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Information about the group \u201cEnsurge Micropower ASA (\u201cEnsurge ASA\u201d, \u201cEnsurge\u201d or \u201cthe Company\u201d) was founded as Thin Film Electronics ASA (\u201cThinfilm\u201d) on 22 December 2005 and was renamed Ensurge Micropower. Reference is made to Note 29 for a description of the subsidiaries consolidated into the parent company Ensurge Micropower ASA. The objectives of the Company shall be the commercialization, research, development and production of technology and products related to solid-state lithium batteries. These objectives may be carried out in full internally, or in whole or in part externally through collaborative efforts with one or more of the Company\u2019s ecosystem partners. The Company is a public limited liability company incorporated and domiciled in Norway. The address of its registered office is Fridjof Nansens Plass 4, Oslo, Norway. The company\u2019s shares were admitted to listing at the Oslo Axess on 30 January 2008 and to the Oslo B\u00f8rs on 27 February 2015. On 24 March 2015 Ensurge\u2019s American Depository Receipts (ADRs) commenced trading in the United States on OTCQX International. Ensurge\u2019s ADR was moved to OTCQB with effect on 23 June 2020. The Company\u2019s shares, listed on Oslo B\u00f8rs in Norway, trade under the symbol ENSU. The Company\u2019s ADRs, listed on OTCQB in the United States, trade under the symbol ENMMD. These group consolidated financial statements were resolved by the board of directors on 27 April 2023. 2. Accounting policies The principal accounting policies applied in the preparation of these consolidated financial statements are set out below. These policies have been consistently applied. For the purpose of ease of reading, the terms \u201dbalance sheet\u201d and \u201daccounting\u201d and variations of these have been used interchangeably with the IFRS terms \u201dstatement of financial position\u201d and \u201drecognition\u201d. 2.1 Basis of preparation The annual financial statements have been prepared on a historical cost basis. The financial statements of the group have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the EU. The accounting policies adopted are consistent with those of the previous financial year. IFRS is continuously developed and recently published standards, amendments and interpretations have been reviewed and considered. None of the new standards, amendments and interpretations that apply as of 1 January 2022 had any impact on net result or equity of Ensurge in 2022. Reference is made to Note 2.20 for a description of changes in IFRS. Going concern The board confirms that the financial statements of the group, as well as the parent company, have been prepared under the going concern assumption. On 14 March 2023 the EGM approved a private placement totaling 500,000,000 shares at a subscription price of NOK 0.10 per share, resulting in gross proceeds of NOK 50 million. As of the date of this report, the company has sufficient cash to fund operations until June, 2023. To continue to fund the Company\u2019s activities beyond June 2023, the Company will seek additional funds from the investor market and from partnership funding. However, as funding is not secured for the next 12 months, a material uncertainty exist as to whether the Company and group will continue as going concern. The Company and group are dependent to successfully raise funds as planned. The board of directors monitors the financial position closely and receives frequent reports and forecasts on expenditure and cash flow. To address the funding requirements of the group, the board of directors has undertaken the following initiatives: \u2022 Undertaken a program to continue to monitor the group\u2019s ongoing working capital requirements and minimum expenditure commitments; and \u2022 Continued its focus on maintaining an appropriate level of corporate overhead that is in line with the group\u2019s available cash resources. As a consequence of uncertainty introduced by the Covid-19 pandemic, the Company has prioritized raising sufficient funds to provide adequate time to demonstrate a series of technology and market development milestones. Despite the material uncertainty to whether the group will be able to successfully raise funds as planned, the Board has concluded that the Company are not in a situation where there is no realistic alternative to continue as going concern and hence it is found appropriate to prepare the financial statements on the going concern basis. 2.2 Consolidation Subsidiaries are all entities over which the group has control. 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. Specifically, the group controls an investee if, and only if, the group has: \u2022 Power over the investee (i.e., existing rights that give it the current ability to direct the relevant activities of the investee) \u2022 Exposure, or rights, to variable returns from its involvement with the investee \u2022 The ability to use its power over the investee to affect its returns Generally, there is a presumption that a majority of voting rights results in control. To support this presumption and when the group has less than a majority of the voting or similar rights of an investee, the group considers all relevant facts and circumstances in assessing whether it has power over an investee, including: \u2022 The contractual arrangement(s) with the other vote holders of the investee \u2022 Rights arising from other contractual arrangements \u2022 The group\u2019s voting rights and potential voting rights 2.3 Foreign currency translation (a) Functional and presentation currency The consolidated financial statements are presented in US dollar (USD). (b) Transactions and balances Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognized in the income statement. (c) Group companies The individual financial statements of a subsidiary are prepared in the subsidiary\u2019s functional currency. In preparing the consolidated financial statements, the financial statements of foreign operations are translated using the exchange rates at year-end for statement of financial position items and monthly average exchange rates for statement of income items. Translation gains and losses are included in other comprehensive income as a separate component. The translation difference derived from each foreign subsidiary is reversed through the statement of income as part of the gain or loss arising from the divestment or liquidation of such a foreign operation. 2.4 Property, plant and equipment Property, plant and equipment is mainly comprised of construction in progress on the roll-to-roll line, laboratory test equipment, and office equipment. Property, plant and equipment is stated at historical cost less depreciation and impairment losses. Historical cost includes expenditure that is directly attributable to the acquisition of the items. Given the uncertainty related to its cash position and new strategy, the Company\u2019s fixed assets were fully impaired at 31 December 2019. Subsequent costs are included in the asset\u2019s carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the group and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognized. All other repairs and maintenance are charged to the income statement during the financial period in which they are incurred. Depreciation is calculated using the straight-line method as follows: \u2022 Laboratory equipment \u2014 5 years \u2022 Office equipment \u2014 3\u20135 years \u2022 Office furnishings and fittings \u2014 up to 12 years The assets\u2019 residual values and useful lives are reviewed, and adjusted if appropriate, at each balance sheet date. Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognized in the income statement. 2.5 Inventory The Company changed strategy and hence inventory is fully impaired. Historically, inventory, components and components under production were valued at the lower of cost and net realizable value after deduction of obsolescence. Net realizable value is estimated as the selling price less cost of completion and the cost necessary to make the sale. Costs are determined using the standard cost method. The FIFO principle is applied. Work in progress includes variable cost and non-variable cost which can be allocated to items based on normal capacity. Obsolete inventory is written down completely. 2.6 Intangible assets (a) Patents and licenses Acquired patents and licenses are stated at historical cost. Patents and licenses have a finite useful life and are carried at cost less accumulated amortization. Amortization is calculated using the straight-line method to allocate the cost of patents and licenses over their estimated useful lives. An asset\u2019s carrying amount is written down to its recoverable amount if the asset\u2019s carrying amount is greater than its estimated recoverable amount. In January 2014, Ensurge acquired an IP portfolio consisting of patents. These assets are initially recognized at fair value and subsequently measured at cost, less accumulated amortisation and impairment losses. (b) Research and development Research costs are expensed as they are incurred. An intangible asset arising from development expenditure on an individual project is capitalized only when the group reliably can measure the expenditure and can demonstrate; \u2022 The technical feasibility of completing the intangible asset so that it will be available for use or sale \u2022 How the asset will generate future economic benefits \u2022 The group\u2019s ability to obtain resources to complete the project Development costs are amortized over the period of expected use of the asset. See Note 7. An asset\u2019s carrying amount is written down to its recoverable amount if the asset\u2019s carrying amount is greater than its estimated recoverable amount. 2.7 Impairment of assets Assets that have an indefinite useful life, for example goodwill, are not subject to amortization and are tested annually for impairment. Assets that are subject to amortization are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognized for the amount by which the asset\u2019s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset\u2019s fair value less costs of disposal and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (cash-generating units). Non- financial assets other than goodwill are reviewed for possible reversal of any previous impairment at each reporting date. 2.8 Trade receivables and other receivables Trade receivables and other short-term receivables are measured at initial recognition at fair value and subsequently measured at amortized cost. Short-term receivables, which are due within three months, are normally not discounted. Impairment of receivables is evaluated on a case-by-case basis. The group writes off a trade receivable when there is information indicating that the debtor is in severe financial difficulty and there is no realistic prospect of recovery. 2.9 Cash and bank deposits Cash and bank deposits include cash in hand, deposits held at call with banks, other short-term highly liquid investments with original maturities of three months or less. Bank overdrafts are shown within borrowings in current liabilities on the balance sheet. 2.10 Share capital Ordinary shares are classified as equity. Incremental costs directly attributable to raising new equity are shown as a deduction to the equity, net of tax. 2.11 Trade payables The carrying amounts of trade and other payables are the same as their fair values, due to their short- term nature. 2.12 Deferred income tax Deferred income tax is recognized on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements. However, the deferred income tax is not accounted for if it arises from initial recognition of an asset or a liability in a transaction other than a business combination that at the time of the transaction affects neither accounting, nor taxable profit or loss. Deferred income tax is determined using tax rates (and laws) that have been enacted or substantially enacted on the balance sheet date and are expected to apply when the related deferred income tax asset is realized, or the deferred income tax liability is settled. Deferred tax assets are recognized to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilized. Deferred tax liabilities are recognized for taxable temporary differences. 2.13 Employee remuneration Termination benefits are payable when employment is terminated by the group before the normal retirement date, or whenever an employee accepts voluntary redundancy in exchange for these benefits. The group recognizes termination benefits when it is demonstrably committed to either: terminating the employment of current employees according to a detailed formal plan without possibility of withdrawal; or providing termination benefits as a result of an offer made to encourage voluntary redundancy. Benefits falling due more than 12 months after the balance sheet date are discounted to present value. The company only holds defined contribution pension plans. Contributions are expensed and paid when earned. 2.14 Revenue recognition Revenue is recognized at the amount that the Company expects to be entitled to and expects to collect under the contract. If a contract has multiple performance obligations, the transaction price is allocated to each performance obligation identified in the contract on a relative stand-alone selling price basis. Revenue is shown net of value-added tax, returns, rebates and discounts and after eliminating sales within the group. (a) Sales of goods Sales of goods were recognized when the performance obligation was satisfied, the costs incurred with respect to the transaction could be measured reliably, and Ensurge retained neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold. (b) Rendering of services The group provides engineering and support services to strategic customers and partners. 2.15 Government grants Government grants are recognized when there is reasonable assurance that the grant will be received, and the conditions will be complied with. Grants are recognised as other income over the period necessary to match them with the related costs, for which they are intended to compensate, on a systematic basis. 2.16 Financial liabilities (a) Borrowings Borrowings are initially recognized at cost and subsequently measured at amortized cost using the effective interest method. Amortized cost is calculated by taking into account any issue costs as well as discount or premium on settlement. Financial liabilities are presented as current if the liabilities are due to be settled within 12 months after the balance sheet date. (b) Leases All leases are recognized in the balance sheet as a right-of-use (\u201cROU\u201d) asset with a corresponding lease liability, except for short term assets in which the lease term is 12 months or less, or low value assets. ROU assets represent a right to use an underlying asset for the lease term and lease liabilities represent an obligation to make lease payments arising from the lease. Right-of-use assets are depreciated linearly over the lifetime of the related lease contract. The depreciation of ROU asset is recognized over the lease term, and interest expenses related to the lease liability are classified as financial items in the income statement. Right-of-use assets are tested for impairment in accordance in accordance with IAS 36. Ensurge determines if an arrangement is a lease at inception. Assets and liabilities arising from a lease are initially measured on a present value basis. Lease liabilities include the net present value of fixed payments, less any lease incentives. The Company\u2019s incremental borrowing rate based on the information available at commencement date is used in determining the present value of lease payments. Extension options are included when it, based on management\u2019s judgement, is reasonably certain to be exercised. ROU assets are measured at cost and include the amount of the initial measurement of lease liability, any lease payments made at or before the commencement date less any lease incentives received, any initial direct costs, and restoration costs. Payments associated with short-term leases and leases of low-value assets are recognized on a straight-line basis as an expense in the income statement. Short-term leases are leases with a lease term of 12 months or less and low-value assets. 2.17 Share based remuneration and derivatives over own shares (a) Share based remuneration Equity-settled share based payments to employees are measured at the fair value of the equity instruments at grant date. The fair value of the instruments is determined using a Black-Scholes option pricing model. The fair value determined at the grant date of the equity-settled share based payments is expensed on a straight-line basis over the vesting period, based on the Group\u2019s estimate of equity instruments that will eventually vest, with a corresponding increase in equity. At the end of each reporting period, the Group revises its estimate of the number of equity instruments expected to vest. For social security contribution related to equity settled share based payment transactions with employees, a liability is recognized. The liability is initially measured at the fair value of the liability. At the end of each reporting period until the liability is settled, and the date of settlement, the fair value of the liability is remeasured, with any changes in fair value recognized in profit or loss for the year. (b) Derivatives over own shares The warrants are derivatives over own shares and the exercise price is denominated in Norwegian Kroner (NOK), while the functional currency of the Company is the US Dollar. As a result of this difference in currencies, the proceeds received by the Company varied based on foreign exchange rates. Thus, the fixed for fixed criteria in IAS 32.11 is not met. Further, the warrants were not allocated pro rate to all existing owners of the same class of own equity instruments and did not meet the strict criteria for the rights issue exemption in IAS 32.11. Thus, the warrants are classified as derivative liabilities (scoped under IFRS 9) and measured at fair value (in accordance with IFRS 13) in the statement of financial position. Any changes in fair value from period to period were recorded as a non-cash gain or loss in the consolidated statement of net loss/(income) and comprehensive loss/(income). There are no warrants outstanding at 31 December 2022. The convertible loans are denominated in Norwegian Kroner (NOK); however, the functional currency of the Company is the US Dollar. As a result of this difference in currencies, the proceeds that were received by the Company were not fixed and varied based on foreign exchange rates. A portion of the loans, the conversion feature, is a derivative required to be recognized and measured at fair value at each reporting period. Any changes in fair value in the convertible loans from period to period is recorded as a non-cash gain or loss in the consolidated statements of comprehensive income, in accordance with IFRS 9. The convertible loans, including accrued interest, are classified as short-term liability at amortized cost. The conversion feature derivative liability is classified as short-term held-for-trading liability. The derivative liability is measured using Black Scholes valuation model. 2.18 Cash flow statement The cash flow statement is prepared in accordance with the indirect method. 2.19 Segment information Operating segments, according to IFRS 8, are reported in a manner consistent with the internal reporting provided to the chief operating decision- maker. The chief operating decision-maker, who is responsible for allocating resources, assessing performance and making strategic decisions, has been identified as the Chief Executive Officer (CEO). Based on Ensurge\u2019s current deliveries, performance obligations, customer characteristic and other information, it has been assessed that Ensurge has only one operating segment. Hence, primarily information according to IFRS 8 paragraphs 32\u201334 is provided. 2.20 Changes in accounting principles In 2022 new standards and amendments to existing standards have become effective. This is related to the following standards: \u2022 Annual improvements to IFRS Standards 2018\u20132020 cycle, \u2022 Reference to the conceptual framework (amendments to IFRS 3), \u2022 Onerous contracts \u2013 costs of fulfilling a contract (amendments to IAS 37), \u2022 Property, plant and equipment: proceeds before intended use (amendments to IAS 16). The adoption of these items did not have a significant impact on the financial statements of the Group. 2.21 Approved standards and interpretations not yet in effect In addition to these standards, the following new and revised IFRSs have been issued but were not mandatory for annual reporting periods ending on 31 December 2022. The Group will assess the potential impact of these new and revised standards in due course. \u2022 IFRS 1, IFRS 9, IFRS 16, IAS 41: Annual Improvements to IFRS Standards 2018\u20132020 \u2022 Amendments to IAS 1 and IFRS Practice Statement 2: Financial Statements: Classification of Liabilities as Current or Non-current, Disclosure of Accounting policies \u2022 Amendment to IAS 8: Definition of Accounting Estimates \u2022 Amendments to IAS 12: Deferred Tax related to Assets and Liabilities arising from a Single Transaction \u2022 IFRS 17 Insurance contracts and amendments 3. Segment information Ensurge\u2019s business consists of sale of products, services and development of electronic products and related solutions. The CEO has determined that the group has only one operating segment. Consequently, no additional segment information is disclosed. Reference is made to Note 14, 15 and 16 for entity-wide disclosures. 4. Capital management and financial risk 4.1 Capital management The group manages its capital to ensure that entities in the group will be able to continue as a going concern. The capital structure of the group consists of equity and current and non-current interest- bearing liabilities. The group is not subject to any externally imposed capital requirements apart from the requirements according to national laws and regulations for limited liability companies. In September 2019, the Company\u2019s subsidiary, Ensurge Micropower, Inc. closed an equipment term loan facility with Utica Leaseco, LLC (\u201cUtica\u201d) for USD 13.2 million secured by select fixed assets (see Note 6). The terms of the Master Lease Agreement and subsequent amendments are detailed in Note 14. The outstanding balance at 31 December 2022 is USD 7.5 million. The company is working on obtaining additional equity funding. See Note 2.1 Going concern. 4.2 Financial risk factors Ensurge is exposed to certain financial risks related to exchange rates and interest level. These are, however, insignificant compared to the business risk. (a) Market risk factors (i) Currency risk The Group has the majority of its operations in the USA. As of 31 December 2022, approximately 88% of the Company\u2019s cash balance was denominated in USD, in order to mitigate currency risk associated with the increased value of the USD relative to NOK. Management monitors this risk and will take the appropriate actions to address it as the situation requires. (ii) Interest risk Ensurge Micropower, Inc., the U.S. operating subsidiary and global headquarters of the Ensurge Micropower Group, closed an equipment term loan facility with Utica Leaseco, LLC for financing of USD 13.2 million, which funded in two tranches during the month of September 2019. The interest rate associated with this debt is fixed, and therefore, does not present the potential risk that would be associated with interest rate fluctuations. Ensurge Micropower ASA issued convertible loans as part of a private placement announced on 24 July 2022. The convertible loans are repayable 17 August 2023 and the lenders are entitled at any time after 17 February 2023 to convert the loans into shares in the Company at a conversion price of NOK 3.00. The convertible loans carry interest at the rate of 5% per annum. (b) Credit risk The company has some credit risks relating to receivables. The loss on receivables has historically been low. In connection with the relocation of Ensurge\u2019s US headquarters in 2017, a USD 1,600 thousand Letter of Credit was issued by Ensurge Micropower ASA to the landlord of the Junction Avenue facility located in San Jose, California. In addition, the Company entered into a Tenancy Guaranty with the landlord as additional security of the rent payments. The initial guaranty liability amounted to USD 5,000 thousand and reduces on an annual basis by USD 500 thousand per year, commencing with the second lease year until the liability reaches zero dollars. As of 31 December 2022, the guaranty liability amounted to USD 2,500 thousand. Apart from that, Ensurge has not issued additional material guarantees. (c) Liquidity risk Aside from the equipment term loan facility of USD 13.2 million closed in September 2019, and the convertible loans due August 2023, Ensurge does not have any other material interest-bearing debt. In addition, the company has a continued obligation under a lease agreement signed in November 2016 relating to its U.S. headquarters in San Jose, California. The Company was able to raise equity financing in 2022 but is not yet cash generative and operates at a loss. There is uncertainty tied to the generation of future cash flow in connection with the Company\u2019s new business strategy. As described in Note 2.1 Basis of preparation, the Company is currently pursuing alternative forms of generating cash in order to meet its financial obligations. There is no assurance that the Company will be successful in raising funds. Failure to obtain future funding, when needed or on acceptable terms, would adversely affect its ability to continue as a going concern. 4.3 Fair value estimation The carrying amounts of trade and other receivables and payables are considered to be the same as their fair values, due to their short-term nature. Accounts payable and accrued liabilities with due date within 12 months have been recognized at carrying value. 4.4 Financial instruments Ensurge is not party to any transactions or financial instruments which are not recorded in the balance sheet or otherwise disclosed. 5. Critical accounting estimates and judgments The financial statements of the group have been prepared based on the going concern assumption. Estimates and judgments are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. Reference is made to Note 2.1 Going concern. The Group makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, rarely equal the related actual results. The estimates and assumptions in the financial statements of the group mainly relate to share based compensation, warrants, deferred tax assets, accounting for research and development, intangible assets, property, plant and equipment and leases. Share based compensation: Ensurge estimates the fair value of options at the grant date. As the subscription rights are structured equal to an option, the Black-Scholes option pricing model is used for valuing the share subscription rights. The model uses the following parameters; the exercise price, the life of the option, the current price of the underlying shares, the expected volatility of the share price, the dividends expected on the shares, and the risk-free interest rate for the life of the option. The cost of share based remuneration is expensed over the vesting period. Such estimates are updated at the balance sheet date. Changes in this estimate will impact the expensed cost of share based remuneration in the period. The variables, assumptions and relevant theoretical foundations used in the calculation of the fair value per share subscription right is estimated according to the IFRS 2 standard. Warrants: The warrants were classified as derivative liabilities (scoped under IFRS 9) and measured at fair value (in accordance with IFRS 13) in the statement of financial position. The model uses the following parameters: the exercise price, the life of the warrant, the current price of the underlying shares, the expected volatility of the shares and the risk free interest rate for the life of the warrant. Changes in the estimate will impact the financial items in the profit and loss statements. The warrants expired in Q4 2022. Convertible debt: The convertible loans are denominated in Norwegian Kroner (NOK); however, the functional currency of the Company is the US Dollar. As a result of this difference in currencies, the proceeds that were received by the Company were not fixed and varied based on foreign exchange rates. A portion of the loans, the conversion feature, is a derivative required to be recognized and measured at fair value at each reporting period. Any changes in fair value in the convertible loans from period to period is recorded as a non-cash gain or loss in the consolidated statements of comprehensive income, in accordance with IFRS 9. The convertible loans, including accrued interest, are classified as short-term liability at amortized cost. The conversion feature derivative liability is classified as short-term held-for-trading liability. The derivative liability is measured using Black Scholes valuation model. Deferred tax assets: Deferred tax assets related to losses carried forward are recognized when it is probable that the loss carried forward may be utilized. Evaluation of probability is based on historical earnings, expected future margins and the size of the order back-log. Future events may lead to these estimates being changed. Such changes will be recognized when reliable new estimates can be made. No deferred tax
assets have been recognized in the balance sheet as
of 31 December 2022.
Research and development:
Research costs are expensed as incurred.
Development expenditure on an individual project
is recognised as an intangible asset only when
Ensurge can demonstrate the technical feasibility
of completing the intangible assets so that it will be
available for use or sale, the Company\u2019s intention and
capability of completing the development and realize
the asset, and the net future financial benefits of use
or sale. Determining whether an expense meets the
definition of a development cost requires judgment
to be applied. Capitalized development costs as of
31 December 2022, have been fully impaired. See
Note 7.
Intangible assets:
In connection with the purchase of certain assets
from Kovio, Inc., in January 2014, Ensurge acquired
an IP portfolio of ninety patent families. In addition,
Ensurge has acquired certain licenses and capitalized
certain development costs relating to printed
batteries. These assets are recognized in the balance
sheet as intangible assets and valued at fair value
less accumulated amortization and impairment
losses. The book value is dependent on the successful
development of the technology in the Parent
Company and in the subsidiaries. As of 31 December
2022 the intangible assets are fully impaired. See
Note 7.
Property, plant and equipment (PPE):
In connection to establishing US headquarters in
San Jose, Ensurge has invested in PPE, including
a roll-based production line. Determining whether
equipment/a tool a) is under construction b)
is ready for use in production c) will generate
sufficient net future benefits on a stand-alone
basis or as part of a production line, requires
judgment to be applied. Similarly, any subsequent
reversal will require judgment to be applied. The
corporate restructuring announced in 2019 triggered
impairment testing relating to these assets. See
Note 6 for quantification of book values and
impairments.
Lease:
The Company entered into a lease agreement in
November 2016 relating to the property building of
its US headquarters in San Jose, California. Ensurge
assesses whether the lease has been impaired by
applying the requirements in IAS 36 - Impairment
of assets. As of 31 December 2022, the book value
of the leased building is USD 0 thousand, whereas
the book value of the lease liability is USD 10,897
thousand. See Note 8.
6. Property, plant and equipment
Amounts in USD 1,000
Laboratory and
production equipment
Useful life, years 5
2022
Accumulated cost on 1 January 2022 52,594
Additions 556
Sale/disposal of assets (454)
Accumulated cost 31 December 2022 52,696
Accumulated depreciation
Accumulated depreciation and impairments on
1 January 2022
(50,561)
Depreciation expenses (402)
Sale/disposal of assets 437
Accumulated depreciation and impairment
31 December 2022
(50,527)
Net book value 31 December 2022 2,169
2021
Accumulated cost on 1 January 2021 50,773
Additions 1,821
Accumulated cost 31 December 2021 52,594
Accumulated depreciation
Accumulated depreciation and impairments on
1 January 2021
(50,547)
Depreciation expenses (14)
Accumulated depreciation and impairment 31 December 2021 (50,561)
Net book value 31 December 2021 2,033
All property, plant and equipment are based in San Jose, California.
Impairment:
The company revised its strategy in 2019 and impaired the production related assets. This triggered an
impairment test. Management views the roll-to-roll technology, production facility and related assets as
broadly applicable to multiple potential applications, including for use in its strategy to develop and produce
a new and innovative class of ultrathin, ultrasafe solid-state lithium batteries for wearable devices, connected
sensors. However, management believes that the \u2018value in use\u2019 is not readily supportable, as it has only been
forecasted in a financial model, with no real data to support the estimates. As there is no observable market
data on these assets, management have not been able to find a reliable estimate on \u2018fair value less costs to
sell\u2019. Due to these uncertainties the assets, including intangible assets (see Note 7) and right-of-use assets
(see Note 8) were fully impaired as of 31 December 2019. If the revised strategy is successful, the Company
may reverse some or all of the impairment of production related assets. Current net book value relates to
production equipment for the battery.
Assets pledged as security:
The majority of production facility assets, including the roll-to-roll (R2R) production facility, have been pledged
to secure borrowings of the group (see Note 14). The group is not allowed to pledge these assets as security
for other borrowings or to sell them to another entity.
7. Intangible assets
Amounts in USD 1,000
Purchased
intellectual
property
Capitalized
development
costs Total
Amortization period, years (linear) 13\u201316
2022
Acquisition cost
Accumulated cost on 1 January 2022 1,791 1,630 3,421
Additions
\u2014 \u2014 \u2014
Accumulated cost 31 December 2022 1,791 1,630 3,421
Accumulated amortization and impairment on 1
January 2022
(1,791) (1,630) (3,421)
Amortization
\u2014 \u2014 \u2014
Amortization and Impairment 31 December 2022 (1,791) (1,630) (3,421)
Net book value 31 December 2022 \u2014 \u2014 \u2014
2021
Accumulated cost on 1 January 2021 1,791 1,630 3,421
Additions
\u2014 \u2014 \u2014
Exchange differences
\u2014 \u2014 \u2014
Accumulated cost 31 December 2021 1,791 1,630 3,421
Accumulated amortization and impairment on
1 January 2021
(1,791) (1,630) (3,421)
Amortization
\u2014 \u2014 \u2014
Amortization and Impairment 31 December 2021 (1,791) (1,630) (3,421)
Net book value 31 December 2021 \u2014 \u2014 \u2014
The purchased intellectual property relates to licensing of certain patents. The portfolio is reviewed for
impairment annually by comparing the book value to the fair market value at the patent level. In 2019 the
remaining unamortized balance was impaired in full as the Company revised its strategy whereby the future
value of these patents is uncertain.
In 2019 it was decided that the capitalized development costs relating to NFC SpeedTap
\u2122
would not be
further commercialized and the remaining costs were impaired.
The assets are assessed annually. Due to uncertainty of future use and commercialization, no reversal was
identified for 2022.
8. Right-of-use assets
The Company entered into a lease agreement in November 2016 relating to the building of its US headquarters
in San Jose, CA. The lease in San Jose expires in September 2028. Ensurge applies exemption for short term
leases (12 months or less) and low value leases. The borrowing rate applied in discounting of the nominal lease
debt is 7.25%. Right-of-use assets are depreciated linearly over the lifetime of the related lease contract.
Amounts in USD 1,000 Lease Liability
Lease liability recognized at 1 January 2022 12,175
Lease payment (see note below) (2,120)
Interest expense 842
Lease liability as of 31 December 2022 10,897
For maturity schedule of minimum lease payments, see Note 14.
In the statement of cash flow, the principal portion of lease payments are included in line Lease payment with
an amount of USD 1,278 thousand, and interest portion of the payment are included in line Interest paid with
an amount of USD 842 thousand. Both are presented as cash flow from financing activities.
9. Inventory
Amounts in USD 1,000 31 December 2022 31 December 2021
Finished goods \u2014 514
Raw materials 0 215
Net book value \u2014 \u2014
Inventory reserved 0 729
10. Trade and other receivables
Amounts in USD 1,000 31 December 2022 31 December 2021
Customer receivables 149 174
Other receivables, prepayments 844 881
Less: provision for impairment of receivables and
prepayments
(125) (140)
Receivables \u2013 net 868 915
Of this, receivables from related parties (Note 24) \u2014 \u2014
Of other receivables, prepayments of USD 2,510 thousand (which is fully impaired); (2021: USD 3,287
thousand) relate to equipment for San Jose site not yet delivered. All receivables are due within one year
and book value approximates fair value.
Other non-current financial receivables of USD 574 thousand mostly relates to security deposit held by
Utica Leaseco, LLC.
Total receivables are denominated in currencies as shown below:
Amounts in USD 1,000 31 December 2022 31 December 2021
Denominated in NOK 93 11
Denominated in USD 775 904
Total 868 915
Trade receivables of USD 149 thousand were past due by more than 90 days.
The group writes off a trade receivable when there is information indicating that the debtor is in severe
financial difficulty and there is no realistic prospect of recovery.
11. Cash and bank deposits
Amounts in USD 1,000 31 December 2022 31 December 2021
Cash in bank excluding restricted cash 3,316 5,221
Deposit for Letter of Credit (restricted) 1,626 1,626
Deposit for withheld tax (restricted) 21 5
Total 4,963 6,853
Payable withheld tax amounts in Norway at 31 December 2022 were USD 0 thousand (2021: USD 0 thousand).
12. Share capital, warrants and subscription rights
Following completion of the 9:1 share consolidations, the composition of Ensurge\u2019s share capital was changed
from 1,914,208,208 shares, each having a par value of NOK 0.11, to 212,690,508 shares, each having a par
value of NOK 0.99. The registration date of the share consolidation was 11 March 2022. The 2021 figures are
restated and represent the 9:1 share consolidation.
Number of shares Number of warrants
Shares at 1 January 2022 194,055,315 \u2014
Shares issued 49,435,185 \u2014
Allotment of warrants \u2014 18,518,518
Subscription rights exercised and shares issued 737,998 \u2014
Expired warrants \u2014 (18,518,518)
Shares at 31 December 2022 244,228,498 \u2014
Shares at 1 January 2021 109,505,352 75,464,686
Shares issued 7,658,097 \u2014
Allotment of warrants \u2014 \u2014
Exercise and issued 70,705,093 (70,705,093)
Warrants exercised, paid and unissued at
31 December 2020
1,912,455 \u2014
Warrants exercised, pending payment and
unissued at 31 December 2020
4,274,318 \u2014
Expired warrants \u2014 (4,759,593)
Shares at 31 December 2021 194,055,315 (0)
Shares issued Date
Number of
shares
Price per
share
Private placement 3 February 2022 13,951,267 5.40
8 March 2022 4,567,252 5.40
24 July 2022* 3,416,666 3.00
8 November 2022 18,256,183 2.00
12 December 2022 9,243,817 2.00
Shares issued in 2022 49,435,185
Subscription rights exercised 27 January 2022 116,673 2.97
13 June 2022 621,325 1.35
Subscription rights exercised in 2022 737,998
Private placement 1 March 2021 7,658,097 7.38
Warrants exercised 2021 76,891,866 0.99
Shares issued in 2021 84,549,963
Subscription rights exercised in 2021 \u2014 \u2014
*On 24 July 2022, the Company announced that it secured funding totaling NOK 57 million. Of this
amount, NOK 46.7 million represents commitments to subscribe for convertible loans, the balance of
NOK 10.3 million in new shares via a private placement. The convertible loans were approved at the EGM
held 17 August 2022. The board of directors has authorization from the AGM held 25 May 2022 to complete
a private placement. The convertible loans are repayable after one year following the date of the EGM (the
\u201cMaturity Date\u201d) and the lenders are entitled at any time after six months from the EGM until the Maturity
Date to convert the loans into shares in the Company at a conversion price of NOK 3.00. The convertible
loans carry interest at the rate of 5% per annum.
Number of subscription rights
1 January \u2013
31 December 2022
1 January \u2013
31 December 2021
Subscription rights opening balance 21,278,803 9,352,112
Grant of incentive subscription rights 3,101,502 13,101,079
Terminated, forfeited and expired subscription
rights
(2,502,843) 1,174,388
Exercise of subscription rights (737,998) \u2014
Subscription rights closing balance 21,139,464 21,278,803
Date
Subscription
Rights Price Vesting Expiration
2022
Board members 25 May 2022 2,000,000 2.50
12.5% per
quarter
25 May 2027
Employees 11 January 2022 90,002 6.30 50% per year 3 June 2026
3 May 2022 161,500 3.64 50% per year 3 June 2026
25 August 2022 850,000 3.43 50% per year 25 May 2027
Grants of subscription
rights in 2022
3,101,502
2021
Board members 19 January 2021 390,255 1.35 50% per year 19 August 2025
19 January 2021 390,255 5.60 50% per year 19 August 2025
12 May 2021 707,052 1.35 50% per year 19 August 2025
12 May 2021 707,052 6.98 50% per year 19 August 2025
Employees 19 January 2021 2,590,744 5.60 50% per year 19 August 2025
19 January 2021 108,762 5.60 50% per year 19 August 2025
12 March 2021 38,889 6.84 50% per year 19 August 2025
16 April 2021 52,778 7.30 50% per year 19 August 2025
6 May 2021 88,889 7.30 50% per year 19 August 2025
12 May 2021 5,656,403 6.98 50% per year 19 August 2025
22 June 2021 406,667 7.02 50% per year 3 June 2026
27 August 2021 1,183,333 5.93 50% per year 3 June 2026
26 October 2021 780,000 6.19 50% per year 3 June 2026
Grants of subscription
rights in 2021
13,101,079
13. Trade and other payables
Amounts in USD 1,000 31 December 2022 31 December 2021
Trade payables 857 563
Public duties, withheld taxes and social security
taxes due
38 8
Share-based liability (subscription rights),
employer\u00b4s tax
\u2014 163
Accrued holiday pay and other accrued salary 1,003 677
Other accrued expenses 613 560
Total 2,511 1,971
Of this, payables to related parties (Note 24) 249 15
Total payables and accruals are denominated in currencies as shown below
Amounts in USD 1,000 31 December 2022 31 December 2021
Denominated in NOK 475 192
Denominated in USD 2,036 1,779
Total 2,511 1,971
14. Current and long-term debt
In September 2019, the subsidiary in US, Ensurge Micropower, Inc., closed an equipment term loan facility
with Utica for USD 13,200 thousand secured by select fixed assets (see Note 6). The terms of the agreement
were interest-only monthly payments for the first six months, followed by three months of interim payments,
and thereafter a four-year amortization period during which monthly principal and interest payments
are due. The Company entered into the First Amendment (Amendment) effective 11 April 2020. The terms
of the amended agreement were that the lender agreed to accept reduced payments in April 2020, and
interest-only payments for May\u2013November 2020, and thereafter to re-amortize the remaining balance of the
transaction. The Company entered into the Second Amendment (Amendment) in December 2020. The new
terms of the amended agreement are that the lender agreed to accept modified payments from January
through June 2021. In July 2021, regular payments resumed, and included a lump sum \u201ctrue up\u201d payment for
each Schedule to repay the difference of the amounts due and the reduced payments permitted under this
Amendment. On 7 November 2022, the Company consolidated and reamortized the Master Lease Agreement
and three amendments with Utica. In connection with the new arrangement, the company has pledged
additional collateral to secure the amended payment terms. In addition to the existing collateral pledge,
Ensurge has pledged all remaining unsecured equipment located in the San Jose, California facility. Further,
Utica has taken a first security position in certain of Ensurge Micropower ASA\u2019s intellectual property.
For the twelve months ended December 31, 2022, the current portion of the loan principal of USD 748
thousand and the long-term portion of the principal of USD 6,750 thousand is recorded as Long-term Debt in
the Consolidated Statements of Financial Position.
The interest rate for the financing is at 14%. The table below discloses principal payment obligations as well
as interest payments for the company.
The Company has pledged its roll-to-roll production line equipment and sheet-line tools as collateral against
the Utica loan. Net book value of assets pledged is USD 2,169 thousand.
The Company entered into a lease agreement in November 2016 relating to its US headquarters in San Jose,
California. The lease in San Jose expires in September 2028. The building element of the lease agreement is
classified as a lease liability. As a part of the relocation of Ensurge\u2019s US headquarters in 2017, a USD 1,600
thousand Letter of Credit was issued by Ensurge Micropower ASA to the landlord. The restricted cash of
USD 1,600 thousand securing the Letter of Credit is included in the Company\u2019s cash and cash equivalents.
Ensurge Micropower ASA, in addition, entered into a Tenancy Guarantee with the landlord. The guarantee was
given to secure payment of the lease rent. The initial guarantee liability amounted to USD 5,000 thousand
and reduces on an annual basis of USD 500 thousand per year commencing with the second lease year until
the liability reaches zero dollars. As of 31 December 2022, the guarantee liability amounted to USD 2,500
thousand.
The San Jose, California lease is reflected under this caption and the table below. In addition, see Note 25.
The interest rate for the financing is at 17%. Table below disclosures principal payment obligations for the
company.
On 24 July 2022, the Company announced that it secured funding totaling NOK 57 million. Of this amount,
NOK 46.7 million represents commitments to subscribe for convertible loans. The convertible loans were
approved at the EGM held 17 August 2022. The convertible loans are repayable after one year following the
date of the EGM (the \u201cMaturity Date\u201d) and the lenders are entitled at any time after six months from the EGM
until the Maturity Date to convert the loans into shares in the Company at a conversion price of NOK 3.00. The
convertible loans carry interest at the rate of 5% per annum. See Note 15.
Maturity schedule \u2014 liabilities
Amounts in USD 1,000 31 December 2022
Principal and Interest Due
Within 1 year
1\u20132
years
2\u20133
years
3\u20134
years
4\u20135
years
Over 5
years
1st qtr 2nd qtr 3rd qtr 4th qtr
Principal
obligations due to
Utica
\u2014 102 316 331 1,494 1,808 2,188 1,261 \u2014
Convertible debt
obligations due
\u2014 \u2014 4,849 \u2014 \u2014 \u2014 \u2014 \u2014 \u2014
Interest payments 348 352 595 336 1,172 858 478 72 \u2014
Lease payments 542 542 542 558 2,246 2,311 2,378 2,447 1,875
Total 890 996 6,301 1,225 4,912 4,977 5,044 3,780 1,875
15. Convertible debt
On 24 July 2022, the Company announced that it secured funding totaling NOK 57 million. Of this amount,
NOK 46.7 million represents commitments to subscribe for convertible loans. The convertible loans were
approved at the EGM held 17 August 2022. The convertible loans are repayable 17 August 2023 and the lenders
are entitled at any time after 17 February 2023 to convert the loans into shares in the Company at a conversion
price of NOK 3.00. The convertible loans carry interest at the rate of 5% per annum.
The convertible loans are denominated in Norwegian Kroner (NOK); however, the functional currency of the
Company is the US Dollar. As a result of this difference in currencies, the proceeds that were received by the
Company were not fixed and varied based on foreign exchange rates. A portion of the loans, the conversion
feature, is a derivative required to be recognized and measured at fair value at each reporting period. Any
changes in fair value in the convertible loans from period to period is recorded as a non-cash gain or loss in the
consolidated statements of comprehensive income, in accordance with IFRS 9. The convertible loans, including
accrued interest, are classified as short-term liability at amortized cost. The conversion feature derivative
liability is classified as short-term held-for-trading liability. The derivative liability is measured using Black
Scholes valuation model.
Amounts in USD 1,000 31 December 2022
Short term debt $3,692
Derivative liabilitiy
223
Accrued interest
86
Conversion price
NOK 3.00
Interest rate 5%
Maturity date 17 August 2023
16. Warrants liability
On 3 February 2022, the Company announced the completion of a private placement of 125,561,401 shares
(Tranche 1) (as adjusted for the 9:1 share consolidation in March 2022) and an allocation of 41,105,265 shares
(Tranche 2) (as adjusted for the 9:1 share consolidation in March 2022) at a subscription price of NOK 5.40
per share, resulting in gross proceeds of NOK 100 million. The private placement included two non-tradeable
warrants for every share subscribed for in the private placement at no additional cost and with an exercise
price equal to NOK 5.40. 50% of the private placement warrants expired on 30 June 2022 and the remaining
50% expired on 30 November 2022.
The exercise price of the warrants is denominated in Norwegian Kroner (NOK); however, the functional
currency of the Company is the US Dollar. As a result of this difference in currencies, the proceeds that were
received by the Company were not fixed and varied based on foreign exchange rates. The warrants were
a derivative and were required to be recognized and measured at fair value at each reporting period. Any
changes in fair value from period to period were recorded as a non-cash gain or loss in the consolidated
statement of net loss/(income) and comprehensive loss/(income), in accordance with IFRS 13. Upon exercise,
the holders paid the Company the respective exercise price for each warrant exercised in exchange for one
common share of Ensurge Micropower ASA and the fair value at the date of exercise and the associated non-
cash liability will be reclassified to share capital. No warrants were exercised in 2022. The non-cash liability
associated with any warrants expired unexercised was recorded as a gain in the consolidated statement of net
loss/(income) and comprehensive loss/(income). There are no circumstances in which the Company would be
required to pay any cash upon exercise or expiry of the warrants. A reconciliation of the change in fair values
of the derivative is below:
Fair Value of Warrant Liability
As of 31 December 2022 As of 31 December 2021
Opening Balance \u2014 $26,020
Warrants Issued 434,065 \u2014
Warrants Exercised \u2014 (32,404)
Warrants Expired (434,065) (2,234)
Change in fair value of warrant liability \u2014 8,637
Ending Balance \u2014 19
Deferred loss* \u2014 (19)
Warrants liability \u2014 \u2014
See Note 12 for more details.
17. Sales revenue
The Group is domiciled in Norway. There were no sales revenue from external customers for 2022 or 2021.
18. Salaries and other payroll costs
Amounts in USD 1,000 2022 2021
Salaries 7,098 5,791
Social security costs 531 377
Share-based compensation (subscription rights), notional
salary cost
3,434 4,754
Share-based compensation (subscription rights), accrued
employer\u00b4s tax*
(175) 179
Pension contribution 250 208
Other personnel related expenses, including recruiting costs 1,048 931
Total 12,186 12,240
Average number of employees for the year (full-time
equivalent)
38 31
At the end of the year the group had 37 full-time employees, up from 35 at the end of 2021.
The company has defined contribution pension plans. Contributions are expensed and paid when earned.
*Relates to remeasurement of social security costs. See Note 2.17.
Compensation to senior management Amounts in USD 1,000 Salary Pension contribution Bonus Share-based remuneration 2022 Kevin Barber, CEO 420 12 \u2014 1,190 Tarun Anand, Acting CFO (from August 2022) 105 4 \u2014 2 David Williamson, Former CFO (until August 2022) 179 8 \u2014 162 Arvind Kamath, EVP Technology Development 309 12 \u2014 442 2021 Kevin Barber, CEO 384 12 159 1,812 David Williamson, Acting CFO 229 11 31 237 Arvind Kamath, EVP Technology Development 279 12 53 829 The salary amount is the salary declared for tax purposes. Bonus represents the amount earned and accrued as of year-end. Bonuses earned in 2021 were paid during 2022. No bonus payments were earned in 2022. The value of share based remuneration is the expensed amount excluding employer\u2019s tax in the period for incentive subscription rights. The subscription rights cease when the employee resigns. There were no subscription rights exercised by senior management in 2022 or 2021. The Company has not made any advance payments or issued loans to, or guarantees in favour of, any members of management. Remuneration to the Board of Directors The company has no other obligation to remunerate the board than the board remuneration as resolved at the AGM. The AGM on 25 May 2022 resolved remuneration to each board member in the amount of USD 80 thousand (or an amount in NOK equivalent thereof) for the period from the AGM in 2022 to the AGM in 2023, with an additional remuneration to Morten Opstad, for the same period, of NOK 230 thousand as a fixed annual fee for services as Chair which are beyond the ordinary Board member functions. The company has not issued any advance payments or loans to, or guarantees in favor of, any board member. The board of directors resolved on 19 January 2021 to grant 780,510 (as adjusted for the 9:1 share consolidation in March 2022) subscription rights to the members of the board of directors of the Company. The exercise price to be paid per share is NOK 1.35 per share for Morten Opstad and Preeti Mardia, while the exercise price per share for Jon Castor and Kelly Doss is NOK 5.6025. On 12 May 2021, a further 1,509,296 subscription rights (as adjusted for the 9:1 share consolidation in March 2022) were granted to members of the board of directors, with an exercise price per share of NOK 1.35 per share for Morten Opstad and Preeti Mardia, and NOK 6.9813 per share for Jon Castor and Kelly Doss. On 28 October 2021, a total of 95,192 of the foregoing grants (as adjusted for the 9:1 share consolidation in March 2022) were cancelled. The subscription rights granted to Board members in 2021 vest by 50% as of the 2021 annual general meeting and 50% year as of the 2022 annual general meeting and expire on 19 August 2025. The AGM resolved on 25 May 2022 to issue a total of 2,000,000 incentive subscription rights to new members of the board of directors in the Ensurge group. The exercise price of the subscription rights is NOK 2.50 per share. The subscription rights vest over two years, in equal quarterly terms, starting three months after the date of grant (12.5% per quarter) and expire on 25 May 2027. See Note 26 for outstanding board member subscription rights at year end. 19. Other operating expenses Amounts in USD 1,000 2022 2021 Services 1,985 2,130 Premises, supplies 4,614 3,913 Sales and marketing 117 167 Other expenses 1,077 1,080 Total 7,793 7,291 Ensurge Micropower has lease agreements for premises in the following locations: Oslo (Norway): The Corporate headquarter was located at Fridjof Nansens Plass 4, Oslo,. The Company currently pays rent on a month to month basis. The monthly rent is NOK 11 thousand per month. San Jose (California, US): The Company entered into a lease agreement in November 2016 relating to the property building of its Global headquarter at Junction Avenue in San Jose, CA. The lease in San Jose expires in September 2028. The average annual lease amount in the period is USD 2,120 thousand. See Note 8 for further description. Only the lease agreement for the San Jose premises has a duration longer than twelve months. 20. Net financial items Amounts in USD 1,000 2022 2021 Interest income 49 1 Interest expense (3,728) (3,199) Net realized and unrealized currency gain/(loss) (609) 648 Warrant expenses \u2014 (8,817) Change in fair value of derivative liability 1,300 \u2014 Other expenses \u2014 (19) Total (2,988) (11,386) See Note 14 for interest expense and Note 15 for change in fair value of derivative liability. 21. Income tax expense The tax on the Group\u2019s profit before tax differs from the theoretical amount that would arise using the weighted average tax rate applicable to profits of the consolidated entities as follows: Amounts in USD 1,000 2022 2021 Profit (loss) before tax (23,369) (30,963) Tax (tax income) calculated at domestic tax rate 22% (22%) (5,141) (6,812) Effect of other tax rate in other countries 530 (495) Share based compensation 201 \u2014 Mark to market adjustment \u2014 1,936 Nondeductible interest 464 \u2014 Other permanent differences (238) 839 Change in deferred tax asset not recognised in the balance sheet 4,184 2,935 Tax charge 0 32
22. Deferred income tax
Deferred income tax assets and liabilities are offset when the company has a right to offset current tax assets
against current tax liabilities and when the deferred income taxes relate to the same fiscal authority. The offset
amounts are as follows:
Amounts in USD 1,000
31 December
2021
Charged to
profit/loss Equity
31 December
2022
Fixed and intangible assets 8,499 (6,951) \u2014 1,548
Inventory 441 9 \u2014 450
Other accruals 4,831 277 \u2014 5,109
Tax loss carried forward outside
Norway
1,061 4,696 \u2014 5,756
Tax loss carried forward Norway 67,533 (1,056) \u2014 66,477
Calculated deferred tax asset 22%
(2021: 22%).
82,365 (3,026) \u2014 79,340
Impairment of deferred tax asset (82,365) 3,026 \u2014 (79,340)
Deferred tax in the balance sheet \u2014 \u2014 \u2014 \u2014
The Equity column includes effects of currency translation.
The company has not recognised the tax asset as there is uncertainty relating to future taxable income for
utilization of the tax loss carried forward, and the taxable loss on intangible assets. There is no expiration
date on the tax loss carried forward. No tax item has been recorded directly to equity.
The unrecognized deferred tax asset is calculated by applying the local tax rates in Norway and the US.
These tax rates are 22 and 21 percent respectively (2021: 22 and 21).
23. Profit (loss) per share
Amounts in USD
1 January \u2013
31 December 2022
1 January \u2013
31 December 2021
Profit (loss) attributable to equity holders of the
Company (USD 1,000)
(23,369) (30,995)
Average number of shares in issue* 215,182,212 194,055,317
Average diluted number of shares* 215,182,212 194,055,317
Profit (loss) per share, basic* (USD 0.11) (USD 0.16)
*As adjusted for the 9:1 share consolidation completed in March 2022.
When the period result is a loss, the loss per diluted number of shares shall not be reduced by the higher
diluted number of shares, but the diluted result per share equals the result per basic number of shares.
The diluted number of shares has been calculated by the treasury stock method. If the adjusted exercise
price of subscription rights exceeds the average share price in the period, the subscription rights are not
counted as being dilutive.
On 14 March 2023 the EGM approved a private placement totaling 500,000,000 shares at a subscription price
of NOK 0.10 per share, resulting in gross proceeds of NOK 50 million. On 14 March 2023, the EGM approved a
reduction in par value from NOK 0.99 to NOK 0.10 per share.
24. Related party transactions a) Transactions with related parties: Amounts in USD 1,000 2022 2021 Purchases of services from law firm R\u00e6der 390 450 Purchase of services from Acapulco Advisors AS 241 157 Purchase of services from Alden AS 30 35 In 2022, Ensurge Micropower recorded USD 390 thousand (net of VAT) for legal services provided by law firm R\u00e6der, in which Ensurge\u2019s Chairman is a partner. In 2022, Ensurge recorded USD 241 thousand for advisory services from Acapulco Advisors AS, an Ensurge shareholder. In 2022, Ensurge recorded USD 30 thousand for a share lending agreement with Alden AS, an Ensurge shareholder. Robert N. Keith, a shareholder of Ensurge, entered into a consulting service agreement with effect from 1 January 2013. There is no compensation attached after 2019. Mr. Keith assists Ensurge in strategic analysis and in dealing with larger, international, prospective partners. Transaction prices are based on what would be the prices for sale to third parties and are net of VAT. b) Year-end balances arising from sales/purchases of goods/services with related parties Amounts in USD 1,000 2022 2021 Payable to law firm R\u00e6der 188 15 Payable to Acapulco Advisors AS 32 \u2014 Payable to Alden AS 30 \u2014 c) Remuneration to the auditor Amounts in USD 1,000 2022 2021 Audit 174 206 Other assurance services 20 26 Tax services 4 2 Total 198 235 25. Guarantees As a part of the relocation of Ensurge\u2019s US headquarters in 2017, a USD 1,600 thousand Letter of Credit was issued by Ensurge Micropower ASA to the landlord and is included in the Company\u2019s cash balance in Note 11 as restricted cash. Ensurge Micropower ASA has in addition entered into a Tenancy Guaranty with the landlord. The Guaranty is given to secure payment of the lease rent. The initial Guaranty liability amounted to USD 5,000 thousand and reduces on an annual basis of USD 500 thousand per year commencing with the second lease year until the liability reaches zero dollars. As at 31 December 2022, the Guaranty liability amounted to USD 2,500 thousand. 26. Shares, warrants and subscription rights At the end of 2022 there were 244,228,498 (as adjusted for the 9:1 share consolidation in March 2022) shares in the company, versus 194,055,317 (as adjusted for the 9:1 share consolidation in March 2022). At the end of 2021 there were 11,082 registered shareholders (2021: 11,801). Ensurge is not aware of any shareholding agreements between shareholders.
Top 20 registered shareholders as of 31 December
2022 Shares Percent
UBS Switzerland AG 25,192,803 17.3%
ALDEN AS 23,687,588 11.7%
TIGERSTADEN AS 13,000,000 10.0%
Nordnet Bank AB 9,465,487 5.6%
BNP Paribas 6,460,093 4.0%
R. SUNDVALL INVEST AS 6,307,241 2.6%
Favuseal AS 5,636,091 2.4%
FORSLAND, RUNAR 5,250,911 2.0%
FORTE NORGE 5,250,000 1.5%
JACO INVEST AS 5,100,001 1.4%
FORTE TR\u00d8NDER 4,200,000 1.3%
Citibank, N.A. 3,671,597 1.2%
KEITH, ROBERT 3,155,869 1.1%
ELLINGSEN, ANDREAS 3,154,756 1.0%
Danske Bank A/S 3,007,428 1.0%
SCHLYTTER-HENRICHSEN AS 2,857,285 0.9%
Bank Julius B\u00e4r & Co. AG 2,445,167 0.9%
SUNDVALL HOLDING AS 2,156,625 0.8%
BNP Paribas 1,924,222 0.7%
J.P. Morgan SE 1,856,580 0.6%
Total 20 largest shareholders 133,779,744 67.9%
Total other shareholders 110,448,754 32.1%
Total shares outstanding 244,228,498 100.0%
Shares, warrants and subscription rights held by primary
insiders and close relations at 31 December 2022 Shares
Incentive
subscription
rights
Morten Opstad, Chairman 788,050 1,242,650
Victoire de Margerie, Board Member 1,000,000
Mark Newman, Interim CEO 1,000,000
Kevin Barber, Former CEO 7,811,014
Tarun Anand, Acting CFO 650,000
David Williamson, Former CFO 1,023,878
Arvind Kamath, EVP Technology Development 2,898,106
Total 788,050 15,625,648
Subscription rights
2022 2021
Weighted
average
exercise price,
NOK
Number of
subscription
rights
Weighted
average
exercise price,
NOK
Number of
subscription
rights
Total at 1 January 5.31 21,278,803 4.41 9,352,112
Granted 2.42 3,101,502 5.51 13,577,039
Forfeited 7.76 (510,780) 7.55 1,650,348
Exercised 1.61 (737,998) \u2014
Expired 4.73 (1,992,063) \u2014
Total at 31 December 4.91 21,139,464 5.31 21,278,803
Number of exercisable
subscription rights at
31 December (included in
total)
13,604,767 \u2014
The average strike price is lower than the quote share price on the Stock exchange at 31 December 2022.
Subscription rights outstanding at 31 December 2022
Holder
Number of
subscription rights
Weighted average
exercise price, NOK
Kevin Barber, CEO 7,811,014 5.96
Tarun Anand, Acting CFO 650,000 3.43
David Williamson, Former CFO 1,023,878 5.16
Arvind Kamath, EVP Technology Development 2,898,106 5.26
Employees and contractors 9,406,467 4.46
Total 21,139,464 4.91
There were subscription rights exercised in 2022.
Value of subscription rights and
assumptions upon grant
Grants in
2022
Grants in
2021
Grants in
2020
Grants in
2019
Value of subscription right at grant date,
NOK per subscription right
0.10\u20135.68 4.95\u20136.84 2.34\u20136.12 3.06\u201325.92
Share price, NOK per share 2.25\u201311.241 2.25\u201310.44 0.25\u20131.16
109.62\u2013
198.36
Exercise price, NOK per share 2.50\u20136.30 1.35\u20137.65 1.35\u20139.18
147.60\u2013
408.60
Expected annual volatility 0\u2013257% 235\u2013236% 98\u2013157% 62\u2013145%
Duration, years 4.1\u20135.0 4.1\u20134.8 4.2\u20135.0 1.0\u20134.2
Expected dividend \u2014 \u2014 \u2014 \u2014
Risk-free interest rate, government bonds 0.90\u20133.35% 0.26\u20130.81% 0.14\u20130.79% 1.00\u20134.18%
Value of subscription rights and
assumptions on 31 December 2022
Grants in
2022
Grants in
2021
Grants in
2020
Grants in
2019
Value of subscription right at 31 December
2022, NOK per subscription right
0.10\u20135.68 4.95\u20136.84 2.34\u20136.12 0\u201313.50
Share price, NOK per share 1.8956 1.896 1.896 1.896
Exercise price, NOK per share 2.50\u20136.30 1.35\u20137.65 1.35\u20139.18
147.60\u2013
408.60
Expected annual volatility 0\u2013257% 235\u2013236% 82\u2013145% 0\u2013209%
Duration, years 3.4\u20134.4 3.1\u20133.8 2.2\u20133.0 1.4\u20131.8
Expected dividend \u2014 \u2014 \u2014 \u2014
Risk-free interest rate, government bonds 0.90\u20133.35% 0.26\u20130.81% 0.14\u20131.31% 0\u20131.38%
Number of outstanding subscription rights
at 31 December 2022
3,057,057 10,851,157 6,885,389 345,861
The historical figures shown in the preceding tables have been adjusted for the 9:1 share consolidation
completed in March 2022.
There were subscription rights exercised in 2022. There were no subscription rights exercised in 2021.
The board of directors resolved on 27 January 2022 to issue in total 116,673 (as adjusted for the 9:1 share
consolidation in March 2022) ordinary shares at a subscription price of NOK 2.97 per share to a former
employee who has exercised incentive subscription rights granted under the 2020 incentive subscription rights
plan.
The board of directors resolved on 13 June 2022 to issue in total 621,325 shares with an exercise price of
NOK 1.35 per share to a former board member who has exercised incentive subscription rights granted in
accordance with the 19 August 2020 resolution by the EGM.
On 14 March 2023 the EGM approved a private placement totaling 500,000,000 shares at a subscription price
of NOK 0.10 per share, resulting in gross proceeds of NOK 50 million. On 14 March 2023, the EGM approved a
reduction in par value from NOK 0.99 to NOK 0.10 per share.
On 14 March 2023, the EGM approved a proposal that the Group\u2019s employees shall be given a choice on
whether to receive subscription rights instead of a set percentage of the employees\u2019 base pay, maximized to
20% of the salary, over the next six months; provided, however, that such conversion is obligatory for executive
officers in respect of minimum 20% (and maximum 50% if chosen by the executive) of their cash salary over
such period. The EGM approved a proposal that subscription rights may be granted under the 2022 Plan, to
employees in the Group who wish or have committed to participate in this arrangement. The subscription
rights would be issued on essentially the same terms as other subscription rights issued under the 2022 Plan
but would vest 100% after a period of six months following the date of grant, and the subscription amount to
be paid upon vesting, would be made by the Company from the cash salary payment that otherwise would
have been payable had they not participated in the arrangement.
On 14 March 2023, the EGM approved a modification to the 2022 Subscription Rights Plan. Under the 2022
Subscription Rights Plan, the Board may issue subscription rights which vest 100% and become exercisable
six months following the date of grant, and whereafter the exercise deadline shall be 90 days following the date of vesting. The exercise price and payment to be made upon issuance of shares in case of the above, shall be paid by the Company from the sum initially withheld from the respective employee\u2019s claim for cash consideration. In case the employee resigns or is terminated from employment prior to the 6-month vesting date, or if the employee for whatever reason does not timely exercise his or her subscription rights, the employee would lose entitlement to (i) exercise the subscription rights or (ii) claim any payment of the agreed deduction amount from their cash salary. For the avoidance of doubt, any issuances of subscription rights in case of the above, shall be in accordance with this resolution and the 2022 Subscription Rights Plan as a whole; provided, however, that the Board is given discretion to make amendments to the terms outlined in this paragraph in such case amendments are determined to be necessary or advisable with respect to applicable US law or tax legislation. 27. Statement on management remuneration policy Ensurge\u2019s executive management during the year 2022 is specified in Note 19. Several of the executive management team members serve as officers and directors in the subsidiaries without additional remuneration. The general meeting 2022 resolved guiding and binding executive remuneration policies. Ensurge\u2019s executive remuneration policy in 2022 was a continuation of the prior year\u2019s policy, including share based remuneration in the form of a subscription rights incentive program as resolved at the AGM on 25 May 2022. Guiding executive remuneration policy and effect of the policies Ensurge offers a competitive remuneration consisting of a reasonable base salary with a pension contribution. Salary may be supplemented by performance-based cash bonus and incentive subscription rights. Cash bonus plans are limited to fixed percentage of base pay. In addition, the management team, apart from the CEO, may receive additional discretionary bonus payments tied to specific projects. There are no post-employment remuneration beyond notice periods of 3-6 months. The policy described above has been applied consistently throughout 2022. The principles described above apply also in 2023, however individual bonus targets and salary levels will be revisited during the Company\u2019s normal salary process. The executive remuneration policy will be reviewed at the AGM on 24 May 2023. The actual remuneration to executive management team in 2022 is reported in Notes 18 and 26. The fair value of the subscription rights awarded, calculated according to Black-Scholes option pricing model, was NOK 547.7 million as of 31 December 2022. USD 3,804 thousand was expensed in 2022. At 31 December 2022, the estimated amount of share based remuneration cost yet to be expensed throughout the vesting period is NOK 299.2 million. The Company has granted the executive management team the following subscription rights in 2022: Employee name Number of SR Weighted average exercise price Grant date Tarun Anand, Acting CFO 650,000 3.432 1 Aug 2022 Total 650,000 3.432 Salary, pension and any bonuses that triggers employer\u2019s tax which will be expensed simultaneously with the remuneration. See separate Remuneration Report 2022. Exercise price after the 9:1 share consolidation completed in 2022. 28. Events after the balance sheet date On 6 February 2023 the Company announced that Mark Newman will assume the role as Interim Chief Executive Officer of Ensurge and its US subsidiary. He replaced Kevin Barber, who was the CEO since November 2018. Mark is presently a member of the Board of Directors of the Company. Due to applicable legal requirements, he will temporarily resign from the Board while serving as Interim CEO. At the EGM on 14 March 2023 the EGM approved the election of Tomas Perrson as a board member until such time that Mark Newman resumes his role as a board member when a permanent CEO is in place. On 14 March 2023 the EGM approved a private placement totaling 500,000,000 shares at a subscription price of NOK 0.10 per share, resulting in gross proceeds of NOK 50 million. On 14 March 2023, the EGM approved a reduction in par value from NOK 0.99 to NOK 0.10 per share. On 14 March 2023, the EGM approved a proposal that the Group\u2019s employees shall be given a choice on whether to receive subscription rights instead of a set percentage of the employees\u2019 base pay, maximized to 20% of the salary, over the next six months; provided, however, that such conversion is obligatory for executive officers in respect of minimum 20% (and maximum 50% if chosen by the executive) of their cash salary over such period. The EGM approved a proposal that subscription rights may be granted under the 2022 Plan, to employees in the Group who wish or have committed to participate in this arrangement. The subscription rights would be issued on essentially the same terms as other subscription rights issued under the 2022 Plan but would vest 100% after a period of six months following the date of grant, and the subscription amount to be paid upon vesting, would be made by the Company from the cash salary payment that otherwise would have been payable had they not participated in the arrangement. On 14 March 2023, the EGM approved a modification to the 2022 Subscription Rights Plan. Under the 2022 Subscription Rights Plan, the Board may issue subscription rights which vest 100% and become exercisable six months following the date of grant, and whereafter the exercise deadline shall be 90 days following the date of vesting. The exercise price and payment to be made upon issuance of shares in case of the above, shall be paid by the Company from the sum initially withheld from the respective employee\u2019s claim for cash consideration. In case the employee resigns or is terminated from employment prior to the 6-month vesting date, or if the employee for whatever reason does not timely exercise his or her subscription rights, t employee would lose entitlement to (i) exercise the subscription rights or (ii) claim any payment of the agreed deduction amount from their cash salary. For the avoidance of doubt, any issuances of subscription rights in case of the above, shall be in accordance with this resolution and the 2022 Subscription Rights Plan as a whole; provided, however, that the Board is given discretion to make amendments to the terms outlined in this paragraph in such case amendments are determined to be necessary or advisable with respect to applicable US law or tax legislation. 29. Subsidiaries Details of the Group\u2019s subsidiaries at the end of the reporting period are as follows. Name of subsidiary Principal activity Place of incorporation and operation Proportion of ownership interest and voting power held by the group 31 December 2022 Ensurge Micropower Inc. Research & Development, Manufacturing and Marketing services USA 100% Thin Film Electronics KK Dormant Japan 100% TFE Holding Owning shares in Ensurge Micropower Inc. USA 100% 30. Contractual commitment Ensurge has no significant contractual commitment related to equipment for the new roll-based production line at the San Jose site. 31. Litigation The Company and its subsidiaries were not involved in any litigation or legal action as of 31 December 2022 and are not involved in any litigation or legal action as of the date of this report.", "dimensions": { "concept": "ifrs-full:DisclosureOfNotesAndOtherExplanatoryInformationExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-203": { "value": "1. Information about the group \u201cEnsurge Micropower ASA (\u201cEnsurge ASA\u201d, \u201cEnsurge\u201d or \u201cthe Company\u201d) was founded as Thin Film Electronics ASA (\u201cThinfilm\u201d) on 22 December 2005 and was renamed Ensurge Micropower. Reference is made to Note 29 for a description of the subsidiaries consolidated into the parent company Ensurge Micropower ASA. The objectives of the Company shall be the commercialization, research, development and production of technology and products related to solid-state lithium batteries. These objectives may be carried out in full internally, or in whole or in part externally through collaborative efforts with one or more of the Company\u2019s ecosystem partners. The Company is a public limited liability company incorporated and domiciled in Norway. The address of its registered office is Fridjof Nansens Plass 4, Oslo, Norway. The company\u2019s shares were admitted to listing at the Oslo Axess on 30 January 2008 and to the Oslo B\u00f8rs on 27 February 2015. On 24 March 2015 Ensurge\u2019s American Depository Receipts (ADRs) commenced trading in the United States on OTCQX International. Ensurge\u2019s ADR was moved to OTCQB with effect on 23 June 2020. The Company\u2019s shares, listed on Oslo B\u00f8rs in Norway, trade under the symbol ENSU. The Company\u2019s ADRs, listed on OTCQB in the United States, trade under the symbol ENMMD. These group consolidated financial statements were resolved by the board of directors on 27 April 2023. ", "dimensions": { "concept": "ifrs-full:DisclosureOfGeneralInformationAboutFinancialStatementsExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-2": { "value": "\u201cEnsurge Micropower ASA (\u201cEnsurge ASA\u201d, \u201cEnsurge\u201d or \u201cthe Company\u201d) was founded as Thin Film Electronics ASA (\u201cThinfilm\u201d) on 22 December 2005 and was renamed Ensurge Micropower. ", "dimensions": { "concept": "ifrs-full:ExplanationOfChangeInNameOfReportingEntityOrOtherMeansOfIdentificationFromEndOfPrecedingReportingPeriod", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-196": { "value": "Ensurge Micropower ASA", "dimensions": { "concept": "ifrs-full:NameOfUltimateParentOfGroup", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-3": { "value": "Ensurge Micropower ASA", "dimensions": { "concept": "ifrs-full:NameOfParentEntity", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-4": { "value": "The objectives of the Company shall be the commercialization, research, development and production of technology and products related to solid-state lithium batteries. ", "dimensions": { "concept": "ifrs-full:DescriptionOfNatureOfEntitysOperationsAndPrincipalActivities", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-5": { "value": "public limited liability company ", "dimensions": { "concept": "ifrs-full:LegalFormOfEntity", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-200": { "value": "incorporated and domiciled in Norway. The address ", "dimensions": { "concept": "ifrs-full:PrincipalPlaceOfBusiness", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-6": { "value": "Norway", "dimensions": { "concept": "ifrs-full:CountryOfIncorporation", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-7": { "value": "Fridjof Nansens Plass 4, Oslo, Norway", "dimensions": { "concept": "ifrs-full:AddressOfRegisteredOfficeOfEntity", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-197": { "value": "Norway", "dimensions": { "concept": "ifrs-full:DomicileOfEntity", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-202": { "value": "2. Accounting policies The principal accounting policies applied in the preparation of these consolidated financial statements are set out below. These policies have been consistently applied. For the purpose of ease of reading, the terms \u201dbalance sheet\u201d and \u201daccounting\u201d and variations of these have been used interchangeably with the IFRS terms \u201dstatement of financial position\u201d and \u201drecognition\u201d. 2.1 Basis of preparation The annual financial statements have been prepared on a historical cost basis. The financial statements of the group have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the EU. The accounting policies adopted are consistent with those of the previous financial year. IFRS is continuously developed and recently published standards, amendments and interpretations have been reviewed and considered. None of the new standards, amendments and interpretations that apply as of 1 January 2022 had any impact on net result or equity of Ensurge in 2022. Reference is made to Note 2.20 for a description of changes in IFRS. Going concern The board confirms that the financial statements of the group, as well as the parent company, have been prepared under the going concern assumption. On 14 March 2023 the EGM approved a private placement totaling 500,000,000 shares at a subscription price of NOK 0.10 per share, resulting in gross proceeds of NOK 50 million. As of the date of this report, the company has sufficient cash to fund operations until June, 2023. To continue to fund the Company\u2019s activities beyond June 2023, the Company will seek additional funds from the investor market and from partnership funding. However, as funding is not secured for the next 12 months, a material uncertainty exist as to whether the Company and group will continue as going concern. The Company and group are dependent to successfully raise funds as planned. The board of directors monitors the financial position closely and receives frequent reports and forecasts on expenditure and cash flow. To address the funding requirements of the group, the board of directors has undertaken the following initiatives: Undertaken a program to continue to monitor the group\u2019s ongoing working capital requirements and minimum expenditure commitments; and \u2022 Continued its focus on maintaining an appropriate level of corporate overhead that is in line with the group\u2019s available cash resources. As a consequence of uncertainty introduced by the Covid-19 pandemic, the Company has prioritized raising sufficient funds to provide adequate time to demonstrate a series of technology and market development milestones. Despite the material uncertainty to whether the group will be able to successfully raise funds as planned, the Board has concluded that the Company are not in a situation where there is no realistic alternative to continue as going concern and hence it is found appropriate to prepare the financial statements on the going concern basis. 2.2 Consolidation Subsidiaries are all entities over which the group has control. 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. Specifically, the group controls an investee if, and only if, the group has: \u2022 Power over the investee (i.e., existing rights that give it the current ability to direct the relevant activities of the investee) \u2022 Exposure, or rights, to variable returns from its involvement with the investee \u2022 The ability to use its power over the investee to affect its returns Generally, there is a presumption that a majority of voting rights results in control. To support this presumption and when the group has less than a majority of the voting or similar rights of an investee, the group considers all relevant facts and circumstances in assessing whether it has power over an investee, including: \u2022 The contractual arrangement(s) with the other vote holders of the investee \u2022 Rights arising from other contractual arrangements \u2022 The group\u2019s voting rights and potential voting rights 2.3 Foreign currency translation (a) Functional and presentation currency The consolidated financial statements are presented in US dollar (USD). (b) Transactions and balances Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognized in the income statement. (c) Group companies The individual financial statements of a subsidiary are prepared in the subsidiary\u2019s functional currency. In preparing the consolidated financial statements, the financial statements of foreign operations are translated using the exchange rates at year-end for statement of financial position items and monthly average exchange rates for statement of income items. Translation gains and losses are included in other comprehensive income as a separate component. The translation difference derived from each foreign subsidiary is reversed through the statement of income as part of the gain or loss arising from the divestment or liquidation of such a foreign operation. 2.4 Property, plant and equipment Property, plant and equipment is mainly comprised of construction in progress on the roll-to-roll line, laboratory test equipment, and office equipment. Property, plant and equipment is stated at historical cost less depreciation and impairment losses. Historical cost includes expenditure that is directly attributable to the acquisition of the items. Given the uncertainty related to its cash position and new strategy, the Company\u2019s fixed assets were fully impaired at 31 December 2019. Subsequent costs are included in the asset\u2019s carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the group and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognized. All other repairs and maintenance are charged to the income statement during the financial period in which they are incurred. Depreciation is calculated using the straight-line method as follows: \u2022 Laboratory equipment \u2014 5 years \u2022 Office equipment \u2014 3\u20135 years \u2022 Office furnishings and fittings \u2014 up to 12 years The assets\u2019 residual values and useful lives are reviewed, and adjusted if appropriate, at each balance sheet date. Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognized in the income statement. 2.5 Inventory The Company changed strategy and hence inventory is fully impaired. Historically, inventory, components and components under production were valued at the lower of cost and net realizable value after deduction of obsolescence. Net realizable value is estimated as the selling price less cost of completion and the cost necessary to make the sale. Costs are determined using the standard cost method. The FIFO principle is applied. Work in progress includes variable cost and non-variable cost which can be allocated to items based on normal capacity. Obsolete inventory is written down completely. 2.6 Intangible assets (a) Patents and licenses Acquired patents and licenses are stated at historical cost. Patents and licenses have a finite useful life and are carried at cost less accumulated amortization. Amortization is calculated using the straight-line method to allocate the cost of patents and licenses over their estimated useful lives. An asset\u2019s carrying amount is written down to its recoverable amount if the asset\u2019s carrying amount is greater than its estimated recoverable amount. In January 2014, Ensurge acquired an IP portfolio consisting of patents. These assets are initially recognized at fair value and subsequently measured at cost, less accumulated amortisation and impairment losses. (b) Research and development Research costs are expensed as they are incurred. An intangible asset arising from development expenditure on an individual project is capitalized only when the group reliably can measure the expenditure and can demonstrate; \u2022 The technical feasibility of completing the intangible asset so that it will be available for use or sale \u2022 How the asset will generate future economic benefits \u2022 The group\u2019s ability to obtain resources to complete the project Development costs are amortized over the period of expected use of the asset. See Note 7. An asset\u2019s carrying amount is written down to its recoverable amount if the asset\u2019s carrying amount is greater than its estimated recoverable amount. 2.7 Impairment of assets Assets that have an indefinite useful life, for example goodwill, are not subject to amortization and are tested annually for impairment. Assets that are subject to amortization are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognized for the amount by which the asset\u2019s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset\u2019s fair value less costs of disposal and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (cash-generating units). Non- financial assets other than goodwill are reviewed for possible reversal of any previous impairment at each reporting date. 2.8 Trade receivables and other receivables Trade receivables and other short-term receivables are measured at initial recognition at fair value and subsequently measured at amortized cost. Short-term receivables, which are due within three months, are normally not discounted. Impairment of receivables is evaluated on a case-by-case basis. The group writes off a trade receivable when there is information indicating that the debtor is in severe financial difficulty and there is no realistic prospect of recovery. 2.9 Cash and bank deposits Cash and bank deposits include cash in hand, deposits held at call with banks, other short-term highly liquid investments with original maturities of three months or less. Bank overdrafts are shown within borrowings in current liabilities on the balance sheet. 2.10 Share capital Ordinary shares are classified as equity. Incremental costs directly attributable to raising new equity are shown as a deduction to the equity, net of tax. 2.11 Trade payables The carrying amounts of trade and other payables are the same as their fair values, due to their short- term nature. 2.12 Deferred income tax Deferred income tax is recognized on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements. However, the deferred income tax is not accounted for if it arises from initial recognition of an asset or a liability in a transaction other than a business combination that at the time of the transaction affects neither accounting, nor taxable profit or loss. Deferred income tax is determined using tax rates (and laws) that have been enacted or substantially enacted on the balance sheet date and are expected to apply when the related deferred income tax asset is realized, or the deferred income tax liability is settled. Deferred tax assets are recognized to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilized. Deferred tax liabilities are recognized for taxable temporary differences. 2.13 Employee remuneration Termination benefits are payable when employment is terminated by the group before the normal retirement date, or whenever an employee accepts voluntary redundancy in exchange for these benefits. The group recognizes termination benefits when it is demonstrably committed to either: terminating the employment of current employees according to a detailed formal plan without possibility of withdrawal; or providing termination benefits as a result of an offer made to encourage voluntary redundancy. Benefits falling due more than 12 months after the balance sheet date are discounted to present value. The company only holds defined contribution pension plans. Contributions are expensed and paid when earned. 2.14 Revenue recognition Revenue is recognized at the amount that the Company expects to be entitled to and expects to collect under the contract. If a contract has multiple performance obligations, the transaction price is allocated to each performance obligation identified in the contract on a relative stand-alone selling price basis. Revenue is shown net of value-added tax, returns, rebates and discounts and after eliminating sales within the group. (a) Sales of goods Sales of goods were recognized when the performance obligation was satisfied, the costs incurred with respect to the transaction could be measured reliably, and Ensurge retained neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold. (b) Rendering of services The group provides engineering and support services to strategic customers and partners. 2.15 Government grants Government grants are recognized when there is reasonable assurance that the grant will be received, and the conditions will be complied with. Grants are recognised as other income over the period necessary to match them with the related costs, for which they are intended to compensate, on a systematic basis. 2.16 Financial liabilities (a) Borrowings Borrowings are initially recognized at cost and subsequently measured at amortized cost using the effective interest method. Amortized cost is calculated by taking into account any issue costs as well as discount or premium on settlement. Financial liabilities are presented as current if the liabilities are due to be settled within 12 months after the balance sheet date. (b) Leases All leases are recognized in the balance sheet as a right-of-use (\u201cROU\u201d) asset with a corresponding lease liability, except for short term assets in which the lease term is 12 months or less, or low value assets. ROU assets represent a right to use an underlying asset for the lease term and lease liabilities represent an obligation to make lease payments arising from the lease. Right-of-use assets are depreciated linearly over the lifetime of the related lease contract. The depreciation of ROU asset is recognized over the lease term, and interest expenses related to the lease liability are classified as financial items in the income statement. Right-of-use assets are tested for impairment in accordance in accordance with IAS 36. Ensurge determines if an arrangement is a lease at inception. Assets and liabilities arising from a lease are initially measured on a present value basis. Lease liabilities include the net present value of fixed payments, less any lease incentives. The Company\u2019s incremental borrowing rate based on the information available at commencement date is used in determining the present value of lease payments. Extension options are included when it, based on management\u2019s judgement, is reasonably certain to be exercised. ROU assets are measured at cost and include the amount of the initial measurement of lease liability, any lease payments made at or before the commencement date less any lease incentives received, any initial direct costs, and restoration costs. Payments associated with short-term leases and leases of low-value assets are recognized on a straight-line basis as an expense in the income statement. Short-term leases are leases with a lease term of 12 months or less and low-value assets. 2.17 Share based remuneration and derivatives over own shares (a) Share based remuneration Equity-settled share based payments to employees are measured at the fair value of the equity instruments at grant date. The fair value of the instruments is determined using a Black-Scholes option pricing model. The fair value determined at the grant date of the equity-settled share based payments is expensed on a straight-line basis over the vesting period, based on the Group\u2019s estimate of equity instruments that will eventually vest, with a corresponding increase in equity. At the end of each reporting period, the Group revises its estimate of the number of equity instruments expected to vest. For social security contribution related to equity settled share based payment transactions with employees, a liability is recognized. The liability is initially measured at the fair value of the liability. At the end of each reporting period until the liability is settled, and the date of settlement, the fair value of the liability is remeasured, with any changes in fair value recognized in profit or loss for the year. (b) Derivatives over own shares The warrants are derivatives over own shares and the exercise price is denominated in Norwegian Kroner (NOK), while the functional currency of the Company is the US Dollar. As a result of this difference in currencies, the proceeds received by the Company varied based on foreign exchange rates. Thus, the fixed for fixed criteria in IAS 32.11 is not met. Further, the warrants were not allocated pro rate to all existing owners of the same class of own equity instruments and did not meet the strict criteria for the rights issue exemption in IAS 32.11. Thus, the warrants are classified as derivative liabilities (scoped under IFRS 9) and measured at fair value (in accordance with IFRS 13) in the statement of financial position. Any changes in fair value from period to period were recorded as a non-cash gain or loss in the consolidated statement of net loss/(income) and comprehensive loss/(income). There are no warrants outstanding at 31 December 2022. The convertible loans are denominated in Norwegian Kroner (NOK); however, the functional currency of the Company is the US Dollar. As a result of this difference in currencies, the proceeds that were received by the Company were not fixed and varied based on foreign exchange rates. A portion of the loans, the conversion feature, is a derivative required to be recognized and measured at fair value at each reporting period. Any changes in fair value in the convertible loans from period to period is recorded as a non-cash gain or loss in the consolidated statements of comprehensive income, in accordance with IFRS 9. The convertible loans, including accrued interest, are classified as short-term liability at amortized cost. The conversion feature derivative liability is classified as short-term held-for-trading liability. The derivative liability is measured using Black Scholes valuation model. 2.18 Cash flow statement The cash flow statement is prepared in accordance with the indirect method. 2.19 Segment information Operating segments, according to IFRS 8, are reported in a manner consistent with the internal reporting provided to the chief operating decision- maker. The chief operating decision-maker, who is responsible for allocating resources, assessing performance and making strategic decisions, has been identified as the Chief Executive Officer (CEO). Based on Ensurge\u2019s current deliveries, performance obligations, customer characteristic and other information, it has been assessed that Ensurge has only one operating segment. Hence, primarily information according to IFRS 8 paragraphs 32\u201334 is provided. 2.20 Changes in accounting principles In 2022 new standards and amendments to existing standards have become effective. This is related to the following standards: \u2022 Annual improvements to IFRS Standards 2018\u20132020 cycle, \u2022 Reference to the conceptual framework (amendments to IFRS 3), \u2022 Onerous contracts \u2013 costs of fulfilling a contract (amendments to IAS 37), \u2022 Property, plant and equipment: proceeds before intended use (amendments to IAS 16). The adoption of these items did not have a significant impact on the financial statements of the Group. 2.21 Approved standards and interpretations not yet in effect In addition to these standards, the following new and revised IFRSs have been issued but were not mandatory for annual reporting periods ending on 31 December 2022. The Group will assess the potential impact of these new and revised standards in due course. \u2022 IFRS 1, IFRS 9, IFRS 16, IAS 41: Annual Improvements to IFRS Standards 2018\u20132020 \u2022 Amendments to IAS 1 and IFRS Practice Statement 2: Financial Statements: Classification of Liabilities as Current or Non-current, Disclosure of Accounting policies \u2022 Amendment to IAS 8: Definition of Accounting Estimates \u2022 Amendments to IAS 12: Deferred Tax related to Assets and Liabilities arising from a Single Transaction \u2022 IFRS 17 Insurance contracts and amendments ", "dimensions": { "concept": "ifrs-full:DisclosureOfSummaryOfSignificantAccountingPoliciesExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-204": { "value": "2.1 Basis of preparation The annual financial statements have been prepared on a historical cost basis. The financial statements of the group have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the EU. The accounting policies adopted are consistent with those of the previous financial year. IFRS is continuously developed and recently published standards, amendments and interpretations have been reviewed and considered. None of the new standards, amendments and interpretations that apply as of 1 January 2022 had any impact on net result or equity of Ensurge in 2022. Reference is made to Note 2.20 for a description of changes in IFRS. Going concern The board confirms that the financial statements of the group, as well as the parent company, have been prepared under the going concern assumption. On 14 March 2023 the EGM approved a private placement totaling 500,000,000 shares at a subscription price of NOK 0.10 per share, resulting in gross proceeds of NOK 50 million. As of the date of this report, the company has sufficient cash to fund operations until June, 2023. To continue to fund the Company\u2019s activities beyond June 2023, the Company will seek additional funds from the investor market and from partnership funding. However, as funding is not secured for the next 12 months, a material uncertainty exist as to whether the Company and group will continue as going concern. The Company and group are dependent to successfully raise funds as planned. The board of directors monitors the financial position closely and receives frequent reports and forecasts on expenditure and cash flow. To address the funding requirements of the group, the board of directors has undertaken the following initiatives: \u2022 Undertaken a program to continue to monitor the group\u2019s ongoing working capital requirements and minimum expenditure commitments; and \u2022 Continued its focus on maintaining an appropriate level of corporate overhead that is in line with the group\u2019s available cash resources. As a consequence of uncertainty introduced by the Covid-19 pandemic, the Company has prioritized raising sufficient funds to provide adequate time to demonstrate a series of technology and market development milestones. Despite the material uncertainty to whether the group will be able to successfully raise funds as planned, the Board has concluded that the Company are not in a situation where there is no realistic alternative to continue as going concern and hence it is found appropriate to prepare the financial statements on the going concern basis. ", "dimensions": { "concept": "ifrs-full:DisclosureOfBasisOfPreparationOfFinancialStatementsExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-253": { "value": "Going concern The board confirms that the financial statements of the group, as well as the parent company, have been prepared under the going concern assumption. On 14 March 2023 the EGM approved a private placement totaling 500,000,000 shares at a subscription price of NOK 0.10 per share, resulting in gross proceeds of NOK 50 million. As of the date of this report, the company has sufficient cash to fund operations until June, 2023. To continue to fund the Company\u2019s activities beyond June 2023, the Company will seek additional funds from the investor market and from partnership funding. However, as funding is not secured for the next 12 months, a material uncertainty exist as to whether the Company and group will continue as going concern. The Company and group are dependent to successfully raise funds as planned. The board of directors monitors the financial position closely and receives frequent reports and forecasts on expenditure and cash flow. To address the funding requirements of the group, the board of directors has undertaken the following initiatives: \u2022 Undertaken a program to continue to monitor the group\u2019s ongoing working capital requirements and minimum expenditure commitments; and \u2022 Continued its focus on maintaining an appropriate level of corporate overhead that is in line with the group\u2019s available cash resources. As a consequence of uncertainty introduced by the Covid-19 pandemic, the Company has prioritized raising sufficient funds to provide adequate time to demonstrate a series of technology and market development milestones. Despite the material uncertainty to whether the group will be able to successfully raise funds as planned, the Board has concluded that the Company are not in a situation where there is no realistic alternative to continue as going concern and hence it is found appropriate to prepare the financial statements on the going concern basis. ", "dimensions": { "concept": "ifrs-full:DisclosureOfGoingConcernExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-207": { "value": "2.2 Consolidation Subsidiaries are all entities over which the group has control. 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. Specifically, the group controls an investee if, and only if, the group has: \u2022 Power over the investee (i.e., existing rights that give it the current ability to direct the relevant activities of the investee) \u2022 Exposure, or rights, to variable returns from its involvement with the investee \u2022 The ability to use its power over the investee to affect its returns Generally, there is a presumption that a majority of voting rights results in control. To support this presumption and when the group has less than a majority of the voting or similar rights of an investee, the group considers all relevant facts and circumstances in assessing whether it has power over an investee, including: \u2022 The contractual arrangement(s) with the other vote holders of the investee \u2022 Rights arising from other contractual arrangements \u2022 The group\u2019s voting rights and potential voting rights ", "dimensions": { "concept": "ifrs-full:DisclosureOfBasisOfConsolidationExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-205": { "value": "2.3 Foreign currency translation (a) Functional and presentation currency The consolidated financial statements are presented in US dollar (USD). (b) Transactions and balances Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognized in the income statement. (c) Group companies The individual financial statements of a subsidiary are prepared in the subsidiary\u2019s functional currency. In preparing the consolidated financial statements, the financial statements of foreign operations are translated using the exchange rates at year-end for statement of financial position items and monthly average exchange rates for statement of income items. Translation gains and losses are included in other comprehensive income as a separate component. The translation difference derived from each foreign subsidiary is reversed through the statement of income as part of the gain or loss arising from the divestment or liquidation of such a foreign operation. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForForeignCurrencyTranslationExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-254": { "value": "(a) Functional and presentation currency The consolidated financial statements are presented in US dollar (USD). ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForFunctionalCurrencyExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-206": { "value": "2.4 Property, plant and equipment Property, plant and equipment is mainly comprised of construction in progress on the roll-to-roll line, laboratory test equipment, and office equipment. Property, plant and equipment is stated at historical cost less depreciation and impairment losses. Historical cost includes expenditure that is directly attributable to the acquisition of the items. Given the uncertainty related to its cash position and new strategy, the Company\u2019s fixed assets were fully impaired at 31 December 2019. Subsequent costs are included in the asset\u2019s carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the group and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognized. All other repairs and maintenance are charged to the income statement during the financial period in which they are incurred. Depreciation is calculated using the straight-line method as follows: \u2022 Laboratory equipment \u2014 5 years \u2022 Office equipment \u2014 3\u20135 years \u2022 Office furnishings and fittings \u2014 up to 12 years The assets\u2019 residual values and useful lives are reviewed, and adjusted if appropriate, at each balance sheet date. Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognized in the income statement. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForPropertyPlantAndEquipmentExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-214": { "value": "2.5 Inventory The Company changed strategy and hence inventory is fully impaired. Historically, inventory, components and components under production were valued at the lower of cost and net realizable value after deduction of obsolescence. Net realizable value is estimated as the selling price less cost of completion and the cost necessary to make the sale. Costs are determined using the standard cost method. The FIFO principle is applied. Work in progress includes variable cost and non-variable cost which can be allocated to items based on normal capacity. Obsolete inventory is written down completely. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForMeasuringInventories", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-213": { "value": "2.6 Intangible assets (a) Patents and licenses Acquired patents and licenses are stated at historical cost. Patents and licenses have a finite useful life and are carried at cost less accumulated amortization. Amortization is calculated using the straight-line method to allocate the cost of patents and licenses over their estimated useful lives. An asset\u2019s carrying amount is written down to its recoverable amount if the asset\u2019s carrying amount is greater than its estimated recoverable amount. In January 2014, Ensurge acquired an IP portfolio consisting of patents. These assets are initially recognized at fair value and subsequently measured at cost, less accumulated amortisation and impairment losses. (b) Research and development Research costs are expensed as they are incurred. An intangible asset arising from development expenditure on an individual project is capitalized only when the group reliably can measure the expenditure and can demonstrate; \u2022 The technical feasibility of completing the intangible asset so that it will be available for use or sale \u2022 How the asset will generate future economic benefits \u2022 The group\u2019s ability to obtain resources to complete the project Development costs are amortized over the period of expected use of the asset. See Note 7. An asset\u2019s carrying amount is written down to its recoverable amount if the asset\u2019s carrying amount is greater than its estimated recoverable amount. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForIntangibleAssetsOtherThanGoodwillExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-208": { "value": "2.7 Impairment of assets Assets that have an indefinite useful life, for example goodwill, are not subject to amortization and are tested annually for impairment. Assets that are subject to amortization are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognized for the amount by which the asset\u2019s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset\u2019s fair value less costs of disposal and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (cash-generating units). Non- financial assets other than goodwill are reviewed for possible reversal of any previous impairment at each reporting date. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForImpairmentOfAssetsExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-215": { "value": "2.8 Trade receivables and other receivables Trade receivables and other short-term receivables are measured at initial recognition at fair value and subsequently measured at amortized cost. Short-term receivables, which are due within three months, are normally not discounted. Impairment of receivables is evaluated on a case-by-case basis. The group writes off a trade receivable when there is information indicating that the debtor is in severe financial difficulty and there is no realistic prospect of recovery. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForTradeAndOtherReceivablesExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-209": { "value": "2.9 Cash and bank deposits Cash and bank deposits include cash in hand, deposits held at call with banks, other short-term highly liquid investments with original maturities of three months or less. Bank overdrafts are shown within borrowings in current liabilities on the balance sheet. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyToDetermineComponentsOfCashAndCashEquivalents", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-210": { "value": "2.10 Share capital Ordinary shares are classified as equity. Incremental costs directly attributable to raising new equity are shown as a deduction to the equity, net of tax. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForIssuedCapitalExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-211": { "value": "2.11 Trade payables The carrying amounts of trade and other payables are the same as their fair values, due to their short- term nature. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForTradeAndOtherPayablesExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-212": { "value": "2.12 Deferred income tax Deferred income tax is recognized on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements. However, the deferred income tax is not accounted for if it arises from initial recognition of an asset or a liability in a transaction other than a business combination that at the time of the transaction affects neither accounting, nor taxable profit or loss. Deferred income tax is determined using tax rates (and laws) that have been enacted or substantially enacted on the balance sheet date and are expected to apply when the related deferred income tax asset is realized, or the deferred income tax liability is settled. Deferred tax assets are recognized to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilized. Deferred tax liabilities are recognized for taxable temporary differences. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForDeferredIncomeTaxExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-220": { "value": "2.13 Employee remuneration Termination benefits are payable when employment is terminated by the group before the normal retirement date, or whenever an employee accepts voluntary redundancy in exchange for these benefits. The group recognizes termination benefits when it is demonstrably committed to either: terminating the employment of current employees according to a detailed formal plan without possibility of withdrawal; or providing termination benefits as a result of an offer made to encourage voluntary redundancy. Benefits falling due more than 12 months after the balance sheet date are discounted to present value. The company only holds defined contribution pension plans. Contributions are expensed and paid when earned. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForEmployeeBenefitsExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-216": { "value": "2.14 Revenue recognition Revenue is recognized at the amount that the Company expects to be entitled to and expects to collect under the contract. If a contract has multiple performance obligations, the transaction price is allocated to each performance obligation identified in the contract on a relative stand-alone selling price basis. Revenue is shown net of value-added tax, returns, rebates and discounts and after eliminating sales within the group. (a) Sales of goods Sales of goods were recognized when the performance obligation was satisfied, the costs incurred with respect to the transaction could be measured reliably, and Ensurge retained neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold. (b) Rendering of services The group provides engineering and support services to strategic customers and partners. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForRecognitionOfRevenue", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-217": { "value": "2.15 Government grants Government grants are recognized when there is reasonable assurance that the grant will be received, and the conditions will be complied with. Grants are recognised as other income over the period necessary to match them with the related costs, for which they are intended to compensate, on a systematic basis. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForGovernmentGrants", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-218": { "value": "2.16 Financial liabilities (a) Borrowings Borrowings are initially recognized at cost and subsequently measured at amortized cost using the effective interest method. Amortized cost is calculated by taking into account any issue costs as well as discount or premium on settlement. Financial liabilities are presented as current if the liabilities are due to be settled within 12 months after the balance sheet date. (b) Leases All leases are recognized in the balance sheet as a right-of-use (\u201cROU\u201d) asset with a corresponding lease liability, except for short term assets in which the lease term is 12 months or less, or low value assets. ROU assets represent a right to use an underlying asset for the lease term and lease liabilities represent an obligation to make lease payments arising from the lease. Right-of-use assets are depreciated linearly over the lifetime of the related lease contract. The depreciation of ROU asset is recognized over the lease term, and interest expenses related to the lease liability are classified as financial items in the income statement. Right-of-use assets are tested for impairment in accordance in accordance with IAS 36. Ensurge determines if an arrangement is a lease at inception. Assets and liabilities arising from a lease are initially measured on a present value basis. Lease liabilities include the net present value of fixed payments, less any lease incentives. The Company\u2019s incremental borrowing rate based on the information available at commencement date is used in determining the present value of lease payments. Extension options are included when it, based on management\u2019s judgement, is reasonably certain to be exercised. ROU assets are measured at cost and include the amount of the initial measurement of lease liability, any lease payments made at or before the commencement date less any lease incentives received, any initial direct costs, and restoration costs. Payments associated with short-term leases and leases of low-value assets are recognized on a straight-line basis as an expense in the income statement. Short-term leases are leases with a lease term of 12 months or less and low-value assets. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForFinancialLiabilitiesExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-255": { "value": "(a) Borrowings Borrowings are initially recognized at cost and subsequently measured at amortized cost using the effective interest method. Amortized cost is calculated by taking into account any issue costs as well as discount or premium on settlement. Financial liabilities are presented as current if the liabilities are due to be settled within 12 months after the balance sheet date. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForBorrowingsExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-256": { "value": "(b) Leases All leases are recognized in the balance sheet as a right-of-use (\u201cROU\u201d) asset with a corresponding lease liability, except for short term assets in which the lease term is 12 months or less, or low value assets. ROU assets represent a right to use an underlying asset for the lease term and lease liabilities represent an obligation to make lease payments arising from the lease. Right-of-use assets are depreciated linearly over the lifetime of the related lease contract. The depreciation of ROU asset is recognized over the lease term, and interest expenses related to the lease liability are classified as financial items in the income statement. Right-of-use assets are tested for impairment in accordance in accordance with IAS 36. Ensurge determines if an arrangement is a lease at inception. Assets and liabilities arising from a lease are initially measured on a present value basis. Lease liabilities include the net present value of fixed payments, less any lease incentives. The Company\u2019s incremental borrowing rate based on the information available at commencement date is used in determining the present value of lease payments. Extension options are included when it, based on management\u2019s judgement, is reasonably certain to be exercised. ROU assets are measured at cost and include the amount of the initial measurement of lease liability, any lease payments made at or before the commencement date less any lease incentives received, any initial direct costs, and restoration costs. Payments associated with short-term leases and leases of low-value assets are recognized on a straight-line basis as an expense in the income statement. Short-term leases are leases with a lease term of 12 months or less and low-value assets. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForLeasesExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-219": { "value": "2.17 Share based remuneration and derivatives over own shares (a) Share based remuneration Equity-settled share based payments to employees are measured at the fair value of the equity instruments at grant date. The fair value of the instruments is determined using a Black-Scholes option pricing model. The fair value determined at the grant date of the equity-settled share based payments is expensed on a straight-line basis over the vesting period, based on the Group\u2019s estimate of equity instruments that will eventually vest, with a corresponding increase in equity. At the end of each reporting period, the Group revises its estimate of the number of equity instruments expected to vest. For social security contribution related to equity settled share based payment transactions with employees, a liability is recognized. The liability is initially measured at the fair value of the liability. At the end of each reporting period until the liability is settled, and the date of settlement, the fair value of the liability is remeasured, with any changes in fair value recognized in profit or loss for the year. (b) Derivatives over own shares The warrants are derivatives over own shares and the exercise price is denominated in Norwegian Kroner (NOK), while the functional currency of the Company is the US Dollar. As a result of this difference in currencies, the proceeds received by the Company varied based on foreign exchange rates. Thus, the fixed for fixed criteria in IAS 32.11 is not met. Further, the warrants were not allocated pro rate to all existing owners of the same class of own equity instruments and did not meet the strict criteria for the rights issue exemption in IAS 32.11. Thus, the warrants are classified as derivative liabilities (scoped under IFRS 9) and measured at fair value (in accordance with IFRS 13) in the statement of financial position. Any changes in fair value from period to period were recorded as a non-cash gain or loss in the consolidated statement of net loss/(income) and comprehensive loss/(income). There are no warrants outstanding at 31 December 2022. The convertible loans are denominated in Norwegian Kroner (NOK); however, the functional currency of the Company is the US Dollar. As a result of this difference in currencies, the proceeds that were received by the Company were not fixed and varied based on foreign exchange rates. A portion of the loans, the conversion feature, is a derivative required to be recognized and measured at fair value at each reporting period. Any changes in fair value in the convertible loans from period to period is recorded as a non-cash gain or loss in the consolidated statements of comprehensive income, in accordance with IFRS 9. The convertible loans, including accrued interest, are classified as short-term liability at amortized cost. The conversion feature derivative liability is classified as short-term held-for-trading liability. The derivative liability is measured using Black Scholes valuation model. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForSharebasedPaymentTransactionsExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-221": { "value": "2.18 Cash flow statement The cash flow statement is prepared in accordance with the indirect method. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForCashFlowsExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-222": { "value": "2.19 Segment information Operating segments, according to IFRS 8, are reported in a manner consistent with the internal reporting provided to the chief operating decision- maker. The chief operating decision-maker, who is responsible for allocating resources, assessing performance and making strategic decisions, has been identified as the Chief Executive Officer (CEO). Based on Ensurge\u2019s current deliveries, performance obligations, customer characteristic and other information, it has been assessed that Ensurge has only one operating segment. Hence, primarily information according to IFRS 8 paragraphs 32\u201334 is provided. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForSegmentReportingExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-258": { "value": "2.20 Changes in accounting principles In 2022 new standards and amendments to existing standards have become effective. This is related to the following standards: \u2022 Annual improvements to IFRS Standards 2018\u20132020 cycle, \u2022 Reference to the conceptual framework (amendments to IFRS 3), \u2022 Onerous contracts \u2013 costs of fulfilling a contract (amendments to IAS 37), \u2022 Property, plant and equipment: proceeds before intended use (amendments to IAS 16). The adoption of these items did not have a significant impact on the financial statements of the Group. ", "dimensions": { "concept": "ifrs-full:DescriptionOfInitialApplicationOfStandardsOrInterpretations", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-223": { "value": "2.20 Changes in accounting principles In 2022 new standards and amendments to existing standards have become effective. This is related to the following standards: \u2022 Annual improvements to IFRS Standards 2018\u20132020 cycle, \u2022 Reference to the conceptual framework (amendments to IFRS 3), \u2022 Onerous contracts \u2013 costs of fulfilling a contract (amendments to IAS 37), \u2022 Property, plant and equipment: proceeds before intended use (amendments to IAS 16). The adoption of these items did not have a significant impact on the financial statements of the Group. 2.21 Approved standards and interpretations not yet in effect In addition to these standards, the following new and revised IFRSs have been issued but were not mandatory for annual reporting periods ending on 31 December 2022. The Group will assess the potential impact of these new and revised standards in due course. \u2022 IFRS 1, IFRS 9, IFRS 16, IAS 41: Annual Improvements to IFRS Standards 2018\u20132020 \u2022 Amendments to IAS 1 and IFRS Practice Statement 2: Financial Statements: Classification of Liabilities as Current or Non-current, Disclosure of Accounting policies \u2022 Amendment to IAS 8: Definition of Accounting Estimates \u2022 Amendments to IAS 12: Deferred Tax related to Assets and Liabilities arising from a Single Transaction \u2022 IFRS 17 Insurance contracts and amendments ", "dimensions": { "concept": "ifrs-full:DisclosureOfChangesInAccountingPoliciesExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-257": { "value": "2.21 Approved standards and interpretations not yet in effect In addition to these standards, the following new and revised IFRSs have been issued but were not mandatory for annual reporting periods ending on 31 December 2022. The Group will assess the potential impact of these new and revised standards in due course. \u2022 IFRS 1, IFRS 9, IFRS 16, IAS 41: Annual Improvements to IFRS Standards 2018\u20132020 \u2022 Amendments to IAS 1 and IFRS Practice Statement 2: Financial Statements: Classification of Liabilities as Current or Non-current, Disclosure of Accounting policies \u2022 Amendment to IAS 8: Definition of Accounting Estimates Amendments to IAS 12: Deferred Tax related to Assets and Liabilities arising from a Single Transaction \u2022 IFRS 17 Insurance contracts and amendments ", "dimensions": { "concept": "ifrs-full:DescriptionOfExpectedImpactOfInitialApplicationOfNewStandardsOrInterpretations", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-224": { "value": "3. Segment information Ensurge\u2019s business consists of sale of products, services and development of electronic products and related solutions. The CEO has determined that the group has only one operating segment. Consequently, no additional segment information is disclosed. Reference is made to Note 14, 15 and 16 for entity-wide disclosures. ", "dimensions": { "concept": "ifrs-full:DisclosureOfEntitysReportableSegmentsExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-225": { "value": "4. Capital management and financial risk 4.1 Capital management The group manages its capital to ensure that entities in the group will be able to continue as a going concern. The capital structure of the group consists of equity and current and non-current interest- bearing liabilities. The group is not subject to any externally imposed capital requirements apart from the requirements according to national laws and regulations for limited liability companies. In September 2019, the Company\u2019s subsidiary, Ensurge Micropower, Inc. closed an equipment term loan facility with Utica Leaseco, LLC (\u201cUtica\u201d) for USD 13.2 million secured by select fixed assets (see Note 6). The terms of the Master Lease Agreement and subsequent amendments are detailed in Note 14. The outstanding balance at 31 December 2022 is USD 7.5 million. The company is working on obtaining additional equity funding. See Note 2.1 Going concern. 4.2 Financial risk factors Ensurge is exposed to certain financial risks related to exchange rates and interest level. These are, however, insignificant compared to the business risk. (a) Market risk factors (i) Currency risk The Group has the majority of its operations in the USA. As of 31 December 2022, approximately 88% of the Company\u2019s cash balance was denominated in USD, in order to mitigate currency risk associated with the increased value of the USD relative to NOK. Management monitors this risk and will take the appropriate actions to address it as the situation requires. (ii) Interest risk Ensurge Micropower, Inc., the U.S. operating subsidiary and global headquarters of the Ensurge Micropower Group, closed an equipment term loan facility with Utica Leaseco, LLC for financing of USD 13.2 million, which funded in two tranches during the month of September 2019. The interest rate associated with this debt is fixed, and therefore, does not present the potential risk that would be associated with interest rate fluctuations. Ensurge Micropower ASA issued convertible loans as part of a private placement announced on 24 July 2022. The convertible loans are repayable 17 August 2023 and the lenders are entitled at any time after 17 February 2023 to convert the loans into shares in the Company at a conversion price of NOK 3.00. The convertible loans carry interest at the rate of 5% per annum. (b) Credit risk The company has some credit risks relating to receivables. The loss on receivables has historically been low. In connection with the relocation of Ensurge\u2019s US headquarters in 2017, a USD 1,600 thousand Letter of Credit was issued by Ensurge Micropower ASA to the landlord of the Junction Avenue facility located in San Jose, California. In addition, the Company entered into a Tenancy Guaranty with the landlord as additional security of the rent payments. The initial guaranty liability amounted to USD 5,000 thousand and reduces on an annual basis by USD 500 thousand per year, commencing with the second lease year until the liability reaches zero dollars. As of 31 December 2022, the guaranty liability amounted to USD 2,500 thousand. Apart from that, Ensurge has not issued additional material guarantees. (c) Liquidity risk Aside from the equipment term loan facility of USD 13.2 million closed in September 2019, and the convertible loans due August 2023, Ensurge does not have any other material interest-bearing debt. In addition, the company has a continued obligation under a lease agreement signed in November 2016 relating to its U.S. headquarters in San Jose, California. The Company was able to raise equity financing in 2022 but is not yet cash generative and operates at a loss. There is uncertainty tied to the generation of future cash flow in connection with the Company\u2019s new business strategy. As described in Note 2.1 Basis of preparation, the Company is currently pursuing alternative forms of generating cash in order to meet its financial obligations. There is no assurance that the Company will be successful in raising funds. Failure to obtain future funding, when needed or on acceptable terms, would adversely affect its ability to continue as a going concern. 4.3 Fair value estimation The carrying amounts of trade and other receivables and payables are considered to be the same as their fair values, due to their short-term nature. Accounts payable and accrued liabilities with due date within 12 months have been recognized at carrying value. 4.4 Financial instruments Ensurge is not party to any transactions or financial instruments which are not recorded in the balance sheet or otherwise disclosed. ", "dimensions": { "concept": "ifrs-full:DisclosureOfFinancialRiskManagementExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-262": { "value": "4.1 Capital management The group manages its capital to ensure that entities in the group will be able to continue as a going concern. The capital structure of the group consists of equity and current and non-current interest- bearing liabilities. The group is not subject to any externally imposed capital requirements apart from the requirements according to national laws and regulations for limited liability companies. In September 2019, the Company\u2019s subsidiary, Ensurge Micropower, Inc. closed an equipment term loan facility with Utica Leaseco, LLC (\u201cUtica\u201d) for USD 13.2 million secured by select fixed assets (see Note 6). The terms of the Master Lease Agreement and subsequent amendments are detailed in Note 14. The outstanding balance at 31 December 2022 is USD 7.5 million. The company is working on obtaining additional equity funding. See Note 2.1 Going concern. ", "dimensions": { "concept": "ifrs-full:DisclosureOfObjectivesPoliciesAndProcessesForManagingCapitalExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-259": { "value": "(a) Market risk factors (i) Currency risk The Group has the majority of its operations in the USA. As of 31 December 2022, approximately 88% of the Company\u2019s cash balance was denominated in USD, in order to mitigate currency risk associated with the increased value of the USD relative to NOK. Management monitors this risk and will take the appropriate actions to address it as the situation requires. (ii) Interest risk Ensurge Micropower, Inc., the U.S. operating subsidiary and global headquarters of the Ensurge Micropower Group, closed an equipment term loan facility with Utica Leaseco, LLC for financing of USD 13.2 million, which funded in two tranches during the month of September 2019. The interest rate associated with this debt is fixed, and therefore, does not present the potential risk that would be associated with interest rate fluctuations. Ensurge Micropower ASA issued convertible loans as part of a private placement announced on 24 July 2022. The convertible loans are repayable 17 August 2023 and the lenders are entitled at any time after 17 February 2023 to convert the loans into shares in the Company at a conversion price of NOK 3.00. The convertible loans carry interest at the rate of 5% per annum. ", "dimensions": { "concept": "ifrs-full:DisclosureOfMarketRiskExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-260": { "value": "(b) Credit risk The company has some credit risks relating to receivables. The loss on receivables has historically been low. In connection with the relocation of Ensurge\u2019s US headquarters in 2017, a USD 1,600 thousand Letter of Credit was issued by Ensurge Micropower ASA to the landlord of the Junction Avenue facility located in San Jose, California. In addition, the Company entered into a Tenancy Guaranty with the landlord as additional security of the rent payments. The initial guaranty liability amounted to USD 5,000 thousand and reduces on an annual basis by USD 500 thousand per year, commencing with the second lease year until the liability reaches zero dollars. As of 31 December 2022, the guaranty liability amounted to USD 2,500 thousand. Apart from that, Ensurge has not issued additional material guarantees. ", "dimensions": { "concept": "ifrs-full:DisclosureOfCreditRiskExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-261": { "value": "(c) Liquidity risk Aside from the equipment term loan facility of USD 13.2 million closed in September 2019, and the convertible loans due August 2023, Ensurge does not have any other material interest-bearing debt. In addition, the company has a continued obligation under a lease agreement signed in November 2016 relating to its U.S. headquarters in San Jose, California. The Company was able to raise equity financing in 2022 but is not yet cash generative and operates at a loss. There is uncertainty tied to the generation of future cash flow in connection with the Company\u2019s new business strategy. As described in Note 2.1 Basis of preparation, the Company is currently pursuing alternative forms of generating cash in order to meet its financial obligations. There is no assurance that the Company will be successful in raising funds. Failure to obtain future funding, when needed or on acceptable terms, would adversely affect its ability to continue as a going concern. ", "dimensions": { "concept": "ifrs-full:DisclosureOfLiquidityRiskExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-264": { "value": "4.3 Fair value estimation The carrying amounts of trade and other receivables and payables are considered to be the same as their fair values, due to their short-term nature. Accounts payable and accrued liabilities with due date within 12 months have been recognized at carrying value. ", "dimensions": { "concept": "ifrs-full:DisclosureOfFairValueMeasurementExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-263": { "value": "4.4 Financial instruments Ensurge is not party to any transactions or financial instruments which are not recorded in the balance sheet or otherwise disclosed. ", "dimensions": { "concept": "ifrs-full:DisclosureOfFinancialInstrumentsExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-226": { "value": "5. Critical accounting estimates and judgments The financial statements of the group have been prepared based on the going concern assumption. Estimates and judgments are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. Reference is made to Note 2.1 Going concern. The Group makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, rarely equal the related actual results. The estimates and assumptions in the financial statements of the group mainly relate to share based compensation, warrants, deferred tax assets, accounting for research and development, intangible assets, property, plant and equipment and leases. Share based compensation: Ensurge estimates the fair value of options at the grant date. As the subscription rights are structured equal to an option, the Black-Scholes option pricing model is used for valuing the share subscription rights. The model uses the following parameters; the exercise price, the life of the option, the current price of the underlying shares, the expected volatility of the share price, the dividends expected on the shares, and the risk-free interest rate for the life of the option. The cost of share based remuneration is expensed over the vesting period. Such estimates are updated at the balance sheet date. Changes in this estimate will impact the expensed cost of share based remuneration in the period. The variables, assumptions and relevant theoretical foundations used in the calculation of the fair value per share subscription right is estimated according to the IFRS 2 standard. Warrants: The warrants were classified as derivative liabilities (scoped under IFRS 9) and measured at fair value (in accordance with IFRS 13) in the statement of financial position. The model uses the following parameters: the exercise price, the life of the warrant, the current price of the underlying shares, the expected volatility of the shares and the risk free interest rate for the life of the warrant. Changes in the estimate will impact the financial items in the profit and loss statements. The warrants expired in Q4 2022. Convertible debt: The convertible loans are denominated in Norwegian Kroner (NOK); however, the functional currency of the Company is the US Dollar. As a result of this difference in currencies, the proceeds that were received by the Company were not fixed and varied based on foreign exchange rates. A portion of the loans, the conversion feature, is a derivative required to be recognized and measured at fair value at each reporting period. Any changes in fair value in the convertible loans from period to period is recorded as a non-cash gain or loss in the consolidated statements of comprehensive income, in accordance with IFRS 9. The convertible loans, including accrued interest, are classified as short-term liability at amortized cost. The conversion feature derivative liability is classified as short-term held-for-trading liability. The derivative liability is measured using Black Scholes valuation model. Deferred tax assets: Deferred tax assets related to losses carried forward are recognized when it is probable that the loss carried forward may be utilized. Evaluation of probability is based on historical earnings, expected future margins and the size of the order back-log. Future events may lead to these estimates being changed. Such changes will be recognized when reliable new estimates can be made. No deferred tax assets have been recognized in the balance sheet as of 31 December 2022. Research and development: Research costs are expensed as incurred. Development expenditure on an individual project is recognised as an intangible asset only when Ensurge can demonstrate the technical feasibility of completing the intangible assets so that it will be available for use or sale, the Company\u2019s intention and capability of completing the development and realize the asset, and the net future financial benefits of use or sale. Determining whether an expense meets the definition of a development cost requires judgment to be applied. Capitalized development costs as of 31 December 2022, have been fully impaired. See Note 7. Intangible assets: In connection with the purchase of certain assets from Kovio, Inc., in January 2014, Ensurge acquired an IP portfolio of ninety patent families. In addition, Ensurge has acquired certain licenses and capitalized certain development costs relating to printed batteries. These assets are recognized in the balance sheet as intangible assets and valued at fair value less accumulated amortization and impairment losses. The book value is dependent on the successful development of the technology in the Parent Company and in the subsidiaries. As of 31 December 2022 the intangible assets are fully impaired. See Note 7. Property, plant and equipment (PPE): In connection to establishing US headquarters in San Jose, Ensurge has invested in PPE, including a roll-based production line. Determining whether equipment/a tool a) is under construction b) is ready for use in production c) will generate sufficient net future benefits on a stand-alone basis or as part of a production line, requires judgment to be applied. Similarly, any subsequent reversal will require judgment to be applied. The corporate restructuring announced in 2019 triggered impairment testing relating to these assets. See Note 6 for quantification of book values and impairments. Lease: The Company entered into a lease agreement in November 2016 relating to the property building of its US headquarters in San Jose, California. Ensurge assesses whether the lease has been impaired by applying the requirements in IAS 36 - Impairment of assets. As of 31 December 2022, the book value of the leased building is USD 0 thousand, whereas the book value of the lease liability is USD 10,897 thousand. See Note 8. ", "dimensions": { "concept": "ifrs-full:DisclosureOfAccountingJudgementsAndEstimatesExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-227": { "value": "6. Property, plant and equipment Amounts in USD 1,000 Laboratory and production equipment Useful life, years 5 2022 Accumulated cost on 1 January 2022 52,594 Additions 556 Sale/disposal of assets (454) Accumulated cost 31 December 2022 52,696 Accumulated depreciation Accumulated depreciation and impairments on 1 January 2022 (50,561) Depreciation expenses (402) Sale/disposal of assets 437 Accumulated depreciation and impairment 31 December 2022 (50,527) Net book value 31 December 2022 2,169 2021 Accumulated cost on 1 January 2021 50,773 Additions 1,821 Accumulated cost 31 December 2021 52,594 Accumulated depreciation Accumulated depreciation and impairments on 1 January 2021 (50,547) Depreciation expenses (14) Accumulated depreciation and impairment 31 December 2021 (50,561) Net book value 31 December 2021 2,033 All property, plant and equipment are based in San Jose, California. Impairment: The company revised its strategy in 2019 and impaired the production related assets. This triggered an impairment test. Management views the roll-to-roll technology, production facility and related assets as broadly applicable to multiple potential applications, including for use in its strategy to develop and produce a new and innovative class of ultrathin, ultrasafe solid-state lithium batteries for wearable devices, connected sensors. However, management believes that the \u2018value in use\u2019 is not readily supportable, as it has only been forecasted in a financial model, with no real data to support the estimates. As there is no observable market data on these assets, management have not been able to find a reliable estimate on \u2018fair value less costs to sell\u2019. Due to these uncertainties the assets, including intangible assets (see Note 7) and right-of-use assets (see Note 8) were fully impaired as of 31 December 2019. If the revised strategy is successful, the Company may reverse some or all of the impairment of production related assets. Current net book value relates to production equipment for the battery. Assets pledged as security: The majority of production facility assets, including the roll-to-roll (R2R) production facility, have been pledged to secure borrowings of the group (see Note 14). The group is not allowed to pledge these assets as security for other borrowings or to sell them to another entity. ", "dimensions": { "concept": "ifrs-full:DisclosureOfPropertyPlantAndEquipmentExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-228": { "value": "7. Intangible assets Amounts in USD 1,000 Purchased intellectual property Capitalized development costs Total Amortization period, years (linear) 13\u201316 2022 Acquisition cost Accumulated cost on 1 January 2022 1,791 1,630 3,421 Additions \u2014 \u2014 \u2014 Accumulated cost 31 December 2022 1,791 1,630 3,421 Accumulated amortization and impairment on 1 January 2022 (1,791) (1,630) (3,421) Amortization \u2014 \u2014 \u2014 Amortization and Impairment 31 December 2022 (1,791) (1,630) (3,421) Net book value 31 December 2022 \u2014 \u2014 \u2014 2021 Accumulated cost on 1 January 2021 1,791 1,630 3,421 Additions \u2014 \u2014 \u2014 Exchange differences \u2014 \u2014 \u2014 Accumulated cost 31 December 2021 1,791 1,630 3,421 Accumulated amortization and impairment on 1 January 2021 (1,791) (1,630) (3,421) Amortization \u2014 \u2014 \u2014 Amortization and Impairment 31 December 2021 (1,791) (1,630) (3,421) Net book value 31 December 2021 \u2014 \u2014 \u2014 The purchased intellectual property relates to licensing of certain patents. The portfolio is reviewed for impairment annually by comparing the book value to the fair market value at the patent level. In 2019 the remaining unamortized balance was impaired in full as the Company revised its strategy whereby the future value of these patents is uncertain. In 2019 it was decided that the capitalized development costs relating to NFC SpeedTap \u2122 would not be further commercialized and the remaining costs were impaired. The assets are assessed annually. Due to uncertainty of future use and commercialization, no reversal was identified for 2022. ", "dimensions": { "concept": "ifrs-full:DisclosureOfIntangibleAssetsExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-265": { "value": "8. Right-of-use assets The Company entered into a lease agreement in November 2016 relating to the building of its US headquarters in San Jose, CA. The lease in San Jose expires in September 2028. Ensurge applies exemption for short term leases (12 months or less) and low value leases. The borrowing rate applied in discounting of the nominal lease debt is 7.25%. Right-of-use assets are depreciated linearly over the lifetime of the related lease contract. Amounts in USD 1,000 Lease Liability Lease liability recognized at 1 January 2022 12,175 Lease payment (see note below) (2,120) Interest expense 842 Lease liability as of 31 December 2022 10,897 For maturity schedule of minimum lease payments, see Note 14. In the statement of cash flow, the principal portion of lease payments are included in line Lease payment with an amount of USD 1,278 thousand, and interest portion of the payment are included in line Interest paid with an amount of USD 842 thousand. Both are presented as cash flow from financing activities. ", "dimensions": { "concept": "ifrs-full:DisclosureOfQuantitativeInformationAboutRightofuseAssetsExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-229": { "value": "8. Right-of-use assets The Company entered into a lease agreement in November 2016 relating to the building of its US headquarters in San Jose, CA. The lease in San Jose expires in September 2028. Ensurge applies exemption for short term leases (12 months or less) and low value leases. The borrowing rate applied in discounting of the nominal lease debt is 7.25%. Right-of-use assets are depreciated linearly over the lifetime of the related lease contract. Amounts in USD 1,000 Lease Liability Lease liability recognized at 1 January 2022 12,175 Lease payment (see note below) (2,120) Interest expense 842 Lease liability as of 31 December 2022 10,897 For maturity schedule of minimum lease payments, see Note 14. In the statement of cash flow, the principal portion of lease payments are included in line Lease payment with an amount of USD 1,278 thousand, and interest portion of the payment are included in line Interest paid with an amount of USD 842 thousand. Both are presented as cash flow from financing activities. ", "dimensions": { "concept": "ifrs-full:DisclosureOfLeasesExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-230": { "value": "9. Inventory Amounts in USD 1,000 31 December 2022 31 December 2021 Finished goods \u2014 514 Raw materials 0 215 Net book value \u2014 \u2014 Inventory reserved 0 729 ", "dimensions": { "concept": "ifrs-full:DisclosureOfInventoriesExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-231": { "value": "10. Trade and other receivables Amounts in USD 1,000 31 December 2022 31 December 2021 Customer receivables 149 174 Other receivables, prepayments 844 881 Less: provision for impairment of receivables and prepayments (125) (140) Receivables \u2013 net 868 915 Of this, receivables from related parties (Note 24) \u2014 \u2014 Of other receivables, prepayments of USD 2,510 thousand (which is fully impaired); (2021: USD 3,287 thousand) relate to equipment for San Jose site not yet delivered. All receivables are due within one year and book value approximates fair value. Other non-current financial receivables of USD 574 thousand mostly relates to security deposit held by Utica Leaseco, LLC. Total receivables are denominated in currencies as shown below: Amounts in USD 1,000 31 December 2022 31 December 2021 Denominated in NOK 93 11 Denominated in USD 775 904 Total 868 915 Trade receivables of USD 149 thousand were past due by more than 90 days. The group writes off a trade receivable when there is information indicating that the debtor is in severe financial difficulty and there is no realistic prospect of recovery. ", "dimensions": { "concept": "ifrs-full:DisclosureOfTradeAndOtherReceivablesExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-232": { "value": "11. Cash and bank deposits Amounts in USD 1,000 31 December 2022 31 December 2021 Cash in bank excluding restricted cash 3,316 5,221 Deposit for Letter of Credit (restricted) 1,626 1,626 Deposit for withheld tax (restricted) 21 5 Total 4,963 6,853 Payable withheld tax amounts in Norway at 31 December 2022 were USD 0 thousand (2021: USD 0 thousand). ", "dimensions": { "concept": "ifrs-full:DisclosureOfCashAndCashEquivalentsExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-233": { "value": "12. Share capital, warrants and subscription rights Following completion of the 9:1 share consolidations, the composition of Ensurge\u2019s share capital was changed from 1,914,208,208 shares, each having a par value of NOK 0.11, to 212,690,508 shares, each having a par value of NOK 0.99. The registration date of the share consolidation was 11 March 2022. The 2021 figures are restated and represent the 9:1 share consolidation. Number of shares Number of warrants Shares at 1 January 2022 194,055,315 \u2014 Shares issued 49,435,185 \u2014 Allotment of warrants \u2014 18,518,518 Subscription rights exercised and shares issued 737,998 \u2014 Expired warrants \u2014 (18,518,518) Shares at 31 December 2022 244,228,498 \u2014 Shares at 1 January 2021 109,505,352 75,464,686 Shares issued 7,658,097 \u2014 Allotment of warrants \u2014 \u2014 Exercise and issued 70,705,093 (70,705,093) Warrants exercised, paid and unissued at 31 December 2020 1,912,455 \u2014 Warrants exercised, pending payment and unissued at 31 December 2020 4,274,318 \u2014 Expired warrants \u2014 (4,759,593) Shares at 31 December 2021 194,055,315 (0) Shares issued Date Number of shares Price per share Private placement 3 February 2022 13,951,267 5.40 8 March 2022 4,567,252 5.40 24 July 2022* 3,416,666 3.00 8 November 2022 18,256,183 2.00 12 December 2022 9,243,817 2.00 Shares issued in 2022 49,435,185 Subscription rights exercised 27 January 2022 116,673 2.97 13 June 2022 621,325 1.35 Subscription rights exercised in 2022 737,998 Private placement 1 March 2021 7,658,097 7.38 Warrants exercised 2021 76,891,866 0.99 Shares issued in 2021 84,549,963 Subscription rights exercised in 2021 \u2014 \u2014 *On 24 July 2022, the Company announced that it secured funding totaling NOK 57 million. Of this amount, NOK 46.7 million represents commitments to subscribe for convertible loans, the balance of NOK 10.3 million in new shares via a private placement. The convertible loans were approved at the EGM held 17 August 2022. The board of directors has authorization from the AGM held 25 May 2022 to complete a private placement. The convertible loans are repayable after one year following the date of the EGM (the \u201cMaturity Date\u201d) and the lenders are entitled at any time after six months from the EGM until the Maturity Date to convert the loans into shares in the Company at a conversion price of NOK 3.00. The convertible loans carry interest at the rate of 5% per annum. Number of subscription rights 1 January \u2013 31 December 2022 1 January \u2013 31 December 2021 Subscription rights opening balance 21,278,803 9,352,112 Grant of incentive subscription rights 3,101,502 13,101,079 Terminated, forfeited and expired subscription rights (2,502,843) 1,174,388 Exercise of subscription rights (737,998) \u2014 Subscription rights closing balance 21,139,464 21,278,803 Date Subscription Rights Price Vesting Expiration 2022 Board members 25 May 2022 2,000,000 2.50 12.5% per quarter 25 May 2027 Employees 11 January 2022 90,002 6.30 50% per year 3 June 2026 3 May 2022 161,500 3.64 50% per year 3 June 2026 25 August 2022 850,000 3.43 50% per year 25 May 2027 Grants of subscription rights in 2022 3,101,502 2021 Board members 19 January 2021 390,255 1.35 50% per year 19 August 2025 19 January 2021 390,255 5.60 50% per year 19 August 2025 12 May 2021 707,052 1.35 50% per year 19 August 2025 12 May 2021 707,052 6.98 50% per year 19 August 2025 Employees 19 January 2021 2,590,744 5.60 50% per year 19 August 2025 19 January 2021 108,762 5.60 50% per year 19 August 2025 12 March 2021 38,889 6.84 50% per year 19 August 2025 16 April 2021 52,778 7.30 50% per year 19 August 2025 6 May 2021 88,889 7.30 50% per year 19 August 2025 12 May 2021 5,656,403 6.98 50% per year 19 August 2025 22 June 2021 406,667 7.02 50% per year 3 June 2026 27 August 2021 1,183,333 5.93 50% per year 3 June 2026 26 October 2021 780,000 6.19 50% per year 3 June 2026 Grants of subscription rights in 2021 13,101,079", "dimensions": { "concept": "ifrs-full:DisclosureOfIssuedCapitalExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-234": { "value": "13. Trade and other payables Amounts in USD 1,000 31 December 2022 31 December 2021 Trade payables 857 563 Public duties, withheld taxes and social security taxes due 38 8 Share-based liability (subscription rights), employer\u00b4s tax \u2014 163 Accrued holiday pay and other accrued salary 1,003 677 Other accrued expenses 613 560 Total 2,511 1,971 Of this, payables to related parties (Note 24) 249 15 Total payables and accruals are denominated in currencies as shown below Amounts in USD 1,000 31 December 2022 31 December 2021 Denominated in NOK 475 192 Denominated in USD 2,036 1,779 Total 2,511 1,971 Maturity schedule \u2014 liabilities Amounts in USD 1,000 31 December 2022 Principal and Interest Due Within 1 year 1\u20132 years 2\u20133 years 3\u20134 years 4\u20135 years Over 5 years 1st qtr 2nd qtr 3rd qtr 4th qtr Principal obligations due to Utica \u2014 102 316 331 1,494 1,808 2,188 1,261 \u2014 Convertible debt obligations due \u2014 \u2014 4,849 \u2014 \u2014 \u2014 \u2014 \u2014 \u2014 Interest payments 348 352 595 336 1,172 858 478 72 \u2014 Lease payments 542 542 542 558 2,246 2,311 2,378 2,447 1,875 Total 890 996 6,301 1,225 4,912 4,977 5,044 3,780 1,875 ", "dimensions": { "concept": "ifrs-full:DisclosureOfTradeAndOtherPayablesExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-235": { "value": "14. Current and long-term debt In September 2019, the subsidiary in US, Ensurge Micropower, Inc., closed an equipment term loan facility with Utica for USD 13,200 thousand secured by select fixed assets (see Note 6). The terms of the agreement were interest-only monthly payments for the first six months, followed by three months of interim payments, and thereafter a four-year amortization period during which monthly principal and interest payments are due. The Company entered into the First Amendment (Amendment) effective 11 April 2020. The terms of the amended agreement were that the lender agreed to accept reduced payments in April 2020, and interest-only payments for May\u2013November 2020, and thereafter to re-amortize the remaining balance of the transaction. The Company entered into the Second Amendment (Amendment) in December 2020. The new terms of the amended agreement are that the lender agreed to accept modified payments from January through June 2021. In July 2021, regular payments resumed, and included a lump sum \u201ctrue up\u201d payment for each Schedule to repay the difference of the amounts due and the reduced payments permitted under this Amendment. On 7 November 2022, the Company consolidated and reamortized the Master Lease Agreement and three amendments with Utica. In connection with the new arrangement, the company has pledged additional collateral to secure the amended payment terms. In addition to the existing collateral pledge, Ensurge has pledged all remaining unsecured equipment located in the San Jose, California facility. Further, Utica has taken a first security position in certain of Ensurge Micropower ASA\u2019s intellectual property. For the twelve months ended December 31, 2022, the current portion of the loan principal of USD 748 thousand and the long-term portion of the principal of USD 6,750 thousand is recorded as Long-term Debt in the Consolidated Statements of Financial Position. The interest rate for the financing is at 14%. The table below discloses principal payment obligations as well as interest payments for the company. The Company has pledged its roll-to-roll production line equipment and sheet-line tools as collateral against the Utica loan. Net book value of assets pledged is USD 2,169 thousand. The Company entered into a lease agreement in November 2016 relating to its US headquarters in San Jose, California. The lease in San Jose expires in September 2028. The building element of the lease agreement is classified as a lease liability. As a part of the relocation of Ensurge\u2019s US headquarters in 2017, a USD 1,600 thousand Letter of Credit was issued by Ensurge Micropower ASA to the landlord. The restricted cash of USD 1,600 thousand securing the Letter of Credit is included in the Company\u2019s cash and cash equivalents. Ensurge Micropower ASA, in addition, entered into a Tenancy Guarantee with the landlord. The guarantee was given to secure payment of the lease rent. The initial guarantee liability amounted to USD 5,000 thousand and reduces on an annual basis of USD 500 thousand per year commencing with the second lease year until the liability reaches zero dollars. As of 31 December 2022, the guarantee liability amounted to USD 2,500 thousand. The San Jose, California lease is reflected under this caption and the table below. In addition, see Note 25. The interest rate for the financing is at 17%. Table below disclosures principal payment obligations for the company. On 24 July 2022, the Company announced that it secured funding totaling NOK 57 million. Of this amount, NOK 46.7 million represents commitments to subscribe for convertible loans. The convertible loans were approved at the EGM held 17 August 2022. The convertible loans are repayable after one year following the date of the EGM (the \u201cMaturity Date\u201d) and the lenders are entitled at any time after six months from the EGM until the Maturity Date to convert the loans into shares in the Company at a conversion price of NOK 3.00. The convertible loans carry interest at the rate of 5% per annum. See Note 15. ", "dimensions": { "concept": "ifrs-full:DisclosureOfBorrowingsExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-236": { "value": "15. Convertible debt On 24 July 2022, the Company announced that it secured funding totaling NOK 57 million. Of this amount, NOK 46.7 million represents commitments to subscribe for convertible loans. The convertible loans were approved at the EGM held 17 August 2022. The convertible loans are repayable 17 August 2023 and the lenders are entitled at any time after 17 February 2023 to convert the loans into shares in the Company at a conversion price of NOK 3.00. The convertible loans carry interest at the rate of 5% per annum. The convertible loans are denominated in Norwegian Kroner (NOK); however, the functional currency of the Company is the US Dollar. As a result of this difference in currencies, the proceeds that were received by the Company were not fixed and varied based on foreign exchange rates. A portion of the loans, the conversion feature, is a derivative required to be recognized and measured at fair value at each reporting period. Any changes in fair value in the convertible loans from period to period is recorded as a non-cash gain or loss in the consolidated statements of comprehensive income, in accordance with IFRS 9. The convertible loans, including accrued interest, are classified as short-term liability at amortized cost. The conversion feature derivative liability is classified as short-term held-for-trading liability. The derivative liability is measured using Black Scholes valuation model. Amounts in USD 1,000 31 December 2022 Short term debt $3,692 Derivative liabilitiy 223 Accrued interest 86 Conversion price NOK 3.00 Interest rate 5% Maturity date 17 August 2023 ", "dimensions": { "concept": "ensurgemicropowerasa:DisclosureOfConvertibleDebt", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-237": { "value": "16. Warrants liability On 3 February 2022, the Company announced the completion of a private placement of 125,561,401 shares (Tranche 1) (as adjusted for the 9:1 share consolidation in March 2022) and an allocation of 41,105,265 shares (Tranche 2) (as adjusted for the 9:1 share consolidation in March 2022) at a subscription price of NOK 5.40 per share, resulting in gross proceeds of NOK 100 million. The private placement included two non-tradeable warrants for every share subscribed for in the private placement at no additional cost and with an exercise price equal to NOK 5.40. 50% of the private placement warrants expired on 30 June 2022 and the remaining 50% expired on 30 November 2022. The exercise price of the warrants is denominated in Norwegian Kroner (NOK); however, the functional currency of the Company is the US Dollar. As a result of this difference in currencies, the proceeds that were received by the Company were not fixed and varied based on foreign exchange rates. The warrants were a derivative and were required to be recognized and measured at fair value at each reporting period. Any changes in fair value from period to period were recorded as a non-cash gain or loss in the consolidated statement of net loss/(income) and comprehensive loss/(income), in accordance with IFRS 13. Upon exercise, the holders paid the Company the respective exercise price for each warrant exercised in exchange for one common share of Ensurge Micropower ASA and the fair value at the date of exercise and the associated non- cash liability will be reclassified to share capital. No warrants were exercised in 2022. The non-cash liability associated with any warrants expired unexercised was recorded as a gain in the consolidated statement of net loss/(income) and comprehensive loss/(income). There are no circumstances in which the Company would be required to pay any cash upon exercise or expiry of the warrants. A reconciliation of the change in fair values of the derivative is below: Fair Value of Warrant Liability As of 31 December 2022 As of 31 December 2021 Opening Balance \u2014 $26,020 Warrants Issued 434,065 \u2014 Warrants Exercised \u2014 (32,404) Warrants Expired (434,065) (2,234) Change in fair value of warrant liability \u2014 8,637 Ending Balance \u2014 19 Deferred loss* \u2014 (19) Warrants liability \u2014 \u2014 See Note 12 for more details. ", "dimensions": { "concept": "ensurgemicropowerasa:DisclosureOfWarrantsLiability", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-238": { "value": "17. Sales revenue The Group is domiciled in Norway. There were no sales revenue from external customers for 2022 or 2021. ", "dimensions": { "concept": "ifrs-full:DisclosureOfRevenueExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-239": { "value": "18. Salaries and other payroll costs Amounts in USD 1,000 2022 2021 Salaries 7,098 5,791 Social security costs 531 377 Share-based compensation (subscription rights), notional salary cost 3,434 4,754 Share-based compensation (subscription rights), accrued employer\u00b4s tax* (175) 179 Pension contribution 250 208 Other personnel related expenses, including recruiting costs 1,048 931 Total 12,186 12,240 Average number of employees for the year (full-time equivalent) 38 31 At the end of the year the group had 37 full-time employees, up from 35 at the end of 2021. The company has defined contribution pension plans. Contributions are expensed and paid when earned. *Relates to remeasurement of social security costs. See Note 2.17. Compensation to senior management Amounts in USD 1,000 Salary Pension contribution Bonus Share-based remuneration 2022 Kevin Barber, CEO 420 12 \u2014 1,190 Tarun Anand, Acting CFO (from August 2022) 105 4 \u2014 2 David Williamson, Former CFO (until August 2022) 179 8 \u2014 162 Arvind Kamath, EVP Technology Development 309 12 \u2014 442 2021 Kevin Barber, CEO 384 12 159 1,812 David Williamson, Acting CFO 229 11 31 237 Arvind Kamath, EVP Technology Development 279 12 53 829 The salary amount is the salary declared for tax purposes. Bonus represents the amount earned and accrued as of year-end. Bonuses earned in 2021 were paid during 2022. No bonus payments were earned in 2022. The value of share based remuneration is the expensed amount excluding employer\u2019s tax in the period for incentive subscription rights. The subscription rights cease when the employee resigns. There were no subscription rights exercised by senior management in 2022 or 2021. The Company has not made any advance payments or issued loans to, or guarantees in favour of, any members of management. Remuneration to the Board of Directors The company has no other obligation to remunerate the board than the board remuneration as resolved at the AGM. The AGM on 25 May 2022 resolved remuneration to each board member in the amount of USD 80 thousand (or an amount in NOK equivalent thereof) for the period from the AGM in 2022 to the AGM in 2023, with an additional remuneration to Morten Opstad, for the same period, of NOK 230 thousand as a fixed annual fee for services as Chair which are beyond the ordinary Board member functions. The company has not issued any advance payments or loans to, or guarantees in favor of, any board member. The board of directors resolved on 19 January 2021 to grant 780,510 (as adjusted for the 9:1 share consolidation in March 2022) subscription rights to the members of the board of directors of the Company. The exercise price to be paid per share is NOK 1.35 per share for Morten Opstad and Preeti Mardia, while the exercise price per share for Jon Castor and Kelly Doss is NOK 5.6025. On 12 May 2021, a further 1,509,296 subscription rights (as adjusted for the 9:1 share consolidation in March 2022) were granted to members of the board of directors, with an exercise price per share of NOK 1.35 per share for Morten Opstad and Preeti Mardia, and NOK 6.9813 per share for Jon Castor and Kelly Doss. On 28 October 2021, a total of 95,192 of the foregoing grants (as adjusted for the 9:1 share consolidation in March 2022) were cancelled. The subscription rights granted to Board members in 2021 vest by 50% as of the 2021 annual general meeting and 50% year as of the 2022 annual general meeting and expire on 19 August 2025. The AGM resolved on 25 May 2022 to issue a total of 2,000,000 incentive subscription rights to new members of the board of directors in the Ensurge group. The exercise price of the subscription rights is NOK 2.50 per share. The subscription rights vest over two years, in equal quarterly terms, starting three months after the date of grant (12.5% per quarter) and expire on 25 May 2027. See Note 26 for outstanding board member subscription rights at year end. ", "dimensions": { "concept": "ifrs-full:DisclosureOfInformationAboutEmployeesExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-242": { "value": "19. Other operating expenses Amounts in USD 1,000 2022 2021 Services 1,985 2,130 Premises, supplies 4,614 3,913 Sales and marketing 117 167 Other expenses 1,077 1,080 Total 7,793 7,291 Ensurge Micropower has lease agreements for premises in the following locations: Oslo (Norway): The Corporate headquarter was located at Fridjof Nansens Plass 4, Oslo,. The Company currently pays rent on a month to month basis. The monthly rent is NOK 11 thousand per month. San Jose (California, US): The Company entered into a lease agreement in November 2016 relating to the property building of its Global headquarter at Junction Avenue in San Jose, CA. The lease in San Jose expires in September 2028. The average annual lease amount in the period is USD 2,120 thousand. See Note 8 for further description. Only the lease agreement for the San Jose premises has a duration longer than twelve months. ", "dimensions": { "concept": "ifrs-full:DisclosureOfOtherOperatingExpenseExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-241": { "value": "20. Net financial items Amounts in USD 1,000 2022 2021 Interest income 49 1 Interest expense (3,728) (3,199) Net realized and unrealized currency gain/(loss) (609) 648 Warrant expenses \u2014 (8,817) Change in fair value of derivative liability 1,300 \u2014 Other expenses \u2014 (19) Total (2,988) (11,386) See Note 14 for interest expense and Note 15 for change in fair value of derivative liability. ", "dimensions": { "concept": "ifrs-full:DisclosureOfFinanceIncomeExpenseExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-270": { "value": "20. Net financial items Amounts in USD 1,000 2022 2021 Interest income 49 1 Interest expense (3,728) (3,199) Net realized and unrealized currency gain/(loss) (609) 648 Warrant expenses \u2014 (8,817) Change in fair value of derivative liability 1,300 \u2014 Other expenses \u2014 (19) Total (2,988) (11,386) See Note 14 for interest expense and Note 15 for change in fair value of derivative liability. ", "dimensions": { "concept": "ifrs-full:DisclosureOfFinanceCostExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-266": { "value": "20. Net financial items Amounts in USD 1,000 2022 2021 Interest income 49 1 Interest expense (3,728) (3,199) Net realized and unrealized currency gain/(loss) (609) 648 Warrant expenses \u2014 (8,817) Change in fair value of derivative liability 1,300 \u2014 Other expenses \u2014 (19) Total (2,988) (11,386) See Note 14 for interest expense and Note 15 for change in fair value of derivative liability. ", "dimensions": { "concept": "ifrs-full:DisclosureOfFinanceIncomeExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-240": { "value": "21. Income tax expense The tax on the Group\u2019s profit before tax differs from the theoretical amount that would arise using the weighted average tax rate applicable to profits of the consolidated entities as follows: Amounts in USD 1,000 2022 2021 Profit (loss) before tax (23,369) (30,963) Tax (tax income) calculated at domestic tax rate 22% (22%) (5,141) (6,812) Effect of other tax rate in other countries 530 (495) Share based compensation 201 \u2014 Mark to market adjustment \u2014 1,936 Nondeductible interest 464 \u2014 Other permanent differences (238) 839 Change in deferred tax asset not recognised in the balance sheet 4,184 2,935 Tax charge 0 32 ", "dimensions": { "concept": "ifrs-full:DisclosureOfIncomeTaxExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-244": { "value": "22. Deferred income tax Deferred income tax assets and liabilities are offset when the company has a right to offset current tax assets against current tax liabilities and when the deferred income taxes relate to the same fiscal authority. The offset amounts are as follows: Amounts in USD 1,000 31 December 2021 Charged to profit/loss Equity 31 December 2022 Fixed and intangible assets 8,499 (6,951) \u2014 1,548 Inventory 441 9 \u2014 450 Other accruals 4,831 277 \u2014 5,109 Tax loss carried forward outside Norway 1,061 4,696 \u2014 5,756 Tax loss carried forward Norway 67,533 (1,056) \u2014 66,477 Calculated deferred tax asset 22% (2021: 22%). 82,365 (3,026) \u2014 79,340 Impairment of deferred tax asset (82,365) 3,026 \u2014 (79,340) Deferred tax in the balance sheet \u2014 \u2014 \u2014 \u2014 The Equity column includes effects of currency translation. The company has not recognised the tax asset as there is uncertainty relating to future taxable income for utilization of the tax loss carried forward, and the taxable loss on intangible assets. There is no expiration date on the tax loss carried forward. No tax item has been recorded directly to equity. The unrecognized deferred tax asset is calculated by applying the local tax rates in Norway and the US. These tax rates are 22 and 21 percent respectively (2021: 22 and 21). ", "dimensions": { "concept": "ifrs-full:DisclosureOfDeferredTaxesExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-243": { "value": "23. Profit (loss) per share Amounts in USD 1 January \u2013 31 December 2022 1 January \u2013 31 December 2021 Profit (loss) attributable to equity holders of the Company (USD 1,000) (23,369) (30,995) Average number of shares in issue* 215,182,212 194,055,317 Average diluted number of shares* 215,182,212 194,055,317 Profit (loss) per share, basic* (USD 0.11) (USD 0.16) *As adjusted for the 9:1 share consolidation completed in March 2022. When the period result is a loss, the loss per diluted number of shares shall not be reduced by the higher diluted number of shares, but the diluted result per share equals the result per basic number of shares. The diluted number of shares has been calculated by the treasury stock method. If the adjusted exercise price of subscription rights exceeds the average share price in the period, the subscription rights are not counted as being dilutive. On 14 March 2023 the EGM approved a private placement totaling 500,000,000 shares at a subscription price of NOK 0.10 per share, resulting in gross proceeds of NOK 50 million. On 14 March 2023, the EGM approved a reduction in par value from NOK 0.99 to NOK 0.10 per share. ", "dimensions": { "concept": "ifrs-full:DisclosureOfEarningsPerShareExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-246": { "value": "24. Related party transactions a) Transactions with related parties: Amounts in USD 1,000 2022 2021 Purchases of services from law firm R\u00e6der 390 450 Purchase of services from Acapulco Advisors AS 241 157 Purchase of services from Alden AS 30 35 In 2022, Ensurge Micropower recorded USD 390 thousand (net of VAT) for legal services provided by law firm R\u00e6der, in which Ensurge\u2019s Chairman is a partner. In 2022, Ensurge recorded USD 241 thousand for advisory services from Acapulco Advisors AS, an Ensurge shareholder. In 2022, Ensurge recorded USD 30 thousand for a share lending agreement with Alden AS, an Ensurge shareholder. Robert N. Keith, a shareholder of Ensurge, entered into a consulting service agreement with effect from 1 January 2013. There is no compensation attached after 2019. Mr. Keith assists Ensurge in strategic analysis and in dealing with larger, international, prospective partners. Transaction prices are based on what would be the prices for sale to third parties and are net of VAT. b) Year-end balances arising from sales/purchases of goods/services with related parties Amounts in USD 1,000 2022 2021 Payable to law firm R\u00e6der 188 15 Payable to Acapulco Advisors AS 32 \u2014 Payable to Alden AS 30 \u2014 c) Remuneration to the auditor Amounts in USD 1,000 2022 2021 Audit 174 206 Other assurance services 20 26 Tax services 4 2 Total 198 235 ", "dimensions": { "concept": "ifrs-full:DisclosureOfRelatedPartyExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-267": { "value": "a) Transactions with related parties: Amounts in USD 1,000 2022 2021 Purchases of services from law firm R\u00e6der 390 450 Purchase of services from Acapulco Advisors AS 241 157 Purchase of services from Alden AS 30 35 In 2022, Ensurge Micropower recorded USD 390 thousand (net of VAT) for legal services provided by law firm R\u00e6der, in which Ensurge\u2019s Chairman is a partner. In 2022, Ensurge recorded USD 241 thousand for advisory services from Acapulco Advisors AS, an Ensurge shareholder. In 2022, Ensurge recorded USD 30 thousand for a share lending agreement with Alden AS, an Ensurge shareholder. Robert N. Keith, a shareholder of Ensurge, entered into a consulting service agreement with effect from 1 January 2013. There is no compensation attached after 2019. Mr. Keith assists Ensurge in strategic analysis and in dealing with larger, international, prospective partners. Transaction prices are based on what would be the prices for sale to third parties and are net of VAT. ", "dimensions": { "concept": "ifrs-full:DisclosureOfTransactionsBetweenRelatedPartiesExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-268": { "value": "b) Year-end balances arising from sales/purchases of goods/services with related parties Amounts in USD 1,000 2022 2021 Payable to law firm R\u00e6der 188 15 Payable to Acapulco Advisors AS 32 \u2014 Payable to Alden AS 30 \u2014 ", "dimensions": { "concept": "ensurgemicropowerasa:DisclosureOfYearEndBalancesArisingFromSalesPurchasesOfGoodsServicesWithRelatedParties", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-269": { "value": "c) Remuneration to the auditor Amounts in USD 1,000 2022 2021 Audit 174 206 Other assurance services 20 26 Tax services 4 2 Total 198 235 ", "dimensions": { "concept": "ifrs-full:DisclosureOfAuditorsRemunerationExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-245": { "value": "25. Guarantees As a part of the relocation of Ensurge\u2019s US headquarters in 2017, a USD 1,600 thousand Letter of Credit was issued by Ensurge Micropower ASA to the landlord and is included in the Company\u2019s cash balance in Note 11 as restricted cash. Ensurge Micropower ASA has in addition entered into a Tenancy Guaranty with the landlord. The Guaranty is given to secure payment of the lease rent. The initial Guaranty liability amounted to USD 5,000 thousand and reduces on an annual basis of USD 500 thousand per year commencing with the second lease year until the liability reaches zero dollars. As at 31 December 2022, the Guaranty liability amounted to USD 2,500 thousand. ", "dimensions": { "concept": "ensurgemicropowerasa:DisclosureOfGuarantees", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-247": { "value": "
26. Shares, warrants and subscription rights
At the end of 2022 there were 244,228,498 (as adjusted for the 9:1 share consolidation in March 2022) shares in
the company, versus 194,055,317 (as adjusted for the 9:1 share consolidation in March 2022). At the end of 2021
there were 11,082 registered shareholders (2021: 11,801).
Ensurge is not aware of any shareholding agreements between shareholders.
Top 20 registered shareholders as of 31 December 2022 Shares Percent UBS Switzerland AG 25,192,803 17.3% ALDEN AS 23,687,588 11.7% TIGERSTADEN AS 13,000,000 10.0% Nordnet Bank AB 9,465,487 5.6% BNP Paribas 6,460,093 4.0% R. SUNDVALL INVEST AS 6,307,241 2.6% Favuseal AS 5,636,091 2.4% FORSLAND, RUNAR 5,250,911 2.0% FORTE NORGE 5,250,000 1.5% JACO INVEST AS 5,100,001 1.4% FORTE TR\u00d8NDER 4,200,000 1.3% Citibank, N.A. 3,671,597 1.2% KEITH, ROBERT 3,155,869 1.1% ELLINGSEN, ANDREAS 3,154,756 1.0% Danske Bank A/S 3,007,428 1.0% SCHLYTTER-HENRICHSEN AS 2,857,285 0.9% Bank Julius B\u00e4r & Co. AG 2,445,167 0.9% SUNDVALL HOLDING AS 2,156,625 0.8% BNP Paribas 1,924,222 0.7% J.P. Morgan SE 1,856,580 0.6% Total 20 largest shareholders 133,779,744 67.9% Total other shareholders 110,448,754 32.1% Total shares outstanding 244,228,498 100.0% Shares, warrants and subscription rights held by primary insiders and close relations at 31 December 2022 Shares Incentive subscription rights Morten Opstad, Chairman 788,050 1,242,650 Victoire de Margerie, Board Member 1,000,000 Mark Newman, Interim CEO 1,000,000 Kevin Barber, Former CEO 7,811,014 Tarun Anand, Acting CFO 650,000 David Williamson, Former CFO 1,023,878 Arvind Kamath, EVP Technology Development 2,898,106 Total 788,050 15,625,648 Subscription rights 2022 2021 Weighted average exercise price, NOK Number of subscription rights Weighted average exercise price, NOK Number of subscription rights Total at 1 January 5.31 21,278,803 4.41 9,352,112 Granted 2.42 3,101,502 5.51 13,577,039 Forfeited 7.76 (510,780) 7.55 1,650,348 Exercised 1.61 (737,998) \u2014 Expired 4.73 (1,992,063) \u2014 Total at 31 December 4.91 21,139,464 5.31 21,278,803 Number of exercisable subscription rights at 31 December (included in total) 13,604,767 \u2014 The average strike price is lower than the quote share price on the Stock exchange at 31 December 2022. Subscription rights outstanding at 31 December 2022 Holder Number of subscription rights Weighted average exercise price, NOK Kevin Barber, CEO 7,811,014 5.96 Tarun Anand, Acting CFO 650,000 3.43 David Williamson, Former CFO 1,023,878 5.16 Arvind Kamath, EVP Technology Development 2,898,106 5.26 Employees and contractors 9,406,467 4.46 Total 21,139,464 4.91 There were subscription rights exercised in 2022. Value of subscription rights and assumptions upon grant Grants in 2022 Grants in 2021 Grants in 2020 Grants in 2019 Value of subscription right at grant date, NOK per subscription right 0.10\u20135.68 4.95\u20136.84 2.34\u20136.12 3.06\u201325.92 Share price, NOK per share 2.25\u201311.241 2.25\u201310.44 0.25\u20131.16 109.62\u2013 198.36 Exercise price, NOK per share 2.50\u20136.30 1.35\u20137.65 1.35\u20139.18 147.60\u2013 408.60 Expected annual volatility 0\u2013257% 235\u2013236% 98\u2013157% 62\u2013145% Duration, years 4.1\u20135.0 4.1\u20134.8 4.2\u20135.0 1.0\u20134.2 Expected dividend \u2014 \u2014 \u2014 \u2014 Risk-free interest rate, government bonds 0.90\u20133.35% 0.26\u20130.81% 0.14\u20130.79% 1.00\u20134.18% Value of subscription rights and assumptions on 31 December 2022 Grants in 2022 Grants in 2021 Grants in 2020 Grants in 2019 Value of subscription right at 31 December 2022, NOK per subscription right 0.10\u20135.68 4.95\u20136.84 2.34\u20136.12 0\u201313.50 Share price, NOK per share 1.8956 1.896 1.896 1.896 Exercise price, NOK per share 2.50\u20136.30 1.35\u20137.65 1.35\u20139.18 147.60\u2013 408.60 Expected annual volatility 0\u2013257% 235\u2013236% 82\u2013145% 0\u2013209% Duration, years 3.4\u20134.4 3.1\u20133.8 2.2\u20133.0 1.4\u20131.8 Expected dividend \u2014 \u2014 \u2014 \u2014 Risk-free interest rate, government bonds 0.90\u20133.35% 0.26\u20130.81% 0.14\u20131.31% 0\u20131.38% Number of outstanding subscription rights at 31 December 2022 3,057,057 10,851,157 6,885,389 345,861 The historical figures shown in the preceding tables have been adjusted for the 9:1 share consolidation completed in March 2022. There were subscription rights exercised in 2022. There were no subscription rights exercised in 2021. The board of directors resolved on 27 January 2022 to issue in total 116,673 (as adjusted for the 9:1 share consolidation in March 2022) ordinary shares at a subscription price of NOK 2.97 per share to a former employee who has exercised incentive subscription rights granted under the 2020 incentive subscription rights plan. The board of directors resolved on 13 June 2022 to issue in total 621,325 shares with an exercise price of NOK 1.35 per share to a former board member who has exercised incentive subscription rights granted in accordance with the 19 August 2020 resolution by the EGM. On 14 March 2023 the EGM approved a private placement totaling 500,000,000 shares at a subscription price of NOK 0.10 per share, resulting in gross proceeds of NOK 50 million. On 14 March 2023, the EGM approved a reduction in par value from NOK 0.99 to NOK 0.10 per share. On 14 March 2023, the EGM approved a proposal that the Group\u2019s employees shall be given a choice on whether to receive subscription rights instead of a set percentage of the employees\u2019 base pay, maximized to 20% of the salary, over the next six months; provided, however, that such conversion is obligatory for executive officers in respect of minimum 20% (and maximum 50% if chosen by the executive) of their cash salary over such period. The EGM approved a proposal that subscription rights may be granted under the 2022 Plan, to employees in the Group who wish or have committed to participate in this arrangement. The subscription rights would be issued on essentially the same terms as other subscription rights issued under the 2022 Plan but would vest 100% after a period of six months following the date of grant, and the subscription amount to be paid upon vesting, would be made by the Company from the cash salary payment that otherwise would have been payable had they not participated in the arrangement. On 14 March 2023, the EGM approved a modification to the 2022 Subscription Rights Plan. Under the 2022 Subscription Rights Plan, the Board may issue subscription rights which vest 100% and become exercisable
six months following the date of grant, and whereafter the exercise deadline shall be 90 days following the
date of vesting. The exercise price and payment to be made upon issuance of shares in case of the above,
shall be paid by the Company from the sum initially withheld from the respective employee\u2019s claim for cash
consideration. In case the employee resigns or is terminated from employment prior to the 6-month vesting
date, or if the employee for whatever reason does not timely exercise his or her subscription rights, the
employee would lose entitlement to (i) exercise the subscription rights or (ii) claim any payment of the agreed
deduction amount from their cash salary. For the avoidance of doubt, any issuances of subscription rights
in case of the above, shall be in accordance with this resolution and the 2022 Subscription Rights Plan as a
whole; provided, however, that the Board is given discretion to make amendments to the terms outlined in this
paragraph in such case amendments are determined to be necessary or advisable with respect to applicable
US law or tax legislation.
", "dimensions": { "concept": "ifrs-full:DisclosureOfSharebasedPaymentArrangementsExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-248": { "value": "27. Statement on management remuneration policy Ensurge\u2019s executive management during the year 2022 is specified in Note 19. Several of the executive management team members serve as officers and directors in the subsidiaries without additional remuneration. The general meeting 2022 resolved guiding and binding executive remuneration policies. Ensurge\u2019s executive remuneration policy in 2022 was a continuation of the prior year\u2019s policy, including share based remuneration in the form of a subscription rights incentive program as resolved at the AGM on 25 May 2022. Guiding executive remuneration policy and effect of the policies Ensurge offers a competitive remuneration consisting of a reasonable base salary with a pension contribution. Salary may be supplemented by performance-based cash bonus and incentive subscription rights. Cash bonus plans are limited to fixed percentage of base pay. In addition, the management team, apart from the CEO, may receive additional discretionary bonus payments tied to specific projects. There are no post-employment remuneration beyond notice periods of 3-6 months. The policy described above has been applied consistently throughout 2022. The principles described above apply also in 2023, however individual bonus targets and salary levels will be revisited during the Company\u2019s normal salary process. The executive remuneration policy will be reviewed at the AGM on 24 May 2023. The actual remuneration to executive management team in 2022 is reported in Notes 18 and 26. The fair value of the subscription rights awarded, calculated according to Black-Scholes option pricing model, was NOK 547.7 million as of 31 December 2022. USD 3,804 thousand was expensed in 2022. At 31 December 2022, the estimated amount of share based remuneration cost yet to be expensed throughout the vesting period is NOK 299.2 million. The Company has granted the executive management team the following subscription rights in 2022: Employee name Number of SR Weighted average exercise price Grant date Tarun Anand, Acting CFO 650,000 3.432 1 Aug 2022 Total 650,000 3.432 Salary, pension and any bonuses that triggers employer\u2019s tax which will be expensed simultaneously with the remuneration. See separate Remuneration Report 2022. Exercise price after the 9:1 share consolidation completed in 2022. ", "dimensions": { "concept": "ifrs-full:DisclosureOfInformationAboutKeyManagementPersonnelExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-249": { "value": "28. Events after the balance sheet date On 6 February 2023 the Company announced that Mark Newman will assume the role as Interim Chief Executive Officer of Ensurge and its US subsidiary. He replaced Kevin Barber, who was the CEO since November 2018. Mark is presently a member of the Board of Directors of the Company. Due to applicable legal requirements, he will temporarily resign from the Board while serving as Interim CEO. At the EGM on 14 March 2023 the EGM approved the election of Tomas Perrson as a board member until such time that Mark Newman resumes his role as a board member when a permanent CEO is in place. On 14 March 2023 the EGM approved a private placement totaling 500,000,000 shares at a subscription price of NOK 0.10 per share, resulting in gross proceeds of NOK 50 million. On 14 March 2023, the EGM approved a reduction in par value from NOK 0.99 to NOK 0.10 per share. On 14 March 2023, the EGM approved a proposal that the Group\u2019s employees shall be given a choice on whether to receive subscription rights instead of a set percentage of the employees\u2019 base pay, maximized to 20% of the salary, over the next six months; provided, however, that such conversion is obligatory for executive officers in respect of minimum 20% (and maximum 50% if chosen by the executive) of their cash salary over such period. The EGM approved a proposal that subscription rights may be granted under the 2022 Plan, to employees in the Group who wish or have committed to participate in this arrangement. The subscription rights would be issued on essentially the same terms as other subscription rights issued under the 2022 Plan but would vest 100% after a period of six months following the date of grant, and the subscription amount to be paid upon vesting, would be made by the Company from the cash salary payment that otherwise would have been payable had they not participated in the arrangement. On 14 March 2023, the EGM approved a modification to the 2022 Subscription Rights Plan. Under the 2022 Subscription Rights Plan, the Board may issue subscription rights which vest 100% and become exercisable six months following the date of grant, and whereafter the exercise deadline shall be 90 days following the date of vesting. The exercise price and payment to be made upon issuance of shares in case of the above, shall be paid by the Company from the sum initially withheld from the respective employee\u2019s claim for cash consideration. In case the employee resigns or is terminated from employment prior to the 6-month vesting date, or if the employee for whatever reason does not timely exercise his or her subscription rights, t employee would lose entitlement to (i) exercise the subscription rights or (ii) claim any payment of the agreed deduction amount from their cash salary. For the avoidance of doubt, any issuances of subscription rights in case of the above, shall be in accordance with this resolution and the 2022 Subscription Rights Plan as a whole; provided, however, that the Board is given discretion to make amendments to the terms outlined in this paragraph in such case amendments are determined to be necessary or advisable with respect to applicable US law or tax legislation. ", "dimensions": { "concept": "ifrs-full:DisclosureOfEventsAfterReportingPeriodExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-250": { "value": "
29. Subsidiaries
Details of the Group\u2019s subsidiaries at the end of the reporting period are as follows.
Name of subsidiary Principal activity
Place of
incorporation
and
operation
Proportion of
ownership interest
and voting power
held by the group
31 December 2022
Ensurge Micropower Inc.
Research & Development,
Manufacturing and
Marketing services
USA 100%
Thin Film Electronics KK Dormant Japan 100%
TFE Holding
Owning shares in Ensurge
Micropower Inc.
USA 100%
", "dimensions": { "concept": "ifrs-full:DisclosureOfSignificantInvestmentsInSubsidiariesExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-252": { "value": "30. Contractual commitment Ensurge has no significant contractual commitment related to equipment for the new roll-based production line at the San Jose site. ", "dimensions": { "concept": "ifrs-full:DisclosureOfCommitmentsExplanatory", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } }, "fact-251": { "value": "31. Litigation The Company and its subsidiaries were not involved in any litigation or legal action as of 31 December 2022 and are not involved in any litigation or legal action as of the date of this report.", "dimensions": { "concept": "ensurgemicropowerasa:DisclosureOfLitigation", "language": "en", "entity": "scheme:5493007QXMCG0WPKFC96", "period": "2022-01-01T00:00:00/2023-01-01T00:00:00" } } } }