Corporate information
The financial statements of Nykode Therapeutics ASA and its subsidiaries (\"Nykode\" or \"the Group\") for the year ended December 31, 2024 were authorized for issue in accordance with a Board resolution on April 28, 2025. Nykode Therapeutics ASA (\"Parent Company\" or \"Parent\") has shares traded on the Oslo Stock Exchange, with the ticker symbol NYKD. Nykode Therapeutics ASA is incorporated and domiciled in Norway, and the address of its registered office is Gaustadall\u00e9en 21, 0349 Oslo, Norway.
New and amended IFRS Accounting Standards that are effective for the current year in the current year
The Group has applied a number of amendments to IFRS Accounting Standards issued by the International Accounting Standards Board (IASB) that are mandatory effective for an accounting period that begins on or after 1 January 2024. Their adoption has not had any material impact on the disclosures or on the amounts reported in these financial statements.
Amendments to IAS 1 - Presentation of Financial Statements: Classification of Liability as current or non-current:
The amendments clarify the criteria for classifying liabilities as current or non-current and require disclosure when a liability classified as non-current is contingent on compliance with future covenants within twelve months. The amendments are applied retrospectively.
In January 2020 and October 2022, the IASB issued amendments to paragraphs 69 to 76 of IAS 1 to specify the
requirements for classifying liabilities as current or non-current.
The amendments clarify:
\u2022What is meant by a right to defer settlement
\u2022That a right to defer must exist at the end of the reporting period
\u2022That classification is unaffected by the likelihood that an entity will exercise its deferral right
\u2022That only if an embedded derivative in a convertible liability is itself an equity instrument would the terms of a liability not impact its classification.
In addition, a requirement has been introduced to require disclosure when a liability arising from a loan agreement is classified as non-current and the entity\u2019s right to defer settlement is contingent on compliance with future covenants within twelve months.
The amendment did not have a material impact on the Group\u2019s financial statement.
Amendments to IFRS 16 - Lease Liability in a Sale and Leaseback
The amendments specify how a seller-lessee should measure lease liabilities in a sale and leaseback transaction to ensure that no gain or loss is recognized in relation to the retained right-of-use asset. The amendments apply retrospectively to sale and leaseback transactions entered into after the initial application of IFRS 16.
The amendment had no impact on the Group\u2019s consolidated financial statement.
Amendments to IAS 7 and IFRS 7 - Supplier Finance Arrangements
The amendments introduce new disclosure requirements to enhance transparency regarding supplier finance arrangements, providing users of financial statements with a better understanding of their impact on an entity\u2019s liabilities, cash flows, and exposure to liquidity risk.
The amendments had no impact on the Group\u2019s consolidated financial statements.
New and revised IFRS Accounting Standards in issue but not yet effective
\u00a0
Amendments to IAS 21 -The Effects of Changes in Foreign Exchange Rates - Lack of Exchangeability
On August 15, 2023, the IASB issued amendments to IAS 21 The Effects of changes in foreign exchange rates following a submission on how to determine exchange rates when a currency is not exchangeable. The amendments address the lack of explicit guidance in the previous standard, requiring entities to assess when a currency is exchangeable and, if not, estimate the spot exchange rate. These changes aim to reduce diversity in practice. The amendments are mandatory effective from 1 January 2025.
These amendments are not expected to have an impact on the Group\u2019s financial statements.
Amendments to IFRS 9 and IFRS 7 - Classification and Measurement of Financial Instruments
In May 2024, the IASB issued amendments to IFRS 9 and
IFRS 7 following feedback from the IFRS Interpretations Committee and post-implementation reviews.
Key changes include:
\u2022Derecognition of financial liabilities settled via electronic transfers.
\u2022Classification of financial assets, including:
\u2022Elements of interest in a basic lending arrangement (the solely payments of principle and interest \u00a0\u00a0\u00a0\u00a0assessment \u2013\u2018SPPI test\u2019)
\u2022Contractual terms that change the timing or amount of contractual cash flows
\u2022Financial assets with non-recourse features
\u2022Investments in contractually linked instruments
Disclosures for equity instruments designated at fair value through other comprehensive income
Entities can early adopt amendments related to financial asset classification and disclosures, with the remaining amendments applicable later. This is particularly useful for financial instruments with ESG-linked features.
The amendments are not expected to have a material impact in the Group\u2019s financial statement.
Amendments to IFRS 9 and IFRS 7 - Contracts referencing Nature dependent Electricity
In December 2024, the IASB issued amendments to IFRS 9 and IFRS 7 for better reporting of nature-dependent electricity contracts (e.g., power purchase agreements).
Key changes include:
\u2022Clarification of the \u2018own-use\u2019 requirements
\u2022Permitting hedge accounting for these contracts
\u2022New disclosure requirements to improve transparency
These amendments apply to reporting periods starting 1 January 2026, with early application allowed.
The amendments are not expected to have a material impact on the Group\u2019s financial statement.
Amendments to IFRS 18 Presentation and Disclosure in Financial Statements
In April 2024, the IASB issued IFRS 18, which replaces IAS 1 Presentation of Financial Statements.
IFRS 18 introduces new requirements for presentation within the statement of profit or loss, including specified totals and subtotals. Furthermore, entities are required to classify all income and expenses within the statement of profit or loss into one of five categories: operating, investing, financing, income taxes and discontinued operations, whereof the first three are new. It also requires disclosure of newly defined management-defined performance measures, subtotals of income and expenses, and includes new requirements for aggregation and disaggregation of financial information based on the identified \u2018roles\u2019 of the primary financial statements and the notes.
In addition, narrow-scope amendments have been made to IAS 7 Statement of Cash Flows, which include changing the starting point for determining cash flows from operations under the indirect method, from \u2018profit or loss\u2019 to \u2018operating profit or loss\u2019 and removing the optionality around classification of cash flows from dividends and interest. In addition, there are consequential amendments to several other standards. IFRS 18, and the amendments to the other standards, is effective for reporting periods beginning on or after 1 January 2027, but earlier application is permitted and must be disclosed. IFRS 18 will apply retrospectively.
The amendments are expected to have an impact on the Group\u2019s financial statements.
IFRS 19 Subsidiaries without Public Accountability:
On May 2024, the IASB issued IFRS 19\u00a0 Subsidiaries without Public Accountability, which allows eligible entities to elect to apply its reduced disclosure requirements while still applying the recognition, measurement and presentation requirements in other IFRS accounting standards. To be eligible, at the end of the reporting period, an entity must be a subsidiary as defined in IFRS 10, cannot have public accountability and must have a parent (ultimate or intermediate) that prepares consolidated financial statements, available for public use, which comply with IFRS accounting standards. IFRS 19 will become effective for reporting periods beginning on or after 1 January 2027, with early application permitted.
The financial statements of the Group and Parent Company comprise statement of comprehensive income, statement of financial position, statement of cash flows, statement of changes in equity, and related notes. The financial statements have been prepared in accordance with International Financial Reporting Standards as adopted by the European Union (\"IFRS\u00ae\").
The financial statements have been prepared on a historical cost basis, except for financial instruments measured at fair value. The financial statements are prepared based on the going concern assumption.
Comparative financial information is provided for the preceding period in the statement of comprehensive income, statement of financial position, statement of equity and statement of cash flows.
The consolidated financial statements comprise the financial statements of the Parent Company and its subsidiaries as at December 31, 2024. Control is achieved when the Group is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee.
Inter-company transactions, balances and unrealized gains on transactions between group companies are eliminated. Unrealized 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.
Presentation currency and functional currency
The financial statements of the Group and Parent Company comprise statement of comprehensive income, statement of financial position, statement of cash flows, statement of changes in equity, and related notes. The financial statements have been prepared in accordance with International Financial Reporting Standards as adopted by the European Union (\"IFRS\u00ae\").
The financial statements have been prepared on a historical cost basis, except for financial instruments measured at fair value. The financial statements are prepared based on the going concern assumption.
Comparative financial information is provided for the preceding period in the statement of comprehensive income, statement of financial position, statement of equity and statement of cash flows.
The consolidated financial statements comprise the financial statements of the Parent Company and its subsidiaries as at December 31, 2024. Control is achieved when the Group is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee.
Inter-company transactions, balances and unrealized gains on transactions between group companies are eliminated. Unrealized 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.
Presentation currency and functional currency
The consolidated financial statements comprise the financial statements of the Parent Company and its subsidiaries as at December 31, 2024. Control is achieved when the Group is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee.
Inter-company transactions, balances and unrealized gains on transactions between group companies are eliminated. Unrealized 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.
Presentation currency and functional currency
Nykode\u2019s material accounting policies are described in each of the individual notes to the consolidated financial statements. Accounting policies listed below are regarded as the principal accounting policies applied by Management:
\u2022Revenue from contracts with customers (note 2.2)
\u2022Right-of-use assets and lease liabilities (note 3.2)
The preparation of the financial statements in accordance with IFRS and applying the chosen accounting policies requires management to make judgements, estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances. Actual results may differ from these estimates. The estimates and the underlying assumptions are reviewed on an ongoing basis.
The accounting policies applied by management which includes a significant degree of estimates and assumptions or judgements that may have the most significant effect on the amounts recognized in the financial statements, are summarized below:
Accounting judgements:
\u2022Determining the performance obligations under the Regeneron Agreement (note 2.2)
\u2022Determining whether deferred tax assets should be recognized (note 5.1)
A detailed description of the significant accounting judgements is included in the individual note where applicable.
Estimates and assumptions:
\u2022Identification of performance obligations (note 2.2)
\u2022Measurement of deferred tax liability (note 5.1)
Nykode based its assumptions and estimates on parameters available when the financial statements were prepared. Existing circumstances and assumptions about future developments, however, may change due to market changes or circumstances arising that are beyond the control of the Group. Such changes are reflected in the assumptions when they occur.
A detailed description of the significant estimates and assumptions are included in the individual note where applicable.
Operating segments are reported in a manner consistent with the internal reporting provided to the Chief Operating Decision Maker (\u201cCODM\u201d) for segment performance and resource allocation. This is reported as one segment as the nature of the activities are similar across the Group. Nykode has identified the Board of Directors as the CODM
In the table below non-current assets are broken down by geographical areas based on the location of the operations:
Group | Parent | ||||
31.12.2024 | 31.12.2023 | Non-current assets | 31.12.2024 | 31.12.2023 | |
35,726 | 41,593 | Norway | 35,727 | 41,593 | |
689 | 917 | Denmark | \u2013 | \u2013 | |
36,415 | 42,510 | Total non-current assets | 35,727 | 41,593 |
Non-current assets for this purpose consist of property, plant and equipment, intangible assets, right-of-use assets and other non-current receivables.
Revenue from contracts with customers that amounted to more than 10% of the Groups revenue in 2024 and 2023 is as follows:
Group | Parent | ||||
2024 | 2023 | Revenue from contracts with customers | 2024 | 2023 | |
8,453 | 12,045 | Revenue from Customer 1 | 8,453 | 12,045 | |
226 | 857 | Revenue from Customer 2 | 226 | 857 | |
8,679 | 12,902 | Total revenue from contracts with customers | 8,679 | 12,902 |
ACCOUNTING POLICIES
Revenue from sale of licenses
Revenue from sale of licenses relates to the sale of intellectual property (\u201cIP\u201d). For licenses of intellectual property that are distinct (or represent the predominant item of a combined performance obligation), the Group assesses whether the license provides the customer with a right to access the Nykode IP as it exists throughout the license period (\"a right to access\") or a right to use the Nykode IP as it exists at the point in time in which the license is granted (\"a right to use\"). Revenue from licenses that provide the customer with \"a right to access\" is accounted for over time as the performance occurs. Revenue from licenses with \"a right to use\" is recognized at the time when the license is granted to the customer and when the customer is able to use and benefit from the license.
Revenue from R&D services
Revenue from conduction of R&D services relates to Nykode\u2019s delivery of R&D activities. Revenue is recognized over time or point in time based on the type of R&D activities. R&D activities that are delivered based on specific instructions and Nykode has an unconditional right to consideration once performed. Nykode also delivers R&D activities on specific projects where it conducts research and provides the customer with the clinical outcome. Such services are recognized as performance obligations satisfied over time. Revenue is recognized based on the stage of completion of the contract, this is based on the actual incurred cost relative to the total expected cost for these services.
Variable consideration
If the consideration in a contract includes a variable amount, Nykode estimates the amount of consideration to which it will be entitled in exchange for transferring the goods and services to the customer. The variable consideration is estimated at contract inception and constrained until it is highly probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the associated uncertainty with the variable consideration is subsequently resolved.
Amounts of variable consideration of sale-based royalties promised in the exchange for a license of intellectual property are not included in the transaction price or recognized as revenue until the subsequent sale occurs.
Transaction price
Nykode allocates the total transaction price in proportion to the stand-alone selling price of each promised good or service in a contract. If a stand-alone selling price is not directly
observable, Nykode estimates the stand-alone selling price that best depicts the amount of consideration to which the Group expects to be entitled in exchange for transferring the goods or services to the customer.
Following the termination of the agreement with Genentech in November 2024, Nykode has recognized the remaining contract liability as revenue per 31.12 2024.
Group | Parent | |||||
2024 | 2023 | Revenue from contracts with customers | 2024 | 2023 | ||
8,679 | 12,902 | R&D services | 8,679 | 12,902 | ||
8,679 | 12,902 | Total revenue | 8,679 | 12,902 |
Group | Parent | |||||
2024 | 2023 | Geographical distribution | 2024 | 2023 | ||
8,679 | 12,902 | United States of America | 8,679 | 12,902 | ||
8,679 | 12,902 | Total revenue | 8,679 | 12,902 |
The revenue information above is based on the locations of the customers.
Group | Parent | |||||
2024 | 2023 | Timing of revenue recognition | 2024 | 2023 | ||
226 | 857 | Goods/services transferred at a point in time | 226 | 857 | ||
8,453 | 12,045 | Services transferred over time | 8,453 | 12,045 | ||
8,679 | 12,902 | Total revenue | 8,679 | 12,902 |
The transaction price allocated to the remaining performance obligations (unsatisfied or partially unsatisfied) as at December 31 are as follows:
Group | Parent | |||||
2024 | 2023 | 2024 | 2023 | |||
\u2013 | 5,904 | Within one year | \u2013 | 5,904 | ||
\u2013 | 2,556 | More than one year | \u2013 | 2,556 | ||
\u2013 | 8,460 | Total | \u2013 | 8,460 |
Following the termination of the agreement with Genetech, Nykode no longer has any performance obligations as per \u00adDecember 31, 2024
MATERIAL ACCOUNTING JUDGEMENTS AND ESTIMATES
Significant accounting judgements and estimates related to the Regeneron Agreement and the Genentech Agreement are listed below.
Determining the performance obligations
Regeneron Agreement
Based on an overall assessment of the agreement and the nature of the deliverables it has been determined that the license of intellectual property, the R&D activities and the manufacturing services do not significantly modify each other and are three distinct performance obligations. It has further been assessed that Nykode is not providing a significant service of integrating these deliverables into one
combined output. Also, the use of the license is not highly dependent on, or highly interrelated with, the R&D activities or the manufacturing services. In making these assessments, emphasis has been put on the standardized nature of the R&D services and the manufacturing services and the fact that a third-party Clinical Research Organization or Contract Manufacturing Organization could have provided these services to Regeneron under their supervision.
Estimates of variable consideration
The assessment of amounts included in the transaction price upon inception of the contract is subject to judgement as there may be significant uncertainty related to the total consideration to be paid under the agreement
\u00a0
Contract balances
Contract assets and contract liabilities relate to revenue earned from ongoing services. As such, the balances of these accounts vary and depend on the number of ongoing projects at the end of the year. The Group presents its trade receivables arising from contracts with customers separately from contract assets and contract liabilities. Accounting policies and balances for trade receivables are presented in note 2.5 and contract assets and contract liabilities are presented in note 2.8.
ACCOUNTING POLICIES
Revenue from sale of licenses
Group | Parent | |||||
2024 | 2023 | Employee benefit expenses | 2024 | 2023 | ||
19,660 | 18,847 | Salaries | 13,036 | 12,898 | ||
2,173 | 2,699 | Social security costs | 2,173 | 2,699 | ||
2,407 | 2,057 | Pension costs | 1,086 | 1,057 | ||
3,789 | 3,700 | Share-based payment expense | 1,141 | 1,581 | ||
(2) | (826) | Social security cost on share-based payments | (2) | (826) | ||
2,349 | \u2014 | Termination benefits | 1,749 | \u2014 | ||
661 | 1,005 | Other employee expenses | 558 | 922 | ||
31,037 | 27,482 | Total employee benefit expenses | 19,741 | 18,331 | ||
167 | 159 | Average number of full-time employees (FTEs) | 132 | 129 |
Pensions
The Group has a defined contribution pension plan for its employees which satisfies the statutory requirements under the Norwegian law on required occupational pension (\u201clov om obligatorisk tjenestepensjon\u201d). For the Group's employees in Denmark, the Group has established a pension scheme which satisfies the requirements under Danish law.
The schemes are defined contribution plans. Contributions are paid to pension insurance plans and charged to the income statement in the period to which the contributions relate. Once the contributions have been paid, there are no further payment obligations.
At the end of the reporting period, members of the Board of Directors and Executive Management held shares and warrants/options in Nykode Therapeutics ASA. For information on remuneration to Executive Management and the Board of Directors, see note 6.1.
Group | Parent | |||||
2024 | 2023 | Other operating expenses | 2024 | 2023 | ||
14,734 | 29,358 | Research and development expenses | 14,731 | 29,355 | ||
2,118 | 3,142 | Consulting fees | 2,068 | 3,107 | ||
1,200 | 1,723 | Legal expenses | 1,084 | 1,633 | ||
2,536 | 2,723 | Operating materials | 2,536 | 2,723 | ||
1,027 | 1,413 | Audit and accounting fees | 875 | 1,278 | ||
515 | 933 | Lease expenses | 378 | 707 | ||
109 | 503 | Duty and handling costs | 108 | 500 | ||
876 | 1,014 | Travel expenses | 548 | 709 | ||
\u2013 | \u2013 | Purchase of services from subsidiaries | \u2013 | 8,796 | ||
1,088 | 992 | Other operating expenses | 878 | 756 | ||
24,201 | 41,801 | Total other operating expenses | 23,206 | 49,564 |
Total research and development expenses for 2024 were USD 39.7 million (USD 51.2 million for 2023), of which USD 14.7 million (USD 29.4 million) was recognized as other operating expense, with the remainder recognized as employee benefit expenses in the statement of comprehensive income.
Group | Parent | |||||
2024 | 2023 | Auditor fees | 2024 | 2023 | ||
779 | 1,100 | Audit fee | 761 | 1,088 | ||
\u2013 | 6 | Assurance services | \u2013 | 6 | ||
18 | 20 | Tax services | \u2013 | 20 | ||
16 | \u2013 | Other services | 1 | \u2013 | ||
813 | 1,126 | Total remuneration to the auditor | 762 | 1,114 |
Audit fee:
The amounts above are excluding VAT.
Total research and development expenses for 2024 were USD 39.7 million (USD 51.2 million for 2023), of which USD 14.7 million (USD 29.4 million) was recognized as other operating expense, with the remainder recognized as employee benefit expenses in the statement of comprehensive income.
Group | Parent | |||||
2024 | 2023 | Auditor fees | 2024 | 2023 | ||
779 | 1,100 | Audit fee | 761 | 1,088 | ||
\u2013 | 6 | Assurance services | \u2013 | 6 | ||
18 | 20 | Tax services | \u2013 | 20 | ||
16 | \u2013 | Other services | 1 | \u2013 | ||
813 | 1,126 | Total remuneration to the auditor | 762 | 1,114 |
Audit fee:
The amounts above are excluding VAT.
Group | Parent | ||||
31.12.2024 | 31.12.2023 | Trade receivables | 31.12.2024 | 31.12.2023 | |
\u2013 | \u2013 | Trade receivables from customers at nominal value | \u2013 | \u2013 | |
\u2013 | \u2013 | Total trade receivables | \u2013 | \u2013 | |
31.12.2024 | 31.12.2023 | Other receivables | 31.12.2024 | 31.12.2023 | |
522 | 750 | VAT receivable | 497 | 680 | |
386 | 115 | Government grants receivables | 386 | 115 | |
760 | 2,007 | Prepaid expenses | 666 | 1,906 | |
\u2013 | 201 | Other receivables | \u2013 | 200 | |
\u2013 | \u2013 | Receivables from group companies | 19 | \u2013 | |
1,668 | 3,073 | Total other receivables | 1,568 | 2,901 |
The credit risk of financial assets has not increased significantly from initial recognition.
For details regarding the Group's procedures on managing credit risk, reference is made to note 4.3.
No credit losses allowance are recognized at year end 2024 or 2023.
Group | Parent | ||||
31.12.2024 | 31.12.2023 | Trade and other payables | 31.12.2024 | 31.12.2023 | |
864 | 1,327 | Trade payables | 732 | 1,203 | |
918 | 1,529 | Withholding payroll taxes and social security | 918 | 1,303 | |
415 | 1,215 | Accruals for payroll, bonus and board remuneration | 367 | 606 | |
1,482 | 2,993 | Other accrued expenses | 1,441 | 2,960 | |
\u2013 | \u2013 | Payables to group companies | 304 | 839 | |
3,679 | 7,064 | Total trade and other payables | 3,762 | 6,911 |
For trade and other payables aging analysis, see note 4.2.
The Group classifies provisions in the following categories:
\u2022\u00a0\u00a0\u00a0\u00a0Salary related costs: Contains a provision for accrued holiday pay.
\u2022\u00a0\u00a0\u00a0\u00a0Restructuring provision: Contains redundancy costs incurred in 2024 due to workforce reductions. The provi\u00adsions includes personnel-related expenses such as salaries, severance packages and costs for consultants supporting the restructuring process.
\u2022Social security for share-based payments: Contains a provision for the accrued social security on share options and restrictive share units which will be paid when the options are exercised/fully vested.
\u2022Onerous contract: Contains the recognition of an onerous contract for R&D services to a customer.
A provision is made and calculated based on management assumptions at the time the provision is made and is updated as and when new information becomes available. All provisions are reviewed at the end of the financial year.
Other commitments and contingencies
Contingent liabilities are not recognized in the annual accounts. Significant contingent liabilities are disclosed, with the exception of contingent liabilities where the possibility of an outflow of economic resources is considered remote.
Contingent assets are not recognized in the annual accounts but are disclosed when an inflow of economic benefits is considered probable.
The Group has no contingent assets or liabilities that meet the criteria for disclosure.
Other commitments
The Group did not provide guarantees to or on behalf of third parties or related parties. The Group has no other significant commitments to disclose.
Onerous contracts
Present obligations arising under onerous contracts are recognized and measured as provisions. An onerous contract is considered to exist where the Group has a contract
under which the unavoidable costs of meeting the obligations under the contract exceed the economic benefits expected to be received under it.
Reconciliation of provisions:
Group | |||||
Amounts in USD '000 | Salary related costs | Restructuring provision | Social security for share based payments | Onerous | Total |
At January 1, 2023 | 1,653 | 861 | 5,230 | 7,744 | |
Additional provisions made | 1,874 | \u2014 | \u2014 | 1,876 | |
Amounts used | (1,147) | \u2014 | (588) | (3,354) | (5,089) |
Unused amounts reversed | (506) | \u2014 | (273) | \u2014 | (779) |
At December 31, 2023 | 1,874 | 0 | 2 | 1,876 | 3,752 |
Current provisions | 1,874 | \u2014 | 1,876 | 3,750 | |
Non-current provisions | \u2014 | \u2014 | 2 | \u2014 | 2 |
At January 1, 2024 | 1,874 | \u2014 | 2 | 1,876 | 3,752 |
Additional provisions made | 1,723 | 3,114 | \u2014 | 4,837 | |
Amounts used | (1,438) | (734) | (291) | (2,463) | |
Unused amounts reversed | (436) | (2) | (1,585) | (2,023) | |
At December 31, 2024 | 1,723 | 2,380 | \u2014 | \u2014 | 4,103 |
Current provisions | 1,723 | 2,380 | \u2014 | \u2014 | 4,103 |
Non-current provisions | \u2014 | \u2014 | \u2014 | ||
Parent | |||||
Amounts in USD '000 | Salary related costs | Restructuring provision | Social security for share based payments | Onerous | Total |
At January 1, 2023 | 1,444 | \u2014 | 861 | 5,230 | 7,534 |
Additional provisions made | 1,489 | \u2014 | \u2014 | 1,491 | |
Amounts used | (1,144) | \u2014 | (588) | (3,354) | (5,086) |
Unused amounts reversed | (300) | \u2014 | (273) | \u2014 | (573) |
At December 31, 2023 | 1,489 | \u2014 | 2 | 1,875 | 3,366 |
Current provisions | 1,489 | \u2014 | 1,875 | 3,364 | |
Non-current provisions | \u2014 | \u2014 | 2 | \u2014 | 2 |
At January 1, 2024 | 1,489 | \u2014 | 2 | 1,875 | 3,366 |
Additional provisions made | 1,431 | 2,386 | 3,817 | ||
Amounts used | (1,406) | (587) | (291) | (2,284) | |
Unused amounts reversed | (83) | (2) | (1,584) | (1,669) | |
At December 31, 2024 | 1,431 | 1,799 | \u2014 | \u2014 | 3,231 |
Current provisions | 1,431 | 1,799 | \u2014 | \u2014 | 3,230 |
Non-current provisions | \u2014 | \u2014 | \u2014 |
The Group classifies provisions in the following categories:
\u2022\u00a0\u00a0\u00a0\u00a0Salary related costs: Contains a provision for accrued holiday pay.
\u2022\u00a0\u00a0\u00a0\u00a0Restructuring provision: Contains redundancy costs incurred in 2024 due to workforce reductions. The provi\u00adsions includes personnel-related expenses such as salaries, severance packages and costs for consultants supporting the restructuring process.
\u2022Social security for share-based payments: Contains a provision for the accrued social security on share options and restrictive share units which will be paid when the options are exercised/fully vested.
\u2022Onerous contract: Contains the recognition of an onerous contract for R&D services to a customer.
A provision is made and calculated based on management assumptions at the time the provision is made and is updated as and when new information becomes available. All provisions are reviewed at the end of the financial year.
Other commitments and contingencies
Contingent liabilities are not recognized in the annual accounts. Significant contingent liabilities are disclosed, with the exception of contingent liabilities where the possibility of an outflow of economic resources is considered remote.
Contingent assets are not recognized in the annual accounts but are disclosed when an inflow of economic benefits is considered probable.
The Group has no contingent assets or liabilities that meet the criteria for disclosure.
Other commitments
The Group did not provide guarantees to or on behalf of third parties or related parties. The Group has no other significant commitments to disclose.
Onerous contracts
Present obligations arising under onerous contracts are recognized and measured as provisions. An onerous contract is considered to exist where the Group has a contract
under which the unavoidable costs of meeting the obligations under the contract exceed the economic benefits expected to be received under it.
ACCOUNTING POLICIES
Contract liabilities
A contract liability is recognized if a payment is received or a payment is due (whichever is earlier) from a customer before the Group transfers the related goods or services. Contract liabilities are recognized as revenue when the Group performs under the contract (i.e., transfers control of the related goods or services to the customer). Contract asset or contract liability positions are presented on a net basis for each contract.
Group | Parent | ||||
2024 | 2023 | Contract assets/liabilities (-) | 2024 | 2023 | |
(8,233) | (19,736) | At January 1 | (8,233) | (19,736) | |
\u2014 | \u2014 | Additions | \u2014 | \u2014 | |
(220) | (542) | Reclassified to trade receivables | (220) | (542) | |
8,453 | 12,045 | Rendering of service in the period | 8,453 | 12,045 | |
\u2014 | (8,233) | Total contract assets/liabilities (-) at December 31 | \u2014 | (8,233) |
Contract liabilities are recognized when fulfilling performance obligations, mainly from the recognition of the service com\u00adponent under the Genentech Agreement where progress is measured over time (See note 2.2). When the consideration becomes unconditional, the contract assets will be reclassified to trade receivables. The main part of the changes to contract assets/liabilities in the period are related to milestone payments received, and reclassification to trade receivables.
The contract liability is classified as a current liability as it will be realized in the entity's normal operating cycle.
Following the termination of the agreement with Genentech in November 2024, Nykode has recognized the remaining \u00adcontract liability as revenue per 31.12 2024.
ACCOUNTING POLICIES
Contract liabilities
A contract liability is recognized if a payment is received or a payment is due (whichever is earlier) from a customer before the Group transfers the related goods or services. Contract liabilities are recognized as revenue when the Group performs under the contract (i.e., transfers control of the related goods or services to the customer). Contract asset or contract liability positions are presented on a net basis for each contract.
Group | Parent | ||||
31.12.2024 | 31.12.2023 | Other non-current receivables | 31.12.2024 | 31.12.2023 | |
6 | 8 | Deposits | 5 | 8 | |
28,595 | 31,915 | Tax receivable | 28,595 | 31,915 | |
28,601 | 31,923 | Total other non-current receivables | 28,600 | 31,923 |
A significant component of the other non-current receivable per December 31, 2024 and December 31, 2023 is the payment to the Norwegian Tax Authorities (NTA) following their negative decision, where the NTA reiterated their position that the up-front payments received under a license agreement entered into in 2020 should be treated as taxable income in full in 2020, rather than the use of taxable gain/loss account whereby part of the taxable income would be deffered to subsequent years.
Group | Parent | ||||||||
Machinery and plant | Fixtures, office machinery etc. | Lab facility | Total | Machinery and plant | Fixtures, office machinery etc. | Lab facility | Total | ||
2,712 | 731 | 599 | 4,042 | Cost as at January 1, 2023 | 2,712 | 731 | 599 | 4,042 | |
1,374 | 152 | \u2014 | 1,526 | Additions | 1,374 | 35 | \u2014 | 1,409 | |
(107) | 107 | \u2014 | \u2014 | Reclassifications | (107) | 107 | \u2014 | \u2014 | |
(158) | (57) | \u2014 | (215) | Disposals and write-offs | (158) | -57 | \u2014 | (215) | |
4,086 | 883 | 599 | 5,568 | Cost as at December 31, 2023 | 4,086 | 766 | 599 | 5,451 | |
57 | 20 | \u2014 | 77 | Additions | 57 | 20 | \u2014 | 77 | |
\u2014 | (15) | \u2014 | (15) | Disposals and write-offs | \u2014 | (15) | \u2014 | (15) | |
\u2014 | (7) | \u2014 | (7) | Effect of movements in exchange rates | \u2014 | \u2014 | \u2014 | \u2014 | |
4,143 | 881 | 599 | 5,623 | Cost as at\u00a0 December 31, 2024 | 4,143 | 771 | 599 | 5,513 | |
208 | 203 | 114 | 525 | Depreciation as at January 1, 2023 | 208 | 203 | 114 | 525 | |
354 | 176 | 100 | 630 | Depreciation | 354 | 163 | 100 | 617 | |
562 | 379 | 214 | 1,155 | Depreciation as at December 31, 2023 | 562 | 366 | 214 | 1,142 | |
463 | 164 | 100 | 727 | Depreciation | 463 | 141 | 100 | 704 | |
\u2014 | (2) | \u2014 | (2) | Effect of movements in exchange rates | \u2014 | \u2014 | \u2014 | \u2014 | |
1,025 | 541 | 314 | 1,880 | Depreciation as at December 31, 2024 | 1,025 | 507 | 314 | 1,846 | |
Net book value: | |||||||||
2,504 | 528 | 485 | 3,517 | At January 1, 2023 | 2,504 | 528 | 485 | 3,517 | |
3,523 | 505 | 385 | 4,413 | At December 31, 2023 | 3,523 | 401 | 385 | 4,309 | |
3,118 | 339 | 285 | 3,741 | At December 31, 2024 | 3,118 | 264 | 285 | 3,667 | |
6-10 | 3-5 | 6 | Economic life (years) | 6-10 | 3-5 | 6 | |||
Straight-line method | Depreciation plan | Straight-line method |
No indicators for impairment of property, plant and equipment were identified in the current or prior period.
At December 31, 2024, fixed assets are located across the entire Group.
ACCOUNTING POLICIES
At inception of a contract, the Group assesses whether the contract is, or contains, a lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. To assess whether a contract conveys the right to control the use of an identified asset, the Group assesses whether:
\u2022The agreement creates enforceable rights of payment and obligations
\u2022The identified asset is physically distinct
\u2022The supplier does not have a substantive right to substitute the asset throughout the period of use
\u2022It has the right to obtain substantially all of the economic benefits from use of the asset
\u2022It has the decision-making rights that are most relevant to changing how and for what purpose the asset is used throughout the contract period
The Group as a lessee
At the commencement date, the Group recognizes a lease liability and corresponding right-of-use asset for all lease agreements in which it is the lessee, except for the following exemptions applied:
\u2022Short-term leases (defined as 12 months or less)
\u2022Low value assets
For these leases, the Group recognizes the lease payments as operating expenses in the statement of comprehensive income.
Measuring the lease liability
The lease liability is initially measured at the present value of the lease payments for the right to use the underlying asset during the lease term that are not paid at the commencement date. The lease term represents the non-cancellable period of the lease, together with periods covered by an option to extend the lease when the Group is reasonably certain to exercise this option, and periods covered by an option to terminate the lease if the Group is reasonably certain not to exercise that option.
The lease payments included in the measurement comprise:
\u2022Fixed lease payments, less any lease incentives received.
\u2022Variable lease payments that depend on an index or a rate, initially measured using the index or rate as at the commencement date.
The lease liability is subsequently measured by increasing the carrying amount to reflect interest on the lease liability, reducing the carrying amount to reflect the lease payments made and remeasuring the carrying amount to reflect any reassessment or lease modifications, or to reflect adjustments in lease payments due to an adjustment in an index or rate.
The Group presents its lease liabilities as separate line items in the statement of financial position. Cash flows related to payments for the principal portion of the lease liability are classified within financing activities.
\u00a0
3.2\u00a0 Right-of-use assets and lease liabilities (Continued)
The Group's leased assets
Nykode leases several assets, mainly office facilities and laboratories at Forskningsparken in Oslo, Norway. Nykode also leases office space in Denmark and office equipment. Leases of office space generally have lease terms up to six years. The Group also leases parking lots
and office equipment that are expensed as incurred as they are either considered short term or of low value.
The Group's right-of-use assets recognized in the statement of financial position are presented in the table below:
Group | Right-of-use assets | Parent | |||||
Fixtures, Office machinery etc. | Office buildings | Total | Fixtures, Office machinery etc. | Office buildings | Total | ||
28 | 8,469 | 8,497 | Acquisition cost at January 1, 2023 | 28 | 8,286 | 8,314 | |
\u2014 | 993 | 993 | Additions of right-of-use assets | \u2014 | 27 | 27 | |
\u2014 | 595 | 595 | Adjustment of right-of-use assets | \u2014 | 595 | 595 | |
28 | 10,057 | 10,085 | Acquisition cost at December 31, 2023 | 28 | 8,908 | 8,936 | |
\u2014 | \u2014 | Additions of right-of-use assets | \u2014 | \u2014 | \u2014 | ||
\u2014 | (593) | (593) | Adjustment of right-of-use assets | \u2014 | (582) | (582) | |
28 | 9,464 | 9,492 | Acquisition cost at December 31, 2024 | 28 | 8,326 | 8,354 | |
13 | 2,453 | 2,466 | Depreciation and impairment at January 1, 2023 | 13 | 2,281 | 2,294 | |
7 | 1,486 | 1,493 | Depreciation of right-of-use assets | 7 | 1,323 | 1,330 | |
20 | 3,939 | 3,959 | Depreciation and impairment at December 31, 2023 | 20 | 3,604 | 3,624 | |
7 | 1,503 | 1,510 | Depreciation of right-of-use assets | 7 | 1,313 | 1,320 | |
27 | 5,442 | 5,469 | Depreciation and impairment at December 31, 2024 | 27 | 4,917 | 4,944 | |
\u2014 | 22 | 22 | Terminations of right-of use assets at December 31, 2023 | \u2014 | 22 | 22 | |
\u2014 | \u2014 | \u2014 | Terminations of right-of use assets | \u2014 | \u2014 | \u2014 | |
\u2014 | 22 | 22 | Terminations of right-of use assets at December 31, 2024 | \u2014 | 22 | 22 | |
8 | 6,096 | 6,104 | Carrying amount at December 31, 2023 | 8 | 5,282 | 5,290 | |
1 | 4,000 | 4,001 | Carrying amount at December 31, 2024 | 1 | 3,387 | 3,388 | |
1 | 1-6 | Remaining lease term or remaining useful life | 1 | 1-6 | |||
Straight-line method | Depreciation plan | Straight-line method | |||||
2024 | 2023 | Expenses in the period related to practical expedients and variable payments | 2024 | 2023 | |||
\u2014 | 70 | Short-term lease expenses | \u2014 | ||||
21 | 16 | Low-value assets lease expenses | 19 | 15 | |||
21 | 86 | Total lease expenses in the period | 19 | 15 |
The lease expenses in the period related to short-term leases, low-value assets and variable lease payments are included in other operating expenses in the statement of comprehensive income, and the payments are presented in the Group's operating activities in the statement of cash flows.
3.2\u00a0 Right-of-use assets and lease liabilities (Continued)
Group | Parent | ||||
2024 | 2023 | Changes in the lease liabilities | 2024 | 2023 | |
5,726 | 5,511 | At January 1 | 4,866 | 5,501 | |
\u2014 | 1,028 | New leases recognized during the period | \u2014 | 27 | |
(1,221) | (1,108) | Cash payments for the principal portion of the lease liability | (1,050) | (976) | |
(179) | (215) | Cash payments for the interest portion of the lease liability | (136) | (175) | |
179 | 215 | Interest expense on lease liabilities | 136 | 175 | |
(594) | 561 | Adjustment of lease liabilities | (582) | 595 | |
\u2014 | \u2014 | Terminations | \u2014 | \u2014 | |
(473) | (266) | Currency translation effects | (428) | (281) | |
3,438 | 5,726 | Total lease liabilities at December 31 | 2,806 | 4,866 | |
1,293 | 1,147 | Current lease liabilities in the statement of financial position | 1,091 | 1,242 | |
2,145 | 4,269 | Non-current lease liabilities in the statement of financial position | 1,715 | 3,624 | |
3.2\u00a0 Right-of-use assets and lease liabilities (Continued)
Lease commitments not included in the lease liabilities
Inflation adjustments
In addition to the lease liabilities presented above, the Group is committed to pay variable lease payments for its office space, mainly related to future inflation adjustments which is estimated in the initial calculation of lease liabilities. The lease liability and right-of-use asset will be adjusted when the inflation adjustment has a cash flow effect.
Extension and termination options
The Group has some lease contracts that include extension and termination options. These options are negotiated by management to provide flexibility in managing the Groups business needs. Management applies judgement in evaluating whether it is reasonably certain
whether or not to exercise the option to renew or terminate the lease. That is, they consider all relevant factors that create an economic incentive for it to exercise either the renewal or termination. After the commencement date, the Group reassesses the lease term if there is a significant event or change in circumstances that is within its control and affects its ability to exercise or not to exercise the option to renew or to terminate.
Other matters
ACCOUNTING POLICIES
At inception of a contract, the Group assesses whether the contract is, or contains, a lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. To assess whether a contract conveys the right to control the use of an identified asset, the Group assesses whether:
\u2022The agreement creates enforceable rights of payment and obligations
\u2022The identified asset is physically distinct
\u2022The supplier does not have a substantive right to substitute the asset throughout the period of use
\u2022It has the right to obtain substantially all of the economic benefits from use of the asset
\u2022It has the decision-making rights that are most relevant to changing how and for what purpose the asset is used throughout the contract period
The Group as a lessee
At the commencement date, the Group recognizes a lease liability and corresponding right-of-use asset for all lease agreements in which it is the lessee, except for the following exemptions applied:
\u2022Short-term leases (defined as 12 months or less)
\u2022Low value assets
For these leases, the Group recognizes the lease payments as operating expenses in the statement of comprehensive income.
Measuring the lease liability
The lease liability is initially measured at the present value of the lease payments for the right to use the underlying asset during the lease term that are not paid at the commencement date. The lease term represents the non-cancellable period of the lease, together with periods covered by an option to extend the lease when the Group is reasonably certain to exercise this option, and periods covered by an option to terminate the lease if the Group is reasonably certain not to exercise that option.
The lease payments included in the measurement comprise:
\u2022Fixed lease payments, less any lease incentives received.
\u2022Variable lease payments that depend on an index or a rate, initially measured using the index or rate as at the commencement date.
The lease liability is subsequently measured by increasing the carrying amount to reflect interest on the lease liability, reducing the carrying amount to reflect the lease payments made and remeasuring the carrying amount to reflect any reassessment or lease modifications, or to reflect adjustments in lease payments due to an adjustment in an index or rate.
The Group presents its lease liabilities as separate line items in the statement of financial position. Cash flows related to payments for the principal portion of the lease liability are classified within financing activities.
\u00a0
3.2\u00a0 Right-of-use assets and lease liabilities (Continued)
The Group's leased assets
Nykode leases several assets, mainly office facilities and laboratories at Forskningsparken in Oslo, Norway. Nykode also leases office space in Denmark and office equipment. Leases of office space generally have lease terms up to six years. The Group also leases parking lots
and office equipment that are expensed as incurred as they are either considered short term or of low value.
ACCOUNTING POLICIES
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.
Classification of financial instruments
The Group's financial instruments are grouped in the following categories:
Financial Assets
\u2022Financial assets measured subsequently at amortized cost: Includes mainly trade and other receivables, contract assets, contract cost assets and cash and cash equivalents
\u2022Financial assets measured subsequently at fair value through profit or loss: Includes other current financial assets (money market funds) and includes currency derivatives when the fair value is positive.
With the exception of other current financial assets, the Group's financial assets are part of the Group's business model with the sole objective to collect contractual cash flows. Additionally, the contractual terms of the financial assets give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding, thereby passing the \"SPPI test\", constituting debt instruments measured at amortized cost.
Financial Liabilities
\u2022Financial liabilities measured subsequently at amortized cost: Represent the Group's non-interest bearing liabilities such as trade payables, contract liabilities and government grants.
\u2022Financial liabilities measured at fair value through profit or loss: Includes currency derivatives when the fair value is negative.
Initial recognition and subsequent measurement
Financial assets and liabilities at amortized cost
The Group's financial assets and liabilities are initially recognized at fair value plus directly attributable transaction expenses. Subsequently, these instruments are measured at amor
tized cost using the effective interest method (EIR). Gains and losses are recognized in profit or loss upon impairment, when the instruments are derecognized as well as through the EIR amortization process.
Amortized cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The amortization is included as finance costs in the statement of comprehensive income.
Financial assets and liabilities at fair value through profit or loss
Financial assets and liabilities at fair value through profit or loss are recognized at fair value are carried in the statement of financial position at fair value with net changes in fair value recognized in the statement of profit or loss.
The Group did not hold any derivative financial instruments at December 31, 2024 or December 31, 2023. The Group does no to apply hedge accounting.
Impairment of financial assets
Financial assets measured at amortized cost are considered for impairment by recognising an allowance for expected credit losses (ECLs). The Group applies a simplified approach in calculating ECLs, where the Group does not track changes in credit risk, but instead recognizes a loss allowance based on lifetime ECLs at each reporting date. The Group bases its ECLs on its historical losses, adjusted for forward-looking factors specific to the debtors and the economic environment. See note 4.3 for further information related to management of credit risk.
The Group considers a financial asset in default when contractual payments are more than 90 days past due. However, in certain cases, the Group may also consider a financial asset to be in default when internal or external information indicates that the Group is unlikely to receive the outstanding contractual amounts in full before taking into account any credit enhancements. A financial asset is written off when there is no reasonable expectation of recovering the contractual cash flows.
\u00a0
4.1\u00a0 Financial instruments (Continued)
ACCOUNTING POLICIES (Continued)
Derecognition of financial instruments
A financial asset is derecognized when the rights to receive cash flows from the asset have expired, the Group has transferred its rights to receive cash flows from the asset or the Group has assumed an obligation to pay the received cash flows in full under a \"pass-through\" arrangement.
A financial liability is derecognized when the obligation under the liability is discharged or cancelled or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognized in the statement of comprehensive income.
Offsetting of financial instruments
Financial assets and financial liabilities are offset, and the net amount is reported in the statement of financial position if there is a currently enforceable legal right to offset the recognized amounts and there is an intention to settle on a net basis, to realise the assets and settle the liabilities simultaneously.
ACCOUNTING POLICIES
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.
Classification of financial instruments
The Group's financial instruments are grouped in the following categories:
Financial Assets
\u2022Financial assets measured subsequently at amortized cost: Includes mainly trade and other receivables, contract assets, contract cost assets and cash and cash equivalents
\u2022Financial assets measured subsequently at fair value through profit or loss: Includes other current financial assets (money market funds) and includes currency derivatives when the fair value is positive.
With the exception of other current financial assets, the Group's financial assets are part of the Group's business model with the sole objective to collect contractual cash flows. Additionally, the contractual terms of the financial assets give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding, thereby passing the \"SPPI test\", constituting debt instruments measured at amortized cost.
Financial Liabilities
\u2022Financial liabilities measured subsequently at amortized cost: Represent the Group's non-interest bearing liabilities such as trade payables, contract liabilities and government grants.
\u2022Financial liabilities measured at fair value through profit or loss: Includes currency derivatives when the fair value is negative.
Initial recognition and subsequent measurement
Financial assets and liabilities at amortized cost
The Group's financial assets and liabilities are initially recognized at fair value plus directly attributable transaction expenses. Subsequently, these instruments are measured at amor
tized cost using the effective interest method (EIR). Gains and losses are recognized in profit or loss upon impairment, when the instruments are derecognized as well as through the EIR amortization process.
Amortized cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The amortization is included as finance costs in the statement of comprehensive income.
Financial assets and liabilities at fair value through profit or loss
Financial assets and liabilities at fair value through profit or loss are recognized at fair value are carried in the statement of financial position at fair value with net changes in fair value recognized in the statement of profit or loss.
The Group did not hold any derivative financial instruments at December 31, 2024 or December 31, 2023. The Group does no to apply hedge accounting.
Impairment of financial assets
Financial assets measured at amortized cost are considered for impairment by recognising an allowance for expected credit losses (ECLs). The Group applies a simplified approach in calculating ECLs, where the Group does not track changes in credit risk, but instead recognizes a loss allowance based on lifetime ECLs at each reporting date. The Group bases its ECLs on its historical losses, adjusted for forward-looking factors specific to the debtors and the economic environment. See note 4.3 for further information related to management of credit risk.
The Group considers a financial asset in default when contractual payments are more than 90 days past due. However, in certain cases, the Group may also consider a financial asset to be in default when internal or external information indicates that the Group is unlikely to receive the outstanding contractual amounts in full before taking into account any credit enhancements. A financial asset is written off when there is no reasonable expectation of recovering the contractual cash flows.
\u00a0
4.1\u00a0 Financial instruments (Continued)
ACCOUNTING POLICIES (Continued)
Derecognition of financial instruments
A financial asset is derecognized when the rights to receive cash flows from the asset have expired, the Group has transferred its rights to receive cash flows from the asset or the Group has assumed an obligation to pay the received cash flows in full under a \"pass-through\" arrangement.
A financial liability is derecognized when the obligation under the liability is discharged or cancelled or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognized in the statement of comprehensive income.
Offsetting of financial instruments
Financial assets and financial liabilities are offset, and the net amount is reported in the statement of financial position if there is a currently enforceable legal right to offset the recognized amounts and there is an intention to settle on a net basis, to realise the assets and settle the liabilities simultaneously.
ACCOUNTING POLICIES
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.
Classification of financial instruments
The Group's financial instruments are grouped in the following categories:
Financial Assets
\u2022Financial assets measured subsequently at amortized cost: Includes mainly trade and other receivables, contract assets, contract cost assets and cash and cash equivalents
\u2022Financial assets measured subsequently at fair value through profit or loss: Includes other current financial assets (money market funds) and includes currency derivatives when the fair value is positive.
With the exception of other current financial assets, the Group's financial assets are part of the Group's business model with the sole objective to collect contractual cash flows. Additionally, the contractual terms of the financial assets give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding, thereby passing the \"SPPI test\", constituting debt instruments measured at amortized cost.
Financial Liabilities
\u2022Financial liabilities measured subsequently at amortized cost: Represent the Group's non-interest bearing liabilities such as trade payables, contract liabilities and government grants.
\u2022Financial liabilities measured at fair value through profit or loss: Includes currency derivatives when the fair value is negative.
Initial recognition and subsequent measurement
Financial assets and liabilities at amortized cost
The Group's financial assets and liabilities are initially recognized at fair value plus directly attributable transaction expenses. Subsequently, these instruments are measured at amor
tized cost using the effective interest method (EIR). Gains and losses are recognized in profit or loss upon impairment, when the instruments are derecognized as well as through the EIR amortization process.
Amortized cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The amortization is included as finance costs in the statement of comprehensive income.
Financial assets and liabilities at fair value through profit or loss
Financial assets and liabilities at fair value through profit or loss are recognized at fair value are carried in the statement of financial position at fair value with net changes in fair value recognized in the statement of profit or loss.
The Group did not hold any derivative financial instruments at December 31, 2024 or December 31, 2023. The Group does no to apply hedge accounting.
Impairment of financial assets
Financial assets measured at amortized cost are considered for impairment by recognising an allowance for expected credit losses (ECLs). The Group applies a simplified approach in calculating ECLs, where the Group does not track changes in credit risk, but instead recognizes a loss allowance based on lifetime ECLs at each reporting date. The Group bases its ECLs on its historical losses, adjusted for forward-looking factors specific to the debtors and the economic environment. See note 4.3 for further information related to management of credit risk.
The Group considers a financial asset in default when contractual payments are more than 90 days past due. However, in certain cases, the Group may also consider a financial asset to be in default when internal or external information indicates that the Group is unlikely to receive the outstanding contractual amounts in full before taking into account any credit enhancements. A financial asset is written off when there is no reasonable expectation of recovering the contractual cash flows.
\u00a0
4.1\u00a0 Financial instruments (Continued)
ACCOUNTING POLICIES (Continued)
Derecognition of financial instruments
A financial asset is derecognized when the rights to receive cash flows from the asset have expired, the Group has transferred its rights to receive cash flows from the asset or the Group has assumed an obligation to pay the received cash flows in full under a \"pass-through\" arrangement.
A financial liability is derecognized when the obligation under the liability is discharged or cancelled or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognized in the statement of comprehensive income.
Offsetting of financial instruments
Financial assets and financial liabilities are offset, and the net amount is reported in the statement of financial position if there is a currently enforceable legal right to offset the recognized amounts and there is an intention to settle on a net basis, to realise the assets and settle the liabilities simultaneously.
The Group's financial instruments are presented in the tables below:
Group | ||||
As at December 31, 2024 | Notes | Financial instruments | Financial instruments | Total |
Assets | ||||
Other non-current receivables | 2.9 | 28,601 | \u2013 | 28,601 |
Trade receivables | 2.5 | \u2013 | \u2013 | \u2013 |
Other receivables | 2.5 | 1,668 | \u2013 | 1,668 |
Other current financial assets | ||||
Cash and cash equivalents | 4.5 | 115,398 | \u2013 | 115,398 |
Total financial assets | 145,667 | \u2013 | 145,667 | |
Liabilities | ||||
Trade and other payables | 2.6 | 3,679 | \u2014 | 3,679 |
Non-current lease liabilities | 3.2 | 2,145 | \u2014 | 2,145 |
Current lease liabilities | 3.2 | 1,293 | \u2014 | 1,293 |
Total financial liabilities | 7,117 | \u2014 | 7,117 |
\u00a0
4.1\u00a0 Financial instruments (Continued)\u00a0\u00a0\u00a0\u00a0
Parent | ||||
As at December 31, 2024 | Notes | Financial instruments | Financial instruments | Total |
Assets | ||||
Other non-current receivables | 2.9 | 28,600 | \u2013 | 28,600 |
Trade receivables | 2.5 | \u2013 | \u2013 | \u2013 |
Other receivables | 2.5 | 1,568 | \u2013 | 1,568 |
Other current financial assets | \u2013 | |||
Cash and cash equivalents | 4.5 | 114,020 | \u2013 | 114,020 |
Total financial assets | 144,188 | \u2013 | 144,188 | |
Liabilities | ||||
Trade and other payables | 2.6 | 3,762 | \u2014 | 3,762 |
Non-current lease liabilities | 3.2 | 1,715 | \u2014 | 1,715 |
Current lease liabilities | 3.2 | 1,091 | \u2014 | 1,091 |
Total financial liabilities | 6,568 | \u2014 | 6,568 |
Group | ||||
As at December 31, 2023 | Notes | Financial instruments | Financial instruments | Total |
Assets | ||||
Other non-current receivables | 2.9 | 31,923 | \u2013 | 31,923 |
Trade receivables | 2.5 | \u2013 | \u2013 | \u2013 |
Other receivables | 2.5 | 3,073 | \u2013 | 3,073 |
Other current financial assets | ||||
Cash and cash equivalents | 4.5 | 162,602 | \u2013 | 162,602 |
Total financial assets | 197,598 | \u2013 | 197,598 | |
Liabilities | ||||
Trade and other payables | 2.6 | 7,064 | \u2014 | 7,064 |
Non-current lease liabilities | 3.2 | 4,269 | \u2014 | 4,269 |
Current lease liabilities | 3.2 | 1,457 | \u2014 | 1,457 |
Total financial liabilities | 12,790 | \u2014 | 12,790 |
4.1\u00a0 Financial instruments (Continued)\u00a0\u00a0\u00a0\u00a0
Parent | ||||
As at December 31, 2023 | Notes | Financial instruments | Financial instruments | Total |
Assets | ||||
Other non-current receivables | 2.9 | 31,923 | \u2013 | 31,923 |
Trade receivables | 2.5 | \u2013 | \u2013 | \u2013 |
Other receivables | 2.5 | 2,901 | \u2013 | 2,901 |
Other current financial assets | ||||
Cash and cash equivalents | 4.5 | 161,542 | \u2013 | 161,542 |
Total financial assets | 196,366 | \u2013 | 196,366 | |
Liabilities | ||||
Trade and other payables | 2.6 | 6,911 | \u2013 | 6,911 |
Non-current lease liabilities | 3.2 | 3,624 | \u2013 | 3,624 |
Current lease liabilities | 3.2 | 1,242 | \u2013 | 1,242 |
Total financial liabilities | 11,777 | \u2013 | 11,777 |
There are no changes in classification and measurement for the Group's financial assets and liabilities.
Contractual undiscounted cash flows from financial liabilities are presented below:
Group | |||||||
As at December 31, 2024 | 1-12 months | 1-2 years | 2-3 years | 3-4 years | 4-5 years | More than 5 years | Total |
Financial liabilities | |||||||
Trade and other payables | 3,679 | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | 3,679 |
Non-current lease liabilities | \u2014 | 1,130 | 1,166 | 55 | \u2014 | \u2014 | 2,351 |
Current lease liabilities | 1,332 | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | 1,332 |
Total financial liabilities | 5,011 | 1,130 | 1,166 | 55 | \u2014 | \u2014 | 7,362 |
Parent | |||||||
As at December 31, 2024 | 1-12 months | 1-2 years | 2-3 years | 3-4 years | 4-5 years | More than 5 years | Total |
Financial liabilities | |||||||
Trade and other payables | 3,762 | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | 3,762 |
Non-current lease liabilities | \u2014 | 918 | 949 | \u2014 | \u2014 | \u2014 | 1,867 |
Current lease liabilities | 1,124 | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | 1,124 |
Total financial liabilities | 4,886 | 918 | 949 | \u2014 | \u2014 | \u2014 | 6,753 |
Group | |||||||
As at December 31, 2023 | 1-12 months | 1-2 years | 2-3 years | 3-4 years | 4-5 years | More than 5 years | Total |
Financial liabilities | |||||||
Trade and other payables | 7,064 | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | 7,064 |
Non-current lease liabilities | \u2014 | 1,480 | 1,518 | 1,567 | 58 | \u2014 | 4,623 |
Current lease liabilities | 1,468 | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | 1,468 |
Total financial liabilities | 8,532 | 1,480 | 1,518 | 1,567 | 58 | \u2014 | 13,155 |
Parent | |||||||
As at December 31, 2023 | 1-12 months | 1-2 years | 2-3 years | 3-4 years | 4-5 years | More than 5 years | Total |
Financial liabilities | |||||||
Trade and other payables | 6,911 | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | 6,911 |
Non-current lease liabilities | \u2014 | 1,259 | 1,293 | 1,337 | \u2014 | \u2014 | 3,889 |
Current lease liabilities | 1,251 | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | 1,251 |
Total financial liabilities | 8,162 | 1,259 | 1,293 | 1,337 | \u2014 | \u2014 | 12,051 |
4.2\u00a0 Ageing of financial liabilities (Continued)
Reconciliation of changes in liabilities incurred as a result of financing activities:
Group | Non-cash changes | |||||
2024 | January 1 | Cash flow effect | New leases | Foreign exchange movement | Other changes | December 31 |
Non-current lease liabilities | 4,269 | \u2014 | \u2014 | (292) | (1,832) | 2,145 |
Current lease liabilities | 1,457 | (1,221) | \u2014 | (181) | 1,238 | 1,293 |
Total liabilities from financing | 5,726 | (1,221) | \u2014 | (473) | (594) | 5,726 |
Parent | Non-cash changes | |||||
2024 | January 1 | Cash flow effect | New leases | Foreign exchange movement | Other changes | December 31 |
Non-current lease liabilities | 3,624 | \u2014 | \u2014 | (262) | (1,647) | 1,715 |
Current lease liabilities | 1,242 | (1,050) | \u2014 | (167) | 1,066 | 1,091 |
Total liabilities from financing | 4,866 | (1,050) | \u2014 | (429) | (581) | 2,806 |
Group | Non-cash changes | |||||
2023 | January 1 | Cash flow effect | New leases | Foreign exchange movement | Other changes | December 31 |
Non-current lease liabilities | 4,365 | \u2014 | 764 | (196) | (664) | 4,269 |
Current lease liabilities | 1,147 | (1,108) | 263 | (70) | 1,225 | 1,457 |
Total liabilities from financing | 5,512 | (1,108) | 1,027 | (266) | 561 | 5,726 |
Parent | Non-cash changes | |||||
2023 | January 1 | Cash flow effect | New leases | Foreign exchange movement | Other changes | December 31 |
Non-current lease liabilities | 4,365 | \u2014 | 13 | (208) | (546) | 3,624 |
Current lease liabilities | 1,136 | (976) | 14 | (73) | 1,141 | 1,242 |
Total liabilities from financing | 5,501 | (976) | 27 | (281) | 595 | 4,866 |
Overview
The Group's principal financial liabilities, comprise lease liabilities, and trade and other \u00adpayables. The main purpose of these financial liabilities is to finance the Group\u2019s operations. The Group\u2019s principal financial assets include trade and other receivables, and cash and short-term deposits that derive directly from its operations.
The Group is exposed to a range of risks affecting its financial performance, including market risk, credit risk and liquidity risk. The Group seeks to minimise potential adverse effects of such risks through sound business practice, risk management and hedging.
Market risk
Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk for the Group comprises two types of risk: interest rate risk and currency risk. Financial instruments affected by market risk include cash and cash and cash equivalents, lease liabilities and trade and other payables.
Interest rate risk
Interest rate risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Group has a limited exposure to the risk of changes in market interest rates for its financial liabilities as it has no interest bearing debt.
Interest rate sensitivity
The sensitivity to a possible change in interest rates, with all other variables held constant, on the Group's profit before tax, is illustrated below. In calculating the sensitivity analyses, the Group assumes that the sensitivity of the relevant statement of profit or loss item is the effect of the assumed changes in respective financial risks.
Interest rate sensitivity | Increase / | Effect on loss | Effect |
December 31, 2024 | +/- 50 | 577 | 577 |
December 31, 2023 | +/- 50 | 813 | 813 |
Foreign currency risk
Foreign currency risk is the risk that the 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\u2019s operating activities (income and expenses denominated in a foreign currency). The Group's income is denomi
nated in USD while operating expenses are mainly denominated in USD, EUR, NOK and DKK. The Group's assets and liabilities at the end of the reporting period are mainly denominated in USD with some exposure to NOK (cash and cash equivalents and other receivables) as well as EUR, GBP and DKK (cash and cash equivalents).
The Group does not hedge currency exposure with the use of financial instruments at the current time, but monitors the net exposure over time.
Foreign currency sensitivity
The following table illustrates the sensitivity for a hypothetical increase or decrease in the foreign exchange rates in the period, holding all other variables constant:
Foreign currency sensitivity | Date | Change in | Effect | Effect |
Increase / decrease in NOK/USD | 31/12/2024 | +/- 10% | 7,252 | 4,657 |
Increase / decrease in EUR/USD | 31/12/2024 | +/- 10% | 848 | 848 |
Increase / decrease in DKK/USD | 31/12/2024 | +/- 10% | 1,310 | 2,211 |
Increase / decrease in NOK/USD | 31/12/2023 | +/- 10% | 8,200 | 5,221 |
Increase / decrease in EUR/USD | 31/12/2023 | +/- 10% | 2,128 | 2,128 |
Increase / decrease in DKK/USD | 31/12/2023 | +/- 10% | 1,534 | 2,451 |
Credit risk
Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or contract, leading to a financial loss.
The Group is exposed to credit risk related to trade and other receivables, other long-term receivables, contract assets and cash and cash equivalents. However, the credit risk is assessed to be low as the counterparty to these assets are mainly Regeneron, Nordea and DNB Bank ASA whose credit risks are low.
Liquidity risk
Liquidity risk is the risk that the Group will encounter difficulty in meeting obligations associated with financial liabilities that are settled by delivering cash or another financial asset. The Group monitors its risk to a shortage of funds by monitoring its working capital and securing sufficient funding.
Capital management
The Group's goal is to secure its shareholders a best possible long-term return on capital employed, measured as the aggregate of dividends and appreciation of the share value.
Nykode manages its capital structure and makes adjustments in light of changes in economic conditions. To maintain or adjust the capital structure, the Group may adjust the dividend payment, if any, to shareholders, return capital to shareholders, issue new shares or issue debt. Nykode monitors its capital using an equity ratio, which is \u2018total equity\u2019 divided by \u2018total assets\u2019.
31.12.2024 | 31.12.2023 | |
Equity | 136,214 | 171,259 |
Total assets | 153,481 | 208,185 |
Equity ratio | 89% | 82% |
ACCOUNTING POLICIES
Costs related to equity transactions
Transaction costs are deducted from equity, net of associated income tax.
Distribution to shareholders
Nykode recognizes a liability to make distributions to equity holders when the distribution is authorized and the distribution is no longer at the discretion of Nykode. As per the corporate laws of Norway, a distribution is authorized when it is approved by the shareholders. A corresponding amount is recognized directly in equity.
No distributions were made to shareholders in the current or prior period.
Issued capital and reserves: | |||
Share capital in Nykode Therapeutics ASA | Number of shares authorized and fully paid | Par value | Share Capital (USD '000) |
At January 1, 2023 | 294,694,309 | 0.01 | 338 |
Share capital increase | |||
February 1, 2023 | 800,000 | 0.01 | 1 |
October 31, 2023 | 29,549,400 | 0.01 | 27 |
November 10, 2023 | 531,802 | 0.01 | \u2014 |
November 28, 2023 | 796,933 | 0.01 | 1 |
December 7, 2023 | 174,000 | 0.01 | \u2014 |
At December 31, 2023 | 326,546,444 | 0.01 | 367 |
\u2014 | \u2014 | \u2014 | |
At December 31, 2024 | 326,546,444 | 0.01 | 367 |
4.4\u00a0 Equity and shareholders (Continued)
The share capital increase at October 31, 2023 relates to a private placement. All other share capital increases in the periods are related the exercise of warrants, see additional information in note 4.7.
At October 31, 2023 the Company issued 29,549,400 common shares at NOK 17.10 per share for a gross proceed of USD 45,003,230. In connection with this private placement the Company paid a fee of USD 1,745,389.
All shares are ordinary and have the same voting rights and rights to dividends.
Reconciliation of the Group's equity is presented in the statement of changes in equity.
\u00a0
Nykode Therapeutics\u2019 shareholders: | ||
At December 31, 2024 | Total shares | Ownership/ Voting rights |
RASMUSSENGRUPPEN AS | 30,180,750 | 9.2% |
Datum Opportunity AS | 26,000,000 | 8.0% |
Victoria India Fund AS | 17,705,175 | 7.4% |
State Street Bank And Trust Comp | 15,059,261 | 5.4% |
Norda ASA | 12,996,755 | 3.9% |
Datum AS | 12,560,250 | 3.8% |
Joh Johannson Eeiendom AS | 10,561,631 | 3.2% |
Radforsk Investeringsstiftelse | 10,315,311 | 2.4% |
OM Holding AS | 6,519,525 | 2.3% |
Portia AS | 4,500,000 | 2.0% |
Krag Invest AS | 4,470,100 | 1.6% |
Clearstream Banking S.A. | 3,749,467 | 1.4% |
Alden AS | 3,498,445 | 1.4% |
Danske Invest Norge Vekst | 2,828,203 | 1.3% |
Verdipapirfondet First Generator | 2,753,846 | 1.1% |
Danske Invest Norske Instit. Ii. | 2,682,839 | 1.0% |
Datum Finans AS | 2,395,500 | 1.0% |
The Northern Trust Comp, London Br | 2,255,034 | 0.9% |
Caaby AS | 2,155,295 | 0.9% |
Fougner Invest AS | 2,004,477 | 0.8% |
Other Shareholders | 151,354,580 | 41.0% |
Total | 326,546,444 | 100.0% |
At December 31, 2023 | Total shares | Ownership/ Voting rights |
RASMUSSENGRUPPEN AS | 30,180,750 | 10.2% |
Datum Opportunity AS | 26,000,000 | 8.8% |
Radforsk Investeringsstiftelse | 24,057,000 | 8.2% |
Victoria India Fund AS | 17,705,175 | 5.9% |
State Street Bank And Trust Comp | 12,735,824 | 4.1% |
Datum AS | 12,560,250 | 2.7% |
Joh Johannson Eiendom AS | 10,561,631 | 2.5% |
Norda ASA | 7,996,755 | 2.4% |
Vatne Equity AS | 7,485,857 | 2.2% |
Om Holding AS | 6,519,525 | 1.9% |
Hortulan AS | 5,184,808 | 1.8% |
Portia AS | 4,500,000 | 1.5% |
Krag Invest AS | 4,470,100 | 1.5% |
Alden AS | 4,202,500 | 1.2% |
J.P. Morgan SE | 3,471,645 | 1.0% |
Skips AS Tudor | 3,365,000 | 1.0% |
Danske Invest Norge Vekst | 3,137,203 | 0.9% |
Borgano AS | 3,000,000 | 0.8% |
Sk\u00f8ien AS | 2,850,000 | 0.8% |
Danske Invest Norske Instit. Ii. | 2,713,200 | 0.7% |
Other Shareholders | 133,849,221 | 39.9% |
Total | 326,546,444 | 100.0% |
Group | Parent | ||||
31.12.2024 | 31.12.2023 | Cash and cash equivalents | 31.12.2024 | 31.12.2023 | |
114,818 | 161,954 | Bank deposits, unrestricted | 113,439 | 160,894 | |
580 | 648 | Bank deposits, restricted* | 580 | 648 | |
115,398 | 162,602 | Total cash and cash equivalents | 114,020 | 161,542 |
ACCOUNTING POLICIES
Interest income and interest expenses are calculated using the effective interest method.
Foreign currency gains or losses are reported as gain or loss on foreign exchange within in finance income or finance costs, except for translation effects from functional currency to presentation currency which are presented within OCI. For other accounting policies related to the underlying financial instruments, reference is made to note 4.1.
Interest expense on lease liabilities represents the interest rate implicit in the lease, or the incremental borrowing rate used to measure the lease liabilities recognized in the statement of financial position, for further disclosures see note 3.2.
Group | Parent | ||||
2024 | 2023 | Finance income | 2024 | 2023 | |
1,998 | 9,728 | Gain on foreign exchange | 1,350 | 9,743 | |
7,002 | 8,946 | Interest income | 7,002 | 8,943 | |
9,000 | 18,674 | Total finance income | 8,352 | 18,686 | |
Group | Parent | ||||
2024 | 2023 | Finance costs | 2024 | 2023 | |
5,994 | 4,454 | Loss on foreign exchange | 5,386 | 4,454 | |
9 | 8 | Interest expenses | 5 | 7 | |
179 | 216 | Interest expense on lease liabilities | 136 | 174 | |
\u2014 | Realized loss on sales of money market fund | \u2014 | \u2014 | ||
\u2014 | Impairment investment in subsidiary | 2,277 | \u2014 | ||
6,182 | 4,678 | Total finance costs | 7,804 | 4,635 |
ACCOUNTING POLICIES
Interest income and interest expenses are calculated using the effective interest method.
Foreign currency gains or losses are reported as gain or loss on foreign exchange within in finance income or finance costs, except for translation effects from functional currency to presentation currency which are presented within OCI. For other accounting policies related to the underlying financial instruments, reference is made to note 4.1.
Interest expense on lease liabilities represents the interest rate implicit in the lease, or the incremental borrowing rate used to measure the lease liabilities recognized in the statement of financial position, for further disclosures see note 3.2.
ACCOUNTING POLICIES
Employees (including members of the Board of Directors and management) of the Group receive remuneration in the form of share-based payments, whereby employees render services as consideration for equity instruments (equity-settled transactions).
Equity-settled transactions
The cost of equity-settled transactions is determined by the fair value at the date when the grant is made using an appropriate valuation model (the Black-Scholes-Merton Model).
That cost is recognized in employee benefits expense, together with a corresponding increase in equity (other capital reserves), over the period in which the service and, where applicable, the performance conditions are fulfilled (the vesting period). The cumulative expense recognized for equity-settled transactions at each reporting date until the vesting date reflects the extent to which the vesting period has expired and the Group\u2019s best estimate of the number of equity instruments that will ultimately vest. The expense or credit in the statement of profit or loss for a period represents the movement in cumulative expense recognized as at the beginning and end of that period.
Service and non-market performance conditions are not taken into account when determining the grant date fair value of awards, but the likelihood of the conditions being met is assessed as part of the Group\u2019s best estimate of the number of equity instruments that will ultimately vest. Market performance conditions are reflected within the grant date fair value. Any other conditions attached to an award, but without an associated service requirement, are considered to be non-vesting conditions. Non-vesting conditions are reflected in the fair value of an award and lead to an immediate expensing of an award unless there are also service and/or performance conditions.
No expense is recognized for awards that do not ultimately vest because non-market performance and/or service conditions have not been met. Where awards include a market or non-vesting condition, the transactions are treated as vested irrespective of whether the market or non-vesting condition is satisfied, provided that all other performance and/or service conditions are satisfied.
When the terms of an equity-settled award are modified, the minimum expense recognized is the grant date fair value of the unmodified award, provided the original vesting terms of the award are met. An additional expense, measured as at the date of modification, is recognized for any modification that increases the total fair value of the share-based payment transaction, or is otherwise beneficial to the employee. Where an award is cancelled by the entity or by the counterparty, any remaining element of the fair value of the award is expensed immediately through profit or loss.
The dilutive effect of outstanding options is reflected as additional share dilution in the computation of diluted earnings per share (further details are given in note 4.9).
\u00a0
Cash-settled transactions
A liability is recognized for the fair value of cash-settled transactions. The fair value is measured initially and at each reporting date up to and including the settlement date, with changes in fair value recognized in employee benefits expense The fair value is expensed over the period until the vesting date with recognition of a corresponding liability. The fair value is determined using an appropriate valuation model (the Black-Scholes-Merton Model). The approach used to account for vesting conditions when measuring equity-settled transactions also applies to cash-settled transactions.
Transactions where the Group has a choice of settlement in equity or in cash
Where the Group has choice of settlement, the accounting treatment is binary \u2013 in other words the whole transaction is treated either as cash-settled or as equity-settled, depending on whether or not the entity has a present obligation to settle in cash.
IFRS 2 requires a transaction to be treated as a liability (and accounted for using the rules for cash-settled transactions) if:
\u2022the choice of settlement has no commercial substance (for example, because the entity is legally prohibited from issuing shares);
\u2022the entity has a past practice or stated policy of settling in cash; or
\u2022the entity generally settles in cash whenever the counterparty asks for cash settlement.
4.7\u00a0 Share based payments (Continued)
Warrant and share option plan - Description
Nykode Therapeutics ASA has historically issued both warrants and options (hereafter \u00adreferred to as \"options\") to the Board of Directors, executive management and key employees of the Group under option agreements. In December 2020, the Board of Directors approved the 2020 share option rules (the \"2020 Rules\") for employees of the Group. The \u00adoptions give the holder the right to purchase Nykode Therapeutics ASA` stock at a specific price. The options have generally been granted in tranches that vest over 0-3 years, with grants under the 2020 Rules vesting over 4 years, subject to employment in the Group.
The options can be exercised on average 4-5 years after the grant date. The Group accounts for the options as equity-settled transactions, measured by applying the Black-Scholes-Merton option-pricing model for European options (\"BSM\"). Options held by members of the Board of Directors and management at the end of the reporting period are summarized in note 6.1.
The fair value of the options was determined at the grant dates and expensed over the vesting period. For the Group, USD 3.8 million was expensed as employee benefit expenses in the period (USD 3.7 million in 2023). USD 1.1 million was expensed as employment benefit expenses in the period for the Parent Company (USD 1.6 million in 2023). The expected future social security tax on share-based payments are recorded as a liability and disclosed in note 2.7.
Movements during the year
The following table illustrates the number and weighted average exercise prices (WAEP) of, and movements in, share options during the year:
2024 WAEP (NOK) | 2024 | 2023 WAEP (NOK) | 2023 | |
Outstanding options January 1 | 32.13 | 10,951,751 | 28.52 | 10,511,058 |
Options granted* | 15.53 | 3,457,491 | 28.19 | 3,060,287 |
Options forfeited | 32.63 | (2,054,811) | 30.26 | (316,859) |
Options exercised | \u2013 | \u2014 | 9.77 | (2,302,735) |
Options expired | \u2013 | \u2014 | \u2013 | \u2014 |
Outstanding options December 31 | 27.40 | 12,354,431 | 32.13 | 10,951,751 |
Exercisable at December 31 | 28.72 | 6,855,335 | 25.80 | 5,451,524 |
*\u00a0 Options granted during 2023 exclude the 2.91 million options granted to the CEO in November 2023 as these are conditional upon the 2.91 million warrants with the same strike price held by the CEO not being exercised.
Overview of | ||||
Exercise price (NOK) | Number of outstanding options | Weighted Average remaining contractual life | Number of options exercisable | |
8.80 | 2,910,000 | 1.00 | 2,910,000 | |
15.35 | 2,652,241 | 4.50 | \u2014 | |
16.14 | 65,000 | 2.39 | \u2014 | |
18.91 | 160,000 | 4.67 | \u2014 | |
25.14 | 38,853 | 3.34 | 9,713 | |
25.20 | 478,333 | 0.42 | 478,333 | |
25.72 | 48,329 | 3.22 | 12,082 | |
25.77 | 30,754 | 2.82 | 30,754 | |
26.42 | 26,832 | 3.42 | 26,832 | |
26.64 | 153,482 | 3.75 | 38,370 | |
27.87 | 75,000 | 1.34 | 58,333 | |
28.20 | 126,406 | 3.67 | 31,601 | |
28.47 | 1,797,514 | 3.52 | 526,478 | |
29.44 | 139,086 | 2.59 | 69,542 | |
30.50 | 478,333 | 0.59 | 478,333 | |
31.11 | 302,251 | 2.50 | 151,125 | |
31.90 | 425,000 | 0.47 | 358,334 | |
34.99 | 961,301 | 2.38 | 554,789 | |
36.72 | 22,328 | 2.67 | 22,328 | |
39.75 | 42,192 | 2.34 | 42,192 | |
61.10 | 40,000 | 2.10 | 20,000 | |
69.58 | 157,750 | 1.09 | 132,750 | |
72.82 | 80,000 | 1.67 | 60,000 | |
75.05 | 23,772 | 1.75 | 23,772 | |
76.77 | 800,000 | 1.34 | 600,000 | |
78.10 | 15,000 | 2.00 | 15,000 | |
0.01 | 4,674 | 0.35 | 4,674 | |
100.00 | 300,000 | 0.25 | 200,000 | |
Total outstanding options | 12,354,431 | 6,855,335 |
Overview of | ||||
Exercise price (NOK) | Number of outstanding options | Weighted Average remaining contractual life | Number of options exercisable | |
0.01 | 4,674 | 1.35 | 4,674 | |
8.80 | 2,910,000 | 1.00 | 2,910,000 | |
25.14 | 38,853 | 4.34 | \u2014 | |
25.20 | 478,333 | 1.42 | 478,333 | |
25.72 | 48,329 | 4.22 | \u2014 | |
25.77 | 123,018 | 3.81 | 30,754 | |
26.42 | 107,328 | 4.42 | \u2014 | |
26.64 | 153,482 | 4.75 | \u2014 | |
27.87 | 75,000 | 2.34 | \u2014 | |
28.20 | 126,406 | 4.67 | \u2014 | |
28.47 | 2,447,936 | 4.52 | \u2014 | |
29.44 | 139,086 | 3.59 | 34,771 | |
30.50 | 478,333 | 1.59 | 478,333 | |
31.11 | 302,251 | 3.50 | 75,562 | |
31.90 | 425,000 | 1.47 | 291,667 | |
34.99 | 1,272,794 | 3.38 | 328,053 | |
36.72 | 44,656 | 3.67 | 11,164 | |
39.75 | 84,385 | 3.34 | 21,096 | |
61.10 | 40,000 | 3.10 | 10,000 | |
64.70 | 6,095 | 2.59 | 6,095 | |
69.58 | 177,000 | 2.09 | 88,500 | |
70.78 | 11,250 | 2.78 | 11,250 | |
72.82 | 80,000 | 2.67 | 40,000 | |
75.05 | 47,542 | 2.75 | 23,772 | |
76.77 | 800,000 | 2.34 | 400,000 | |
78.10 | 30,000 | 3.00 | 7,500 | |
81.14 | 200,000 | 2.43 | 100,000 | |
100.00 | 300,000 | 1.25 | 100,000 | |
Total outstanding options | 10,951,751 | 5,451,524 |
4.7\u00a0 Share based payments (Continued)
SIGNIFICANT ACCOUNTING ESTIMATES AND ASSUMPTIONS
Estimating fair value for share-based payment transactions 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 including the expected life of the options, volatility and dividend yield and making assumptions about them. Due to limited historical data and liquidity these assumptions include significant estimates by management.
Assumptions used to determine fair value of option grants:
The following table lists the inputs to the model used for the plans for the years ended \u00adDecember\u00a031, 2024 and 2023, respectively:
2024 | 2023 | |
Weighted average fair values at the measurement date (NOK) | 6.71 | 11.36 |
Dividend yield (%) | 0% | 0% |
Expected volatility (%) | 59.50% | 60.55% |
Risk\u2013free interest rate (%) | 3.75% | 3.99% |
Expected life of share options (years) | 3.48 | 2.49 |
Weighted average share price (NOK) | 15.11 | 22.63 |
Weighted average exercise price (NOK) | 15.53 | 18.74 |
Model used | BSM | BSM |
ACCOUNTING POLICIES
Employees (including members of the Board of Directors and management) of the Group receive remuneration in the form of share-based payments, whereby employees render services as consideration for equity instruments (equity-settled transactions).
The following table reflects the income and share data used in the EPS calculations:
Group | 2024 | 2023 |
Profit or loss attributable to ordinary equity holders - for basic EPS | (38,821) | (35,154) |
Profit or loss attributable to ordinary equity holders adjusted for the effect of dilution* | (38,821) | (35,154) |
Weighted average number of ordinary shares - for basic EPS | 326,546,444 | 300,520,364 |
Weighted average number of ordinary shares adjusted for the effect of dilution | 326,546,444 | 300,520,364 |
Basic EPS - profit or loss attributable to equity holders of the Group | (0.12) | (0.12) |
Diluted EPS - profit or loss attributable to equity holders of the Group* | (0.12) | (0.12) |
Parent | 2024 | 2023 |
Profit or loss attributable to ordinary equity holders - for basic EPS | (38,479) | (33,392) |
Profit or loss attributable to ordinary equity holders adjusted for the effect of dilution* | (38,479) | (33,392) |
Weighted average number of ordinary shares - for basic EPS | 326,546,444 | 300,520,364 |
Weighted average number of ordinary shares adjusted for the effect of dilution | 326,546,444 | 300,520,364 |
Basic EPS - profit or loss attributable to equity holders of the Parent Company | (0.12) | (0.11) |
Diluted EPS - profit or loss attributable to equity holders of the Parent Company* | (0.12) | (0.11) |
*The ordinary shares are not adjusted for the effect of dilution as the effect of including the additional shares is antidilutive.
Since the Company was in a net loss position for the years ended December 31, 2024 and 2023 there is no difference between the number of shares used to calculate basic and diluted earnings per share. The potential shares of common stock were excluded from the computation of diluted net loss per share attributable to equity holders of the Parent Company for the period presented because including them would have been anti-dilutive are as follows:
2024 | 2023 | |
Options and warrants | \u2014 | 4,340,144 |
The following subsidiaries have been included in the financial statements:
Subsidiaries as of December 31, 2024 | Established | Location | Share | Voting |
Nykode Therapeutics Denmark A/S | 2021 | Denmark | 100% | 100% |
Nykode Tolerance A/S | 2024 | Denmark | 100% | 100% |
Nykode Tolerance Norway AS | 2024 | Norway | 100% | 100% |
All intellectual property (IP) is owned Nykode Therapeutics ASA. Nykode Therapeutics ASA is the ultimate parent company of the Group. Subsidiaries invoice Nykode Therapeutics ASA according to the Group's transfer pricing policy.
Investments in subsidiaries are accounted for at cost.
In 2024, the Parent Company recognized an impairment loss of USD 2.3 million related to investments in the subsidiary, \u00adNykode Therapeutics Denmark A/S. The impairment assessment was conducted in accordance with IAS 36 \u2013 Impairment of Assets.
The impairment loss of USD 2.3 million is presented in note 4.6 Finance income and cost.
Current income tax
Current income tax is measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted at the reporting date in the countries where the Group operates and generates taxable income. Current income tax relating to items recognized directly in equity is recognized in equity (OCI) and not in the statement of profit or loss.
Deferred tax
Deferred tax is provided using the liability method on temporary differences between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes at the reporting date. Deferred tax liabilities are recognized for all taxable temporary differences, except:
\u2022When the deferred tax liability arises from the initial recognition of goodwill or an asset or liability in a transaction that is not a business combination and, at the time of the trans\u00adaction, affects neither the accounting profit nor taxable profit or loss
\u2022In respect of taxable temporary differences associated with investments in subsidiaries, associates and interests in joint arrangements, when the timing of the reversal of the temporary differences can be controlled and it is probable that the temporary differences will not reverse in the foreseeable future
Deferred tax assets are recognized to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses can be utilized, except:
\u2022When the deferred tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss
\u2022In respect of deductible temporary differences associated with investments in subsidiaries, associates and interests in joint arrangements, deferred tax assets are recognized only to the extent that it is probable that the temporary differences will reverse in the foreseeable future and taxable profit will be available against which the temporary differences can be utilized
The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilized.
Unrecognized deferred tax assets are re-assessed at each reporting date and are recognized to the extent that it has become probable that future taxable profits will allow the deferred tax asset to be recovered.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realized or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date.
Deferred tax relating to items recognized outside profit or loss is recognized outside profit or loss. Deferred tax items are recognized in correlation to the underlying transaction either in OCI or directly in equity.
Deferred tax assets and deferred tax liabilities are offset if a legally enforceable right exists to set off current tax assets against current tax liabilities and the deferred taxes relate to the same taxable entity and the same taxation authority.
MATERIAL ACCOUNTING JUDGEMENTS, ESTIMATES AND ASSUMPTIONS
Deferred tax assets are recognized for unused tax losses to the extent that it is probable that taxable profit will be available against which the losses can be utilized. Significant management judgement is required to determine the amount of deferred tax assets that can be recognized, based upon the likely timing and the level of future taxable profits, together with future tax planning strategies.
Group | ||
Current income tax expense: | 2024 | 2023 |
Income tax payable | 149 | 103 |
Change deferred tax/deferred tax assets (ex. OCI effects) | (6,841) | (9,035) |
Adjustments for current tax of prior periods | \u2014 | \u2014 |
Total income tax expense | (6,692) | (8,932) |
Deferred tax relates to the following: | 12/31/2024 | 12/31/2023 |
Property, plant and equipment | 544 | 651 |
Other current assets | 75,367 | 105,146 |
Other liabilities | (2,827) | (8,156) |
Losses carried forward | (49,443) | (42,888) |
Basis for deferred tax | 23,641 | 54,753 |
Deferred tax liabilities in the statement of financial position | 5,201 | 12,046 |
Reconciliation of income tax expense | 2024 | 2023 |
Profit or loss before tax | (45,513) | (44,086) |
Tax expense 22% | (10,013) | (9,699) |
Permanent differences | (43) | 457 |
Currency effects | 3,364 | 310 |
Recognized income tax expense | (6,692) | (8,932) |
Parent | ||
Current income tax expense: | 2024 | 2023 |
Income tax payable | \u2014 | \u2014 |
Change deferred tax/deferred tax assets (ex. OCI effects) | (6,722) | (9,037) |
Total income tax expense | (6,722) | (9,037) |
Deferred tax relates to the following: | 12/31/2024 | 12/31/2023 |
Property, plant and equipment | 531 | 621 |
Other current assets | 75,367 | 105,146 |
Other liabilities | (2,274) | (8,150) |
Losses carried forward | (49,443) | (42,888) |
Basis for deferred tax | 24,181 | 54,729 |
Deferred tax liabilities in the statement of financial position | 5,320 | 12,040 |
The Parent Company\u2019s operations are subject to income tax in Norway. The statutory income tax rate is 22% for both periods.
A reconciliation of the differences between the theoretical tax expense under the rate applicable in Norway and the actual tax expense is as follows:
Reconciliation of income tax expense | 2024 | 2023 |
Profit or loss before tax | (45,201) | (42,429) |
Tax expense 22% (Norwegian tax rate) | (9,944) | (9,334) |
Permanent differences | 457 | 456 |
Currency effects | 2,765 | (159) |
Recognized income tax expense | (6,722) | (9,037) |
Group | ||
Current income tax expense: | 2024 | 2023 |
Income tax payable | 149 | 103 |
Change deferred tax/deferred tax assets (ex. OCI effects) | (6,841) | (9,035) |
Adjustments for current tax of prior periods | \u2014 | \u2014 |
Total income tax expense | (6,692) | (8,932) |
Deferred tax relates to the following: | 12/31/2024 | 12/31/2023 |
Property, plant and equipment | 544 | 651 |
Other current assets | 75,367 | 105,146 |
Other liabilities | (2,827) | (8,156) |
Losses carried forward | (49,443) | (42,888) |
Basis for deferred tax | 23,641 | 54,753 |
Deferred tax liabilities in the statement of financial position | 5,201 | 12,046 |
Reconciliation of income tax expense | 2024 | 2023 |
Profit or loss before tax | (45,513) | (44,086) |
Tax expense 22% | (10,013) | (9,699) |
Permanent differences | (43) | 457 |
Currency effects | 3,364 | 310 |
Recognized income tax expense | (6,692) | (8,932) |
Parent | ||
Current income tax expense: | 2024 | 2023 |
Income tax payable | \u2014 | \u2014 |
Change deferred tax/deferred tax assets (ex. OCI effects) | (6,722) | (9,037) |
Total income tax expense | (6,722) | (9,037) |
Deferred tax relates to the following: | 12/31/2024 | 12/31/2023 |
Property, plant and equipment | 531 | 621 |
Other current assets | 75,367 | 105,146 |
Other liabilities | (2,274) | (8,150) |
Losses carried forward | (49,443) | (42,888) |
Basis for deferred tax | 24,181 | 54,729 |
Deferred tax liabilities in the statement of financial position | 5,320 | 12,040 |
The Parent Company\u2019s operations are subject to income tax in Norway. The statutory income tax rate is 22% for both periods.
A reconciliation of the differences between the theoretical tax expense under the rate applicable in Norway and the actual tax expense is as follows:
Reconciliation of income tax expense | 2024 | 2023 |
Profit or loss before tax | (45,201) | (42,429) |
Tax expense 22% (Norwegian tax rate) | (9,944) | (9,334) |
Permanent differences | 457 | 456 |
Currency effects | 2,765 | (159) |
Recognized income tax expense | (6,722) | (9,037) |
Remuneration to the Board of Directors
Remuneration for the members of the Board of Directors is determined by the Annual General Meeting (\u201cAGM\u201d). The remuneration is not linked to the Group's performance but reflects the Board of Director\u2019s responsibilities, expertise, time and commitment.
The Board members also receive compensation for their services through options. The conditions for these grants and the terms are determined by the AGM. The Board members holdings of options are summarized further below.
Remuneration to Executive Management
The AGM of Nykode Therapeutics ASA determines the principles applicable to the Group\u2019s policy for compensation to the Executive Management team.
Loans and guarantees
No loans have been granted and no guarantees have been issued to the Executive Management or any member of the Board of Directors.
\u00a0
Remuneration to Executive Management for the year ended December 31, 2024: | ||||||
Name | Salary | Bonus | Pension | Other compensation | Total remuneration | |
Executive Management | 2,331 | 436 | 194 | 5 | 2,966 |
Remuneration to Executive Management for the year ended December 31, 2023: | ||||||
Name | Salary | Bonus | Pension | Other compensation | Total remuneration | |
Executive Management | 1,829 | 580 | 161 | 4 | 2,574 |
Remuneration to the Board of Directors: | |||
Name | Title | 2024 | 2023 |
Martin Nicklasson | Chair\u00a0 of the Board | 95 | 95 |
Christian \u00c5byholm | Board member | 55 | 50 |
Harald Arnet | Board member | 50 | 50 |
Anne Clem Whitaker | Board member | 57 | 50 |
Elaine Sullivan | Board member | 60 | 60 |
Bernd Robert Seizinger* | Former Board Member | 52 | 53 |
Birgitte Volck* | Former Board Member | 52 | 53 |
Einar J\u00f8rgen Greve* | Former Board Member | 48 | 45 |
Anders Tuv* | Former Board Member | 30 | 60 |
Total compensation to Board of Directors | 499 | 516 |
* Einar J. Greve was elected as board member in place of Anders Tuv in the AGM 2024, held on May 16, 2024.
* Bernd Robert Seizinger, Birgitte Volck and Einar J. Greve resigned from their positions on the Board of Directors on December 30, 2024.
6.1\u00a0 Remuneration to Executive Management and the Board of Directors (Continued)
Shares held by the Board of Directors: | |||
Name | Title | 31.12.2024 | 31.12.2023 |
Martin Nicklasson | Chair\u00a0 of the Board | 142,000 | 52,000 |
Christian \u00c5byholm 1) | Board member | 2,155,295 | 2,155,295 |
Harald Arnet 2) | Board member | 168,000 | 168,000 |
Anne Clem Whitaker | Board member | \u2013 | \u2013 |
Elaine Sullivan | Board member | \u2013 | \u2013 |
Bernd Robert Seizinger | Former Board Member | 650,000 | 600,000 |
Birgitte Volck | Former Board Member | 20,311 | \u2013 |
Anders Tuv 3) | Former Board Member | 325,000 | 325,000 |
Einar J\u00f8rgen Greve 4) | Former Board Member | 1,775,000 | 1,775,000 |
Total | 5,235,606 | 5,075,295 |
1) Shares are held through Caaby AS.
2) Shares are held through Hato Invest AS.
3) Shares are held through Tuv Capital AS.
4) Shares are held through Cipriano AS.\u00a0
Warrants and options held by Executive Management: | |||
Name | 31.12.2024 | 31.12.2023 | |
Warrants and options held by Executive Management | 7,084,613 | 5,664,387 | |
Total | 7,084,613 | 5,664,387 |
Warrants and options held by the Board of Directors: | |||
Name | Title | 31.12.2024 | 31.12.2023 |
Martin Nicklasson | Chair\u00a0 of the Board | 550,000 | 525,000 |
Christian \u00c5byholm | Board member | \u2014 | \u2014 |
Harald Arnet | Board member | \u2014 | \u2014 |
Elaine Sullivan | Board member | 65,000 | 55,000 |
Anne Clem Whitaker | Board member | 65,000 | 55,000 |
Bernd Robert Seizinger | Former Board member | 55,000 | 55,000 |
Birgitte Volck | Former Board member | 55,000 | 59,674 |
Anders Tuv | Former Board member | 55,000 | 55,000 |
Einar J\u00f8rgen Greve | Former Board member | \u2014 | \u2014 |
Total | 845,000 | 804,674 |
Related parties are major shareholders, members of the Board of Directors and \u00adExecutive Management in the Group. Note 4.4 provides information on the major shareholders. Significant agreements and remuneration paid to Executive Management and the Board of Directors for the current and prior period is presented in note 6.1. All transactions with related parties are based on the principle of arm's length.
The payments to related parties consist of salary, bonus, pension, other compensation and board remuneration paid to Executive management and Board members. The Executive management and the Board members also held shares and options in the Parent Company at the end of the period as presented in note 6.1.
The Group had no related party balances at December 31, 2024 or December 31, 2023.
In 2024, the Parent Company has purchased services from subsidiaries for USD 9.9 million (2023: USD 8.8 million) and on December 31, 2024\u00a0 the parent company had a net payable to its subsidiaries of USD 0.3 million
Non-adjusting events
On March 27, 2025, Nykode announced that it had received resignations from the Chair of the Board, Martin Nicklasson, and Board members Elaine Sullivan and Anne Whitaker.
On March 27, 2025, Nykode announced that Michael Engsig (CEO), Agnete Fredriksen (CSO and Co-founder), and Harald Gurvin (CFO) had submitted their resignations. On April 15, 2025, the Company announced that the aforementioned members of senior management had withdrawn their resignations and would continue in their respective roles.
On April 23, 2025 an extraordinary general meeting was held where Susanne Stuffers was elected Chair of the Board. In addition, Trygve Lauvdal was elected as a member of the Board, replacing Harald Arnet, who had decided to step down. Christian \u00c5byholm continued as a member of the Board.
New and amended IFRS Accounting Standards that are effective for the current year in the current year
The Group has applied a number of amendments to IFRS Accounting Standards issued by the International Accounting Standards Board (IASB) that are mandatory effective for an accounting period that begins on or after 1 January 2024. Their adoption has not had any material impact on the disclosures or on the amounts reported in these financial statements.
Amendments to IAS 1 - Presentation of Financial Statements: Classification of Liability as current or non-current:
The amendments clarify the criteria for classifying liabilities as current or non-current and require disclosure when a liability classified as non-current is contingent on compliance with future covenants within twelve months. The amendments are applied retrospectively.
In January 2020 and October 2022, the IASB issued amendments to paragraphs 69 to 76 of IAS 1 to specify the
requirements for classifying liabilities as current or non-current.
The amendments clarify:
\u2022What is meant by a right to defer settlement
\u2022That a right to defer must exist at the end of the reporting period
\u2022That classification is unaffected by the likelihood that an entity will exercise its deferral right
\u2022That only if an embedded derivative in a convertible liability is itself an equity instrument would the terms of a liability not impact its classification.
In addition, a requirement has been introduced to require disclosure when a liability arising from a loan agreement is classified as non-current and the entity\u2019s right to defer settlement is contingent on compliance with future covenants within twelve months.
The amendment did not have a material impact on the Group\u2019s financial statement.
Amendments to IFRS 16 - Lease Liability in a Sale and Leaseback
The amendments specify how a seller-lessee should measure lease liabilities in a sale and leaseback transaction to ensure that no gain or loss is recognized in relation to the retained right-of-use asset. The amendments apply retrospectively to sale and leaseback transactions entered into after the initial application of IFRS 16.
The amendment had no impact on the Group\u2019s consolidated financial statement.
Amendments to IAS 7 and IFRS 7 - Supplier Finance Arrangements
The amendments introduce new disclosure requirements to enhance transparency regarding supplier finance arrangements, providing users of financial statements with a better understanding of their impact on an entity\u2019s liabilities, cash flows, and exposure to liquidity risk.
The amendments had no impact on the Group\u2019s consolidated financial statements.
New and revised IFRS Accounting Standards in issue but not yet effective
\u00a0
Amendments to IAS 21 -The Effects of Changes in Foreign Exchange Rates - Lack of Exchangeability
On August 15, 2023, the IASB issued amendments to IAS 21 The Effects of changes in foreign exchange rates following a submission on how to determine exchange rates when a currency is not exchangeable. The amendments address the lack of explicit guidance in the previous standard, requiring entities to assess when a currency is exchangeable and, if not, estimate the spot exchange rate. These changes aim to reduce diversity in practice. The amendments are mandatory effective from 1 January 2025.
These amendments are not expected to have an impact on the Group\u2019s financial statements.
Amendments to IFRS 9 and IFRS 7 - Classification and Measurement of Financial Instruments
In May 2024, the IASB issued amendments to IFRS 9 and
IFRS 7 following feedback from the IFRS Interpretations Committee and post-implementation reviews.
Key changes include:
\u2022Derecognition of financial liabilities settled via electronic transfers.
\u2022Classification of financial assets, including:
\u2022Elements of interest in a basic lending arrangement (the solely payments of principle and interest \u00a0\u00a0\u00a0\u00a0assessment \u2013\u2018SPPI test\u2019)
\u2022Contractual terms that change the timing or amount of contractual cash flows
\u2022Financial assets with non-recourse features
\u2022Investments in contractually linked instruments
Disclosures for equity instruments designated at fair value through other comprehensive income
Entities can early adopt amendments related to financial asset classification and disclosures, with the remaining amendments applicable later. This is particularly useful for financial instruments with ESG-linked features.
The amendments are not expected to have a material impact in the Group\u2019s financial statement.
Amendments to IFRS 9 and IFRS 7 - Contracts referencing Nature dependent Electricity
In December 2024, the IASB issued amendments to IFRS 9 and IFRS 7 for better reporting of nature-dependent electricity contracts (e.g., power purchase agreements).
Key changes include:
\u2022Clarification of the \u2018own-use\u2019 requirements
\u2022Permitting hedge accounting for these contracts
\u2022New disclosure requirements to improve transparency
These amendments apply to reporting periods starting 1 January 2026, with early application allowed.
The amendments are not expected to have a material impact on the Group\u2019s financial statement.
Amendments to IFRS 18 Presentation and Disclosure in Financial Statements
In April 2024, the IASB issued IFRS 18, which replaces IAS 1 Presentation of Financial Statements.
IFRS 18 introduces new requirements for presentation within the statement of profit or loss, including specified totals and subtotals. Furthermore, entities are required to classify all income and expenses within the statement of profit or loss into one of five categories: operating, investing, financing, income taxes and discontinued operations, whereof the first three are new. It also requires disclosure of newly defined management-defined performance measures, subtotals of income and expenses, and includes new requirements for aggregation and disaggregation of financial information based on the identified \u2018roles\u2019 of the primary financial statements and the notes.
In addition, narrow-scope amendments have been made to IAS 7 Statement of Cash Flows, which include changing the starting point for determining cash flows from operations under the indirect method, from \u2018profit or loss\u2019 to \u2018operating profit or loss\u2019 and removing the optionality around classification of cash flows from dividends and interest. In addition, there are consequential amendments to several other standards. IFRS 18, and the amendments to the other standards, is effective for reporting periods beginning on or after 1 January 2027, but earlier application is permitted and must be disclosed. IFRS 18 will apply retrospectively.
The amendments are expected to have an impact on the Group\u2019s financial statements.
IFRS 19 Subsidiaries without Public Accountability:
On May 2024, the IASB issued IFRS 19\u00a0 Subsidiaries without Public Accountability, which allows eligible entities to elect to apply its reduced disclosure requirements while still applying the recognition, measurement and presentation requirements in other IFRS accounting standards. To be eligible, at the end of the reporting period, an entity must be a subsidiary as defined in IFRS 10, cannot have public accountability and must have a parent (ultimate or intermediate) that prepares consolidated financial statements, available for public use, which comply with IFRS accounting standards. IFRS 19 will become effective for reporting periods beginning on or after 1 January 2027, with early application permitted.