consolidated Financial Statements
116
Consolidated Financial Statements
Introduction
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ESG
Parent Company
Financial Statements
Gubra Annual Report 2024
Other contingent liabilities
The Group does not have any contingent liabilities.
Gubra A/S is the administration company and subject to the Danish rules on mandatory joint taxation of the Group. Gubra A/S accordingly pays all income taxes to the tax authorities under the joint taxation scheme. Danish subsidiaries are inclu- ded in the joint taxation from the date when they are included in the consolidated financial statements and up to the date when they are excluded from the consolidation. The jointly
taxed Danish companies are taxed under the on-account tax scheme.
On payment of joint taxation contributions, the current Danish income tax is allocated between the Danish jointly taxed companies in proportion to their taxable income.
In addition, tax on profit/loss and deferred tax are calculated and recognised as described in note 10 and 11 in the consoli- dated financial statements.
Note 17 Commitments and contingent liabilities
Assets pledges as security
DKK’000
2024
2023
The following assets have been placed as security with group assets representing a nominal value of DKK 6.000.000:
Other fixtures and fittings, tools and equipment
19,570
8,359
Trade receivables
31,629
52,912
Note 16 Financial risk management
See Note 16 in the Consolidated Financial Statements
Note 18 Share capital
See Note 19 in the Consolidated Financial Statements
Note 19 Capital management
See Note 20 in the Consolidated Financial Statements
117
Consolidated Financial Statements
Introduction
Our Business
ESG
Parent Company
Financial Statements
Gubra Annual Report 2024
Non-audit services provided by PwC Denmark amounted to DKK 0.6 million in 2024, primarily containing advisory services in relation to creation of the subsidiaries, Gubra Alpha ApS and Gubra Beta ApS, accounting services, tax and VAT advice.
Note 21 Fee to auditors appointed at the general meeting
DKK’000
2024
2023
PricewaterhouseCoopers
Audit fee
622
550
Other assurance services
60
598
Tax advisory services
684
189
Other services
22
1,754
Total
1,388
3,091
Note 20 Related party transactions
In addition to the information mentioned in Note 21 in Consolidated Financial Statements, the Parent Company's related parties include its subsidiaries (refer to note 3 in the Parent Company financial statements).
Refer to note 6 in the consolidated financial statements for details about Management remuneration.
Note 22 Proposed appropriation of net profit
DKK’000
2024
2023
Proposed appropriation of net profit
Dividends to shareholders
-
-
Reserves
(36,498)
(45,165)
Proposed dividend per share
-
-
Note 23 Subsequent events
See Note 24 in Consolidated Financial Statements
