Annual report 2021
SmartCraft ASA
ANNUAL REPORT 2021
2
Contents
Letter from the CEO ..............................................................................................................................................................................3
Key Figures ..............................................................................................................................................................................................5
Statement of the Board of Directors ...............................................................................................................................................6
Sustainability at SmartCraft ..............................................................................................................................................................11
Board of Directors report on Corporate Governance ..............................................................................................................16
Statement Of Compliance ..............................................................................................................................................................22
Consolidated Financial Statements ................................................................................................................................................23
Notes .....................................................................................................................................................................................................29
Alternative Performance Measures (APMs) .................................................................................................................................67
Financial statements - SmartCraft ASA .........................................................................................................................................69
Audit report ..........................................................................................................................................................................................82
ANNUAL REPORT 2021
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Letter from the CEO
SmartCraft simplies business for construction
companies and craftsmen. We free up time for
construction companies, so they can generate
additional revenue or simply spend more
precious quality time with their families.
SmartCraft oers best of breed software. We
have a proud history going back to 1989 and
we have deep competence in the niches we
focus on. Our employees accumulate more
than 1000 years of experience in developing
solutions to solve the specic needs of
electricians, painters and plumbers. Our
solutions are available on most devices to suit
our customer needs. We support mobile phones or iPads for workers out in the
eld and have a rich web client for people that work at the oce.
We still see that many small and medium sized construction-
and craftsmen companies have a huge potential for
digitalization. In fact, this industry is among the least
digitalized. It is our rm belief that construction companies
prioritizing to digitalize and modernize their business
processes will be the future winners in the construction
industry. At the same time, it is a fact that our take rate of
customer’s wallet is very low.
We expect that the potential market size is around NOK 10.5
billion in the Nordics alone. This implies an expected 15%
annual growth in the period 2020-2025 and we are deeply
committed to remain a leading player and a driving force in
the industry going forward.
2021 was SmartCraft’s rst year as a listed company, with
a clear strategy to continue our organic and M&A driven
growth, high protability and strong margins.
During the year we acquired HomeRun and Kvalitetskontroll,
broadening our geographical footprint and strengthening
our product portfolio. Financially, our revenue growth was
strong, whereas our adjusted EBITDA margin in 2021 was
40%, which is in line with our medium-term guiding.
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Our main performance indicator, Annual Recurring Revenue
(ARR) has increased organically by 17% in 2021 and we see
an ARR of NOK 267 million at the end of the year. The strong
growth combined with a low churn level at stable 6% and the
fact that 95% of our revenue is recurring puts us in a very
good position.
Looking ahead, we continue to follow our strategy of
protable organic growth and M&A driven consolidation. We
have a strong nancial foundation following the successful
listing on Oslo Børs in 2021, providing a solid balance sheet
and a broad, international investor base. Hence, our growth
strategy is fully funded, and our operating cash ow is
strong. Our primary focus going forward is organic growth
in the Nordics through upsell to existing customers, by
winning new customers and by cross selling on our customer
bases. Secondly, we are pursuing M&A opportunities both
in existing and new geographies and are in dialogue with
several companies. At the same time, we are patient. Capital
discipline has high priority, and we will only pursue the
right acquisition target at the right price. Our medium-term
targets of annual organic revenue growth of 15-20% and
growing EBITDA margins due to scalability of the business
stay rm.
With a well-aligned organization following a range of
acquisitions, we are now in an excellent position to continue
to deliver on our strategy. We are looking forward to
continuing to lead the way in digitalization of construction.
Gustav Line
Chief Executive Ocer
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Key gures
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Statement of the Board of Directors
Activities
The SmartCraft Group provides software solutions for the
construction industry in Norway, Sweden and Finland.
The parent company is SmartCraft ASA with head oce in
Ålesund, Norway. SmartCraft ASA owns 100% of the shares
in the subsidiaries. In addition to the parent company the
Group has 3 companies in Norway, 3 companies in Sweden
and 2 companies in Finland.
In 2021 SmartCraft AS became SmartCraft ASA as it changed
from a private limited company to a public limited company.
The company was listed on the Oslo Stock Exchange “Oslo
Børs” in June.
The Group has an active M&A strategy and has acquired
complementary companies and solutions the last years.
In 2021 the Group acquired the solutions HomeRun and
Kvalitetskontroll.
Strategy And Objectives
The overall mission for the Group is to simplify business
for craftsmen. To accomplish this SmartCraft has gathered
several of the leading providers of digital solutions to
the construction business ranging from quality and risk
management software, procurement management and
project management tools. This way we can provide
specialized best-of-breed solutions that exactly ts our
customers’ needs.
The Group has a strategy to ensure sustained capital
eciency and protable growth for the Group by
continue to capitalize on the market leading position and
underpenetrated Nordic market. A strong industry focus,
leading SaaS solution and an ecient sales organization
ensure great sales execution with low customer touch.
We strongly believe in a robust business model and are
pleased to see that recurring revenue in 2021 has increased
to 95% of the total revenue compared to 93% in 2020. This
combined with a consistent and low churn at 6%, net cash
positive and the fact that we are self-funded puts us in a
great position to create further shareholder value.
The Group has many opportunities to upsell on our
11 000 customer base and 115 000 users and will continue
to explore these in the short and medium term.
We are looking to integrate and synergize our solutions
where it makes sense. However, we are pragmatic and
do not want to jeopardize the uniqueness, ow and
functionalities in our solutions at any cost, but will capitalize
on areas where it benets our customers.
The Group has successfully acquired and consolidated
Homerunbynet Oy, SmartCraft Norway AS and
Kvalitetskontroll AS during 2021. We will continue to execute
on our M&A strategy; There are no changes in the activities
related to M&A going forward and the Group still has an
active strategy and focus on growth through acquisitions in
addition to the organic growth.
Group Financial Statements
The consolidated nancial statement for 2021 for the
SmartCraft Group is prepared in accordance with the
International Financial Reporting Standards (IFRS) as
endorsed by the European Union (EU) and Norwegian
authorities and eective as of December 31
st
2021. These
nancial statements also provide disclosures as specied
under the Norwegian Accounting Act (Regnskapsloven). In
the Board’s opinion, the nancial statements provide an
accurate view of the company’s nancial position at the end
of the scal year.
The SmartCraft Group provides software solutions for
the construction industry. As one of the least digitalized
industries, the Group’s solutions simplies and streamlines
daily operations for its customers. In 2021 the Group had a
revenue of TNOK 270 762 (TNOK 195 941 in 2020), a total
growth of 38% and an organic growth of 15%. As the organic
growth was oset by a strategic decrease in non-recurring
revenue, the Group is expecting higher organic growth
going forward with the strong customer base, high recurring
revenue and low churn.
ANNUAL REPORT 2021
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During 2021 SmartCraft ASA prepared an IPO and completed
the process to be listed on the Oslo Stock Exchange which
aected EBITDA in a total of TNOK 21 737. EBITDA, adjusted
for cost related to the IPO/restructuring and acquisitions
costs, is TNOK 108 671 in 2021 (TNOK 80 934 in 2020). The
total EBITDA is TNOK 80 312 in 2021 (TNOK 76 663 in 2020).
Total depreciation and amortization of tangible and
intangible assets in 2021 is TNOK 22 726 (TNOK 17 053 in
2020) and operating prot is TNOK 57 586 (TNOK 59 610 in
2020).
Prot before tax is TNOK 48 867 in 2021 (TNOK 52 438 in
2020). The decrease in prot before tax is mainly due to the
non-recurring costs related to the listing process. There is
also some negative eects from the development in foreign
exchange currency as the Group is exposed to uctuations in
NOK compared to SEK and EUR.
Net cash provided from operational activities was
TNOK 106 525 in 2021 (TNOK 98 466 in 2020), a growth of
8.2%. The increase in net cash provided from operational
activities is primarily due to growth, with increased prot and
increased deferred revenue as well as an increase in other
current liabilities.
Net cash outows from investing activities were
TNOK 99 465 in 2021 (TNOK 85 066 in 2020). This is primarily
connected to the acquisition of Homerunbynet Oy and
Kvalitetskontroll AS together with capitalized development
cost on the Group of a total of TNOK 21 737 (TNOK 11 579 in
2020).
Net cash inows from nancing activities are highly aected
by the capital increases when the company was listed on
the Oslo Stock Exchange together with the redeeming of
preference shares and repayments of loan facilities. In total
the net cash provided by nancing activities were
TNOK 73 896 in 2021 (TNOK 33 225 in 2020).
In the Board’s opinion the Group’s liquidity is solid and the
Group has sucient funds to settle all obligations when
due. As of December 31
st
2021 the Group had cash and
cash equivalents of TNOK 156 277 (TNOK 79 902 as of
December 31
st
2020). The Group had a loan facility in 2020
that was repaid during 2021 but has an unused credit facility
in connection with the cash pool established between the
Norwegian companies of TNOK 13 000. As of December 31
st
2021 the Group is net cash positive and enables the Group
to continue investing in growth and development in existing
solutions and potential new solutions.
Shareholders’ equity was TNOK 701 685 as of December
31
st
2021 with an equity ratio of 79% (TNOK 323 914 as
of December 31
st
2020). This gives an increase in the
equity ratio of 32%-points compared to December 31
st
2020. The increase is due to capital increases performed
in 2021 as well as the prot for 2021. The decrease in
other components of equity is due to currency exchange
dierences when consolidating subsidiaries with functional
currency other than NOK.
Smartcraft ASA Financial Statement
The nancial statement for 2021 for SmartCraft ASA is
prepared in accordance with the Norwegian Generally
Accepted Accounting Principles. In the Board’s opinion,
the nancial statements provide an accurate view of the
company’s nancial position at the end of the scal year.
SmartCraft ASA is the parent company of the SmartCraft
Group. Revenues in the company is solely management fees
from the subsidiaries.
SmartCraft ASA had a total revenue of TNOK 8 292 in 2021
(TNOK 3 662 in 2020), and prot of TNOK 32 206
(TNOK 9 907 in 2020). As of December 31
st
2021 the
company has a total equity of TNOK 654 155 with an equity
ratio of 98.9%.
In the Board’s opinion the company’s liquidity is satisfactory
and the company has sucient funds to settle all obligations
when due.
Risk Management And Internal Control
The Group is subject to various types of risks relating to
operations and nance. The Group’s risk management
system shall ensure a systematic and uniform approach to
identify, evaluate and mitigate risks, and describe processes
and internal control actions.
Operational risks
The Group’s operations involve development and
maintenance of software solutions sold to a third-party.
Trends within the software industry can aect the overall
level of demand for IT services and accordingly have an eect
ANNUAL REPORT 2021
8
on the Group’s sales. Further the ability to attract and retain
sucient competent personnel to secure the Group’s ability
to further develop existing and new solutions are crucial to
the Group’s operations. The Group has during 2021 hired a
Group Chief Technical Ocer that will oversee the technical
resources within the Group and assess any measures if
needed.
A signicant part of the Group’s growth is through
acquisitions. The inability to secure an acquisition in line with
the Group’s product portfolio, technology and culture could
result in negative eects in operational focus and nancial
performance. A thorough and tested M&A and onboarding
process has historically limited any negative eects of
acquisitions.
Volatile, negative or uncertain economic or political
conditions may have a negative eect on the Group’s
operations and nancial performance. Such events may
result in loss of revenue as customer stop buying the
solution, or increased costs if the Group needs to change
to a more expensive business operation to keep the
services running. The recent years’ pandemic and war has
had relatively limited eects on the Group, although in the
uncertainty of the situation we consider the risk as moderate.
Financial risks
As the Group operates internationally it is exposed to other
currencies than NOK (functional currency). However, there
is a natural hedge on the currency exchange risk as all
operating entities have material costs and revenue in their
functional currency, and the Group has both assets and
liabilities in foreign currency. The currency risk is considered
low/moderate.
The active M&A strategy is a signicant contributor to the
Group’s growth. As the Group’s protability and nancial
position may uctuate, as well as the tech sector specically
and general nancial market changes, there is a risk of the
Group not being able to obtain funding on favorable terms.
In this event, the use of a larger portion of the Group’s
cash will reduce the Group’s funds available for operations
or future business opportunities. The risk is considered
moderate.
Credit risk is considered low as the Group invoice its
services upfront and can swiftly block access to non-paying
customers. The Group’s customers are however operating
in the same industry, exposing the Group to general market/
industry risk. On historical basis the market risk is considered
low.
The Group has ample cash to support operations and cover
its current liabilities.
Working Environment, Equal
Opportunities And Discrimination
The SmartCraft Group has 185 employees as of December
31
st
2021. There has been no reported work-related injuries
or accidents in 2021. Absence due to sickness was 7.1%.
The Group’s human resource policy is based on equal rights
for all, and there is no dierence in treatment on any basis
in terms of salary or recruitment. As of December 31
st
2021
there are 8 men and 1 woman in General Manager positions
including the Group executive suite.
SmartCraft ASA has 4 employees as of December 31
st
2021. There has been no reported work-related injuries or
accidents in 2021. There was no absence due to sickness.
The company’s human resource policy is based on equal
rights for all, and there is no dierence in treatment on any
basis in terms of salary or recruitment.
The Board of Directors is comprised of 4 men and 3 women.
External Environment
The Group does not pollute the external environment
beyond what ensues from normal oce operations. The
Board of Directors and employees are traveling as a part
of daily operations. The Group encourages the use of
environmentally friendly transport, and if possible video
conferences, to reduce the eects on the environment. See
the Sustainability at SmartCraft in page 14.
Insurance For Board Members And
Executive Ocers
The Company has directors’ and ocers’ liability insurance.
The insurance covers the Board of Directors as well as the
executive ocers of the company from legal personal liability
for nancial damage caused by the performance of their
duties.
ANNUAL REPORT 2021
9
Corporate Governance
Good corporate governance is essential to ensure that the
Group protects the long-term interest of the stakeholders.
The Group’s corporate governance principles is compliant
with the Norwegian Accounting Act and the Norwegian Code
of Practice for Corporate Governance. The Group’s corporate
governance practices are subject to annual reviews and
discussion by the Board of Directors. The Group’s corporate
governance policy is available at smartcraftready.com/investor-
relations/corporate-governance. The code is based on “comply
or explain” principle and any deviations, if any, is explained
under the relevant topic in the report on Corporate
Governance for 2021 which is included in this Annual Report.
Going Concern Assumption
In accordance with the Norwegian accounting act, the
Board conrms that the accounts have been prepared in
conformity with the going concern assumption and this
assumption is valid.
Subsequent Events
The start of the war in Ukraine in February 2022 caused
a high level of uncertainty in the market. The war has had
an impact in the global economy that could also aect the
SmartCraft Group’s operating costs going forward in 2022
due to increased ination. However, we expect to oset
potential cost increases to SmartCraft by increasing the price
of our solutions, and therefore we do not see any signicant
impacts on the Group.
There have been no signicant subsequent events that could
aect the Group’s nancial statements as of December 31
st
2021.
Gothenburg April 25
th
2022
Board of Directors, SmartCraft ASA
Gunnar Haglund
Chairman
Carl Ivarsson
Board member
Christina Skogster Stange
Board member
Bernt Ulstein
Board member
Allan Engström
Board member
Marianne Bergmann Røren
Board member
Maria Danell
Board member
Gustav Line
Chief Executive Ocer
ANNUAL REPORT 2021
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11
Sustainability at SmartCraft
Protable and sustainable growth is part
of SmartCraft’s DNA. Our customers
and stakeholders, both existing and
future, expect us to operate to a
high ethical standard. An ethical
business culture is therefore
a crucial cornerstone of a
sustainable business – how we
deliver is as important as
what we deliver.
ANNUAL REPORT 2021
12
Our business and value chain
In 2021, SmartCraft employed 185 people across
12 locations in Norway, Sweden and Finland and is
headquartered in Ålesund, Norway. SmartCraft’s legal form is
a Norwegian ASA - public limited company listed on the Oslo
Stock Exchange in 2021.
SmartCraft delivers mission critical software to the
construction industry in Norway, Sweden and Finland. Going
forward the Group is targeting northwestern Europe.
Our governing documents
The company code of conduct (the “Code”) sets the standard
for what is expected in terms of business and personal
conduct from each of the Group’s employees.
The Code sets out our expectations, commitments and
requirements for ethical conduct. The Code reects our
vision, mission and core values:
Our vision: Our mission: Our core values:
To become the leading
provider of specialized
digital solutions for
construction companies in
Northwestern Europe.
Simplify business for
construction companies.
• Inspiring – we lead, are innovative and ambitious
• Team player – we think of our customers
and partners as our extended family, we work
together to achieve the best results
• Trustworthy – We deliver as planned, we have
integrity and are fair in business
The Code applies to everyone working for or representing
SmartCraft in any form, irrespective of the nature of the
contract the relation is based on. This includes, but is not
limited to, directors, employees, as well as hired contractors.
The Code has been approved by the board of directors
of SmartCraft. The Code covers key topics such as human
rights, worker’s rights, anti-corruption, environment and
climate.
ANNUAL REPORT 2021
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Business ethics
To secure good corporate governance, the Company
has adopted a set of governance documents setting out
principles for how its business should be conducted. The
content of these documents apply to the entire Group and
are available through our website.
SmartCraft respects and promotes internationally recognized
human rights. We will conduct our business consistently
with the United Nations Guiding Principles on Business and
Human Rights, The European Convention on Human Rights
and the United Nations Convention on the Rights of the
Child.
SmartCraft has a zero tolerance policy against corruption in
any form, including bribery, facilitation payments and trading
in inuence. Corruption undermines legitimate business
activities and distorts free competition. Furthermore, it may
lead to loss of reputation and may expose SmartCraft and
responsible individuals to a range of risks. We will comply
with all anti-corruption laws and regulations and take active
steps to ensure that corruption does not occur in relation to
SmartCraft’s business activities.
SmartCraft requires employees to report immediately if they
suspect a possible violation of the Code or other unethical
misconduct. We have a non-retaliation policy, meaning that
SmartCraft will not impose any sanctions on a person who
in good faith and in a responsible manner informs about
possible compliance violations.
In 2021, the company did not receive any reports about
suspected incidents of corruption. The company has not
been involved in any legal proceedings regarding business
ethics.
Worker’s rights and working
environment
SmartCraft aims to be a great place to work. SmartCraft
shall foster a corporate culture characterized by respect
and concern for other people and their property. We shall
behave in a way that inspires trust both when collaborating
with colleagues and interacting with suppliers, customers,
other business partners or authorities.
Each of the SmartCraft subsidiaries has their individual HR
and HSE management system and supporting tools to follow
up the Group wide policies.
SmartCraft workforce
2021 Men Women Total
Total workforce 139 46 185
Total workforce full-time
employees
135 43 178
Total workforce part-time
employees
4 3 7
Number of non-
permanent employees
0 0 0
SmartCraft prohibits unlawful discrimination against
employees, board members, customers and suppliers on
account of ethnic or national origin, age, sex, religion or
sexual orientation. The company aims to be an inclusive
workplace.
In 2021, 20.4% of the total workforce operated under
collective bargaining agreements.
In 2021 the Group established new core values, by
undertaking an inclusive process involving employees from
all Group companies to ensure that the company values
reect the company identity. Each subsidiary of the Group
undertakes annual employee surveys to monitor the working
environment and employee engagement. For the most
recent survey, undertaken in March 2021, all subsidiaries
maintained an employee engagement score of 80% or higher
which the Group considers to be good.
In 2021 there were no serious work-related accidents
recorded. Absence due to illness were at 7.1%. This is partly
due to the Covid-19 pandemic and is expected to decrease
as we emerge from the global pandemic. The employee
turnover rate for the Group in 2021 was at 12.7%.
The knowledge and competence of our skilled employees
are key to our competitive advantage. In 2021 the average
number of external training hours per employee per year
covered by the company was 2.35 hours. This in addition to
internal training provided by the company to all employees
as part of onboarding and day to day competence
development.
Remuneration of the Board of Directors is decided by the
General Meeting, for the CEO the Remuneration committee
ANNUAL REPORT 2021
14
suggests remuneration for approval by the Board of
Directors. Remuneration for other executive employees is
approved by the Remuneration committee. For full Executive
Remuneration report, please visit page smartcraftready.com/
investor-relations/.
Environment and climate
As the world is facing great environmental challenges, we
take our impact on the environment seriously, and see it
as our responsibility to help change the ongoing negative
course.
We work to limit greenhouse gas emissions, consumption of
energy and natural resources and waste from our activities.
SmartCraft will comply with all applicable environmental laws
and regulations.
As a software company, SmartCraft’s main sources of
environmental and climate emissions are emissions from
employee business travel and indirect emissions from our
leased oces such as electricity and waste handling. In
addition, the Group aects the environment through indirect
emissions from purchased goods and services.
For 2021, SmartCraft has started gathering information from
subsidiaries on activities impacting the external environment.
The data gathering process is a work in progress, and going
forward the Group will work to improve its systems and
processes to measure and manage environmental impacts
from our business.
Scope 1: The Group and its subsidiaries had no direct
emissions from onsite combustion or owned company
vehicles.
Scope 2: In 2021, the Group had no Scope 2 climate
emissions to report, due to all companies leasing their oces
and thus not paying for electricity.
Scope 3: In 2021, the Group reports Scope 3 emissions from
employee business travel by car and employee business air
travel.
Scope 3 2021 Unit
Employee business travel by
car emissions
34 491.1 Kg CO
2
Business air travel emissions 7 144.6 Kg CO
2
Emissions from business travel by air has been calculated using the The
ICAO Carbon Emissions Calculator.
Emissions from business travel by car has been calculated using emission
factors from DEFRA UK as of 2019.
ANNUAL REPORT 2021
15
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16
Board of Directors report on Corporate
Governance
Reporting On Corporate Governance
The Group’s corporate governance policy is compliant
with the Norwegian Accounting Act and the Norwegian
Code of Practice for Corporate Governance (NUES). The
Group’s corporate governance practices are subject to
annual reviews and discussion by the Board of Directors.
The Group’s corporate governance policy is available at
smartcraftready.com/investor-relations/corporate-governance.
The code is based on “comply or explain” principle and any
deviations, if any, is explained under the relevant topic in the
report.
The Group believes that good corporate governance involves
transparent and trustful cooperation between all parties
involved with the Group and its business. This includes the
Company’s shareholders, Board of Directors and executive
management team, employees, customers, suppliers, and
other business partners, as well as public authorities and
society at large.
The Board of Directors and executive management shall
contribute to achieve the following core objectives when
honoring the Company’s corporate governance policy:
• Transparency. Communication with the Company’s
shareholders, stakeholders and other interest groups
shall be based on transparency and openness on issues
relevant for the evaluation of the development and
position of the Company.
• Independence. The relationship between the Board of
Directors, Executive Management and shareholders shall
be based on independence principles. Independence
shall ensure that all decisions are made on an unbiased
and neutral basis.
• Equal treatment. A fundamental objective for good
corporate governance is equal treatment and equal
rights for all of the Company’s shareholders.
• Control and management. Sound control and
corporate governance mechanisms shall contribute
to predictability and reduce the level of risk for the
Company’s shareholders, stakeholders, and other
interest groups.
Business Objective
The Company’s business objective, as set out in the
Company’s articles of association, reads as follows: “The
Company’s business is industry, trade and investments in
shares and other assets in other companies and enterprises
as well as all other activities related to this.” The Board of
Directors has dened objectives, strategies, and risk proles
for the Company’s business activities as an eort to create
value for its shareholders in a sustainable manner. These
objectives, strategies and risk proles are evaluated annually.
Equity And Dividends
The Board of Directors is responsible for ensuring that the
Group is adequately capitalized relative to the risk and scope
of operations and that the capital requirements set forth
in laws and regulations are met. The Group’s consolidated
equity were TNOK 701 685 on December 31
st
2021,
representing an equity ratio of 79%. The Board monitors the
capital situation and takes actions necessary to ensure that
the equity or liquidity is adequate.
The Company shall, at all times, have a clear and predictable
dividend policy. The company believes that it will serve its
shareholders best by investing for the long term and growing
and developing the business. The company’s dividend policy
is that the company does not expect to pay any dividend in
the short to medium term as the company intends to use its
prot for both organic and inorganic growth initiatives as well
as product and technology innovation. The company will in
the future continuously evaluate its capital allocation and will
prioritize organic growth investments and acquisitions over
dividends if the company expects that this will generate an
attractive return on capital.
ANNUAL REPORT 2021
17
At an extraordinary general meeting on May 25
th
2021, the
Board was granted the following authorities:
• Authorization to increase the Company’s share capital
by up to NOK 555 129 in connection with the IPO. The
shares issued pursuant to the authorization shall be
A-shares (ordinary shares). The authorization covers
only cash considerations and does not include mergers.
Under this authorization, the company has issued new
shares on the following:
• June 22
nd
2021, issued 28 089 888 new shares at
NOK 0.01 per share as part of the listing on the
Oslo Stock Exchange
• July 5
th
2021, issued 3 807 321 new shares at NOK
0.01 per share as part of the listing on the Oslo
Stock Exchange (Greenshoe option)
• Authorization to increase the share capital in connection
with acquisitions by up to NOK 138 872 provided that
the authorization may not be used for an amount
exceeding 10% of the Company’s share capital following
completion of the share capital increase carried out in
connection with the initial public oering. The shares
issued pursuant to the authorization shall be A-shares
(ordinary shares). The authorization covers contribution
in kind and the right to incur specic obligations on
behalf of the Company and also includes mergers.
Under this authorization, the company has issued new
shares on the following:
• June 22
nd
2021, issued 337 078 new shares at
NOK 0.01 per share as part of the acquisition of
Homerunebynet Oy
• July 9
th
2021, issued 505 618 new shares at
NOK 0.01 per share as part of the acquisition of
Kvalitetskontroll AS
• Authorization to acquire own shares with a total nominal
value up to NOK 138 872. The authorization may not be
used for an amount exceeding 10% of the Company’s
share capital following completion of the share capital
increase carried out in connection with the initial public
oering. As of December 31
st
2021, the authorization
has not been used.
These authorizations are valid until the Company’s Annual
General Meeting in 2022, but not longer than, and including,
June 30
th
2022.
Equal Treatment of Shareholders
All shareholders shall be treated on an equal basis unless
there is a just and factual cause for treating them dierently.
The company only has one class of shares as the preference
shares was redeemed June 21
st
2021. Each share in the
Company carries one vote, and all shares carry equal rights,
including the right to participate in general meetings and the
right to dividends. Where the Board of Directors resolves to
issue new shares and deviate from existing shareholders’
pre-emptive rights pursuant to an authorization granted to
the Board of Directors, the stock exchange announcement
issued in connection with the share issue shall also include a
justication for the deviation.
The Company’s transactions in treasury shares shall be
carried out through Oslo Stock Exchange’ trading platform
at the prevailing trading price or by making a public oer to
all shareholders. All transactions in treasury shares shall be
publicly disclosed in a stock exchange announcement. There
was no transaction in treasury shares in 2021.
Transactions between the Company and its shareholders,
a shareholder’s parent company, members of the Board
of Directors, executive management or closely associated
persons to any such party, that are deemed material under
the Norwegian Public Limited Liability Companies Act, are
subject to approval by the general meeting. Furthermore, the
Board of Directors is required to arrange for an independent
auditor’s valuation of the transaction. There was no such
transaction in 2021.
Freely Transferable Shares
The shares of the Company are listed on the Oslo Stock
Exchange and are freely transferable and there are no
limitations on any party’s ability to own or vote for the shares
in the Company.
Deviation from the Code of Practice:
For primary insiders there is a lock-up agreement valid
until June 24
th
2022. Selling shareholders in the IPO and
shareholders who received shares as part of acquisitions
performed during 2021, entered lock-up agreements ending
December 24
th
2021.
ANNUAL REPORT 2021
18
General Meetings
The General Meeting is the Company’s highest authority,
and open to all shareholders. The Company encourages
shareholders to participate and exercise their rights. The
2021 Annual General Meeting was held on April 21
th
2021 in
Oslo, with 100% of the Company’s shares represented.
The Board, auditor, or shareholders representing at least
5% of the shares can call for Extraordinary General Meetings
when deemed necessary. In 2021, the Board called for EGMs
on May 25
th
2021, to pass several resolutions to enable the
listing of the Company’s shares on the Oslo Stock Exchange.
A total of 100% of the company’s shares were represented.
The notice of the General Meeting and supporting
documents are made available on the Company’s website
no later than 3 weeks prior to the date of the meeting.
Shareholders may request the documents by mail.
Eorts are made to ensure that proposed resolutions
and supporting information are suciently detailed and
comprehensive to allow the shareholders to form a view
on all matters to be considered at the meeting. The notice
includes information about shareholders’ rights. The notice
period, right to attend and agenda proposals are regulated in
the Articles of Association.
The deadline for shareholders to notify the Company if
they wish to participate at the General Meeting shall be set
as close to the date of the general meeting as practically
possible, but at the earliest three days before the General
Meeting.
Shareholders who are unable to attend the general meeting
shall be given the opportunity to be represented by proxy
and to vote by proxy. The Board of Directors shall in this
respect, with regards to the notice of the general meeting:
• provide information on the procedure for attending by
proxy;
• nominate a person who will be available to vote on
behalf of non-attending shareholders as their proxy
(normally being the chair of the Board of Directors); and
• prepare a proxy form, which shall, to the extent possible,
be set up so that it is possible to vote separately on each
individual matter on the agenda and each candidate
nominated for election.
Deviation from the Code of Practice:
The Code recommends separate voting for candidates to
the Board. However, the Board must be in accordance with
applicable legislation regarding gender representation and
qualications for committee assignments. The nomination
committee’s proposal is given with respect to such
legislation. Should a situation arise where the composition
of the Board might conict with applicable legislation, the
situation and consequences of electing a board contrary to
legislation should be discussed at the General Meeting and
shareholders should base their votes on the views discussed.
Nomination Committee
The Nomination Committee is governed by the Articles of
Association section 10. The Extraordinary General Meeting
on May 25
th
2021, elected the following two members for
the Nomination Committee for the period until the Annual
General Meeting in 2022: Mr. Arild Bødal (chair) and Ms.
Ingeborg Avatsmark. The nomination committee does
not include any executive personnel or any member of
the company’s Board of Directors. Both members of the
Nomination committee are independent of the Board of
Directors and Group Management.
The General Meeting stipulates the rules of procedure for
the Nomination Committee and determines the Committees’
remuneration. The Nomination Committee gives its
recommendation to the General Meeting on election of
and compensation to members of the Board of Directors,
in addition to election of members of the Nomination
Committee. Each proposal is justied on an individual basis.
All shareholders are entitled to nominate candidates to the
Board of Directors, and information on how to propose
candidates can be found on the company’s website.
Composition And Independence Of The
Board Of Directors
In accordance the articles of association section 7, the
company’s Board of Directors shall consist of three to nine
members. On December 31
st
2021, the Board of Directors
consisted of seven members (see table below), of which
three were female. The directors can be elected by the
General Meeting for a term no longer than two years and
may be re-elected.
The company’s website provides information to illustrate
ANNUAL REPORT 2021
19
the expertise of the members of the Board of Directors. The
Board of Directors considers its composition to be diverse
and represent required competencies including nancial and
industrial experience. Board members are encouraged to
own shares in the company. An overview of board members’
share ownership in the Company is available in note 24 to
the consolidated nancial statements.
Name Role Independent Served since
Term
expires
Meeting
participation
Gunnar Haglund Chairman (from 21.04.2021) Yes 15.03.2017 AGM 2023 16 of 16
Christina Skogster Stange Board member Yes 21.04.2021 AGM 2023 12 of 16
Bernt Ulstein Board member Yes 15.03.2017 AGM 2023 16 of 16
Maria Danell Board member Yes 21.04.2021 AGM 2023 13 of 16
Carl Ivarsson Board member No 14.02.2017 AGM 2023 16 of 16
Marianne Bergmann Røren Board member Yes 21.04.2021 AGM 2023 14 of 16
Allan Engström Board Member No 14.02.2017 AGM 2023 16 of 16
Mr. Ivarsson and Mr. Engström represents Valedo Partners III AB which holds 39.6% of the shares in SmartCraft ASA. All board members are
independent of Group management and material business contacts.
Work Of The Board Of Directors
The objectives, responsibilities and functions of the Board
of Directors and the CEO shall be in compliance with rules
and standards applicable to the Group, which are described
in the Company’s “Instructions for the board of directors of
SmartCraft ASA”. The Board has the ultimate responsibility
for the management of the Company and the Group and for
supervising Group Management.
The Board of Directors shall annually evaluate its
performance and expertise for the previous year. This
evaluation shall include the composition of the Board of
Directors and the manner in which its members function,
individually and as a group, in relation to the objectives set
out for its work. The report shall be made available to the
nomination committee.
The Board has established two committees, an Audit
Committee, and a Remuneration Committee.
Audit Committee
Pursuant to section 6-41 of the Norwegian Public Limited
Liability Companies Act, Rule Book II and recommendations
set out in the Code, the Company is obliged to establish an
audit committee. The Committee members are appointed by
and among the Board of Directors. At December 31
st
2021, the audit committee members were Mr. Gunnar
Haglund (chair), Mrs. Marianne Bergmann Røren and Mr. Carl
Ivarsson, all considered independent of Group Management.
The Audit Committee held 4 meetings in 2021.
Remuneration Committee
The remuneration committee shall provide the Board of
Directors with a guideline and recommendation for the
salary and other remuneration for executive management,
which shall be made in accordance with section 6-16a of
the Norwegian Public Limited Liability Companies Act. The
members of the remuneration committee are elected by and
among the members of the Board of Directors for a term of
up to two years. At December 31
st
2021, the compensation
committee members were Mr. Gunnar Haglund (chair), Mr.
Allan Engström and Mr. Bernt Ulstein, all independent of
the Group Management. During 2021, the Committee met 2
times.
Risk Management And Internal Control
The Group’s risk management system shall ensure that
the Group has a systematic and uniform approach to risk
management. The system denes responsibilities, processes,
tools and documentation, including considerations related to
integrating stakeholders in relation to the Company’s value
creation.
ANNUAL REPORT 2021
20
Group Management sets the context in which risks are
managed and supervises the risk management process. Risk
assessments are presented to the Audit Committee and the
Board of Directors. The Board performs a review of risks in
connection with the approval of the annual budget.
Group Management regularly updates the Board of
Directors including operational reviews, HSE (Health, Safety
and Environment) measures, nancial status and key
performance indicators. Prior to each Board meeting, the
CEO and CFO prepares a report to the Board of Directors,
which includes this information in addition to any items
requested by Board members and items requiring action
by the Board of Directors. Because the Group operates
internationally, it is required to comply with numerous
national and international laws and regulations. All business
activities and processes must be conducted in accordance
with laws, and regulations.
The quarterly and yearly reporting process and signicant
accounting and reporting issues are discussed with the Audit
Committee in the presence of the external auditor.
Remuneration Of The Board Of
Directors
The member of the Board of Directors receive remuneration
in accordance with their individual roles. The remuneration
is not linked to Company performance and members are
not granted share options. Remuneration for each member
of the Board of Directors is detailed in note 11 to the
consolidated nancial statements.
Members of the Board of Directors and/or companies
with which they are associated should not take on
specic assignments for the Company in addition to their
appointment as a member of the Board of Directors, but
if they do, this shall be disclosed to the full Board. The
remuneration for such additional duties will be approved by
the Board of Directors. There were no such assignments in
2021.
Remuneration Of Executive
Management
The policy for remuneration of executive management
of the Group was last updated April 2022 and will be
presented for the Annual General Meeting in 2022. Board
determines remuneration of the Chief Executive Ocer
while remuneration of Group Management is determined
according to guidelines. The Board’s statement regarding
compensation of leading employees, required by accounting
act §7-31b, is included in note 11 of the consolidated
nancial statements.
Information And Communication
The Company treats its investors equally. Timely information
is published simultaneously to all investors in accordance
with applicable legislation and regulation in order to
provide the best possible basis for evaluation of Company
performance. All information is provided in English.
Interim reports are published on a quarterly basis, in line
with Oslo Stock Exchange’s recommendations. Interim
reports include presentations to provide an overview of
operational and nancial developments, market outlook, and
the Company’s prospects. The presentations are open to
the public and made available through a webcast. The Chief
Executive Ocer and the Chief Financial Ocer are normally
present at the quarterly presentations. Furthermore, the
Company keeps an ongoing dialogue with its investors and
makes presentations to analysts and investors through
various conferences and events.
Takeovers
The Board of Directors have established the main principles
for its actions in the event of a takeover oer. In a takeover
process, the Board of Directors, and the Executive
Management each have independent responsibilities to
ensure that the Company’s shareholders are treated equally
and that there are no unnecessary interruptions to the
Company’s business activities. The Boards of Directors has
a particular responsibility to ensure that the shareholders
are given sucient information and time to assess the oer.
The Company has no written guidelines for procedures to be
followed in the event of a takeover oer. The Board is open
to initiatives that are commercially and nancially attractive
for the shareholders. The Board will assess potential oers in
accordance with applicable legislation and Code of Practice
requirements in due course.
ANNUAL REPORT 2021
21
Statutory Auditor
The Company’s external auditor, PricewaterhouseCoopers
AS, is appointed by the General Meeting and is independent
from the Company.
The auditor shall participate in meeting(s) of the Board of
Directors where any of the following topics is on the agenda:
the annual accounts, accounting principles, assessment of
any important accounting estimates and other matters of
importance where there has been disagreement between
the auditor and the Company’s executive management and/
or the audit committee.
The auditor shall at least once a year present to the Board of
Directors or the audit committee a review of the Company’s
internal control procedures, including identication of
weaknesses and proposals for improvement. The audit
committee shall hold a meeting with the auditor at least
once a year in which no representative of the executive
management can be present. In order to strengthen the
Board of Directors’ work on nancial reporting and internal
control, the auditor shall provide a report to the audit
committee on the main features of the audit in respect to the
previous nancial year, and especially mention any material
weaknesses identied in the internal control relating to the
nancial reporting process.
Remuneration to the auditor is approved by the General
Meeting and the Board of Directors shall specify the
executive management’s right to use the auditor for other
purposes than auditing. For remuneration to the auditor see
note 21 to the consolidate nancial statements.
ANNUAL REPORT 2021
22
Statement Of Compliance
The Board of Directors and the Chief Executive Ocer (CEO)
have today considered and approved the report from the
Board of Directors and CEO, the nancial statements for
the Group and for the parent company SmartCraft ASA (the
Company) for the year ending December 31
st
2021.
The consolidated nancial statements of the Group have
been prepared in accordance with International Financial
Reporting Standards as adopted by the EU and additional
disclosure requirements as stated in the Norwegian
Accounting Act that are applicable at December 31
st
2021.
The nancial statements for the Company have been
prepared in accordance with the Norwegian Accounting Act
and Generally Accepted Accounting Principles in Norway that
are applicable at December 31
st
2021. The report from the
Board of Directors and CEO for the Group and the Company
has been prepared in accordance with the Norwegian
Accounting Act and the Norwegian
Accounting Standard no. 16 applicable at December 31
st
2021.
We conrm that, to the best of our knowledge:
• the nancial statements for the period from 1
st
January
to 31
st
December 2021 for the Group and the Company
have been prepared in accordance with applicable
accounting standards
• the nancial statements give a true and fair view of
the Company’s and the Group’s consolidated assets,
liabilities, nancial position and results of operations
• the Board of Directors’ report provides a true and
fair view of the development and performance of the
business and the position of the Company and the
Group, together with a description of the key risks and
uncertainty factors that the company is facing
Gothenburg April 25
th
2022
Board of Directors, SmartCraft ASA
Gunnar Haglund
Chairman
Carl Ivarsson
Board member
Christina Skogster Stange
Board member
Bernt Ulstein
Board member
Allan Engström
Board member
Marianne Bergmann Røren
Board member
Maria Danell
Board member
Gustav Line
Chief Executive Ocer
ANNUAL REPORT 2021
23
Consolidated Financial Statements
ANNUAL REPORT 2021
24
Consolidated Statement of Comprehensive Income
Amounts in NOK (thousands) Note 2021 2020
Revenue from customers 8 270 762 195 941
Total operating revenue 270 762 195 941
Purchase of goods and services 22 866 19 523
Payroll and related expences 10, 11 104 986 74 559
Other operating expenses 21 62 598 25 197
Depreciation and amortization 13, 23 22 726 17 053
Total operating expenses 213 176 136 331
Operating prot (loss) before nancial items and tax 57 586 59 610
Financial income 22 5 615 8 029
Financial expenses 22 (14 334) (15 201)
Financial income (expense), net (8 720) (7 172)
Prot (loss) before tax 48 867 52 438
Tax expense 20 12 171 13 298
Prot (loss) 36 696 39 140
Other comprehensive income
Items that will be reclassied to prot or loss:
Currency translation dierences, net of tax (17 843) 15 787
Total (17 843) 15 787
Total comprehensive income 18 853 54 927
Amounts in NOK (thousands) 2021 2020
Prot for the year due to holders of shares 36 696 39 140
Prot allocated to redeemed preferance shares 7 282 15 189
Prot for the year allocated to common shares 29 413 23 951
Average numbers of common shares 25 155 857 151 135 722 423
Earning per share and diluted earnings per share 25 NOK 0.19 NOK 0.18
ANNUAL REPORT 2021
25
Consolidated Statement of Financial Position
Amounts in NOK (thousands)
ASSETS Note 31.12.2021 31.12.2020
Deferred tax assets 20 - -
Goodwill 6, 12 491 223 421 900
Intangible assets 13 187 378 146 977
Right to use assets 23 17 009 17 111
Tangible Assets 23 4 732 4 353
Total non-current assets 700 341 590 341
Inventory 73 55
Other current assets 7, 16 4 987 4 101
Accounts Receivable 7, 15 24 583 16 454
Cash and cash equivalents 7, 17 156 277 79 902
Total current assets 185 919 100 512
Total assets 886 261 690 853
EQUITY AND LIABILITIES
Share capital 24 1 715 4 497
Share premium 605 893 244 193
Retained earnings 100 067 63 371
Other components of equity (5 990) 11 853
Total equity 701 685 323 914
Non-current nancial liabilities 7, 27 1 158 171 339
Non-current lease liabilities 27 9 913 10 728
Deferred tax liabilities 20 34 637 28 993
Total non-current liabilities 45 708 211 060
Deferred revenue 8 59 593 41 627
Current portion of lease liabilities 6 952 6 047
Accounts payable 7, 18 6 501 5 567
Taxes payable 7, 20 14 216 8 053
Other current liabilities 7, 19, 27 51 607 94 586
Total current liabilities 138 869 155 879
Total liabilities 184 576 366 939
Total equity and liabilities 886 261 690 853
ANNUAL REPORT 2021
26
Gothenburg April 25
th
2022
Board of Directors, SmartCraft ASA
Gunnar Haglund
Chairman
Carl Ivarsson
Board member
Christina Skogster Stange
Board member
Bernt Ulstein
Board member
Allan Engström
Board member
Marianne Bergmann Røren
Board member
Maria Danell
Board member
Gustav Line
Chief Executive Ocer
ANNUAL REPORT 2021
27
Consolidated Cash Flow Statement
Amounts in NOK (thousands) Note 2021 2020
Operating activities
Prot before tax 48 867 52 438
Paid taxes 20 (5 811) (7 258)
Depreciation 23 10 085 8 310
Amortisation of intangible assets 13 12 641 8 743
Accrued interest expense - (385)
Items classied as investing or nancing activities 38 759 16 101
Net cash provided from operating activities before net working
capital changes
104 540 77 948
Working capital adjustments:
Changes in accounts receivable (5 837) 182
Changes in deferred revenue 6 572 11 745
Changes in accounts payable (67) 1 728
Changes in all other working capital items 1 316 6 863
Net cash provided from operating activities 106 525 98 466
Investing activities
Investments in tangible and intangible assets 13, 23 (397) (1 280)
Payments for acqusitions 6 (71 734) (69 101)
Acquisition transaction costs 6 (5 775) (3 106)
Payments for software development costs 13 (21 737) (11 579)
Foreign currency eect 178 -
Net cash used in investing activities (99 465) (85 066)
Financing activities
Cash proceeds from capital increases 6, 24 551 287 500
Cash proceeds from loan facilities 17 - 60 000
Downpayment on loan facilities 17 (235 434) (14 280)
Interest payments 17, 22, 23 (4 794) (7 751)
Repayments of capital decreases 24 (208 973) -
Repayments of lease liabilities 17, 23 (6 783) (5 244)
Other nancial items 21 (21 407) -
Net cash provided by (used in) nancing activities 73 896 33 225
Net increase (decrease) in cash and cash equivalents 80 956 46 625
Cash and cash equivalents at the beginning of year 79 902 39 971
Foreign currency eects on cash and cash equivalents (4 581) (6 694)
Cash and cash equivalents at end of year 17 156 277 79 902
Cash and cash equivalents include restricted funds. For further information see note 17.
ANNUAL REPORT 2021
28
Consolidated Statement of Changes in Equity
Amounts in NOK (thousands) Share capital
Share
premium
Other
components
of equity
Retained
earnings Total equity
Total equity 01.01.2020 4 380 227 752 (3 934) 24 231 252 429
Prot / (-) loss for the period - - - 39 140 39 140
Other comprehensive income - - 15 787 - 15 787
Capital increase 22.01.2020 10 800 - 810
Capital increase 02.03.2020 7 494 - - 500
Capital increase 30.12.2020 100 15 147 - - 15 248
Total equity 31.12.2020 4 497 244 193 11 853 63 371 323 914
Total equity 01.01.2021 4 497 244 193 11 853 63 371 323 914
Prot / (-) loss for the period - - - 36 696 36 696
Other comprehensive income - - (17 843) - (17 843)
Capital decrease 21.06.2021 (3 109) (205 864) - - (208 973)
Capital increase 22.06.2021 284 489 219 - 489 503
Capital increase 05.07.2021 38 67 732 - - 67 770
Capital increase 09.07.2021 5 10 613 - - 10 618
Total equity 31.12.2021 1 715 605 893 (5 990) 100 067 701 685
ANNUAL REPORT 2021
29
Notes
Note 1 Reporting Entity
The reporting entity reected in these nancial statements is comprised of SmartCraft ASA and the consolidated subsidiaries
that make up the SmartCraft Group. The parent company SmartCraft ASA is a Norwegian entity and headquarters is located at
Borgundfjordvegen 80, 6017 Ålesund, Norway. The Group operates with oces in Norway, Sweden and Finland.
SmartCraft ASA is a software company with a portfolio of related software brands. Currently, Bygglet, Cordel, Congrid, EL-VIS,
HomeRun and Kvalitetskontroll are all brands in the Group’s portfolio. The Group operates in the Nordic region and provides
SaaS and subscription software solutions for construction- and craftsmen companies, with market leading positions in the
Nordics.
Note 2 Basis of Preparation
The consolidated nancial statements of SmartCraft ASA and its subsidiaries are prepared in accordance with International
Financial Reporting Standards (IFRS) as endorsed by the European Union (EU) and Norwegian authorities and eective as of
December 31
st
2021. These nancial statements also provide disclosures as specied under the Norwegian Accounting Act
(Regnskapsloven).
The nancial statements are prepared on a historical cost basis, except for certain assets, liabilities and nancial instruments,
which are measured at fair value. Preparation of nancial statements including note disclosures requires management to make
estimates and assumptions that aect amounts reported. The estimates and associated assumptions are based on historical
experience and various other factors that are believed to be reasonable under the circumstances, the results of which form
the basis of making the judgments about carrying values of assets and liabilities. Actual results may dier from these estimates.
Slight rounding dierences may occur between the nancial statements and the note disclosures.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are
recognized in the period in which the estimate is revised, if the revision aects only that period, or in the period of the revision
and future periods, or if the revision aects both current and future periods.
Judgments made by management in the application of IFRS which have a signicant eect on the consolidated nancial
statements and estimates, with a signicant risk of material adjustment in the next year, are discussed in note 4.
Note 3 Signicant Accounting Policies
This following description of accounting principles applies to the SmartCraft Group’s 2021 nancial reporting, including all
comparative gures. The relevant accounting policies for selected nancial statement line items are described in detail in the
specic notes in this set of nancial statements. Changes in accounting policies and new pronouncements are discussed at the
end of this section.
3.1 Basis of consolidation
The consolidated nancial statements include SmartCraft ASA and subsidiaries, in which SmartCraft ASA has the power to
govern the nancial and operating policies of the entity (control). Control is normally achieved through ownership, directly
or indirectly, of more than 50% of the voting power. SmartCraft ASA has 100% of the voting power in all their subsidiaries.
ANNUAL REPORT 2021
30
Subsidiaries are included from the date control commences until the date control ceases. There were ve acquisitions
completed during 2019-2021. EL-Info Group where control was commenced as of April 1
st
2019, Congrid Oy as of
December 1
st
2020, Homerunbynet Oy as of May 1
st
2021, SmartCraft Norway AS as of June 1
st
2021 and Kvalitetskontroll AS as
of July 1
st
2021.
Intercompany transactions and intercompany balances, including internal prots and unrealized gains and losses, are
eliminated.
Business combinations
The acquiree’s identiable assets, liabilities and contingent liabilities are recognized separately at the acquisition date at
their fair value irrespective of any non-controlling interest, and goodwill recognized to the extent the consideration exceeds
identied net assets.
Goodwill
Goodwill is recognized as a part of business combinations. Goodwill is initially measured either as the excess of the
consideration over the SmartCraft Group’s interest or the fair value of 100% of the acquiree in excess of the acquiree’s
identiable net assets (full goodwill). Goodwill is not amortized, but is tested for impairment annually, and more frequently if
indicators of possible impairment are observed, in accordance with IAS 36 Impairment of Assets. Goodwill is allocated to the
cash generating units or groups of cash generating units expected to benet from the synergies of the combination and that
are monitored for internal management purposes.
Foreign currency translation
The Group presents its nancial statements in the Norwegian krone (NOK). This is also the parent company’s functional
currency. Each subsidiary has local currency of their market as the functional currency. For consolidation purposes, the
balance sheet gures for subsidiaries with a dierent functional currency have been translated at the rate applicable at the
balance sheet date. The income statement has been translated at the average rate for the reported period. Exchange rate
dierences are recognized in equity. Changes in exchange rate are recognized in the statement of comprehensive income as
they occur during the period. When investments in foreign subsidiaries are sold the accumulated exchange rate dierences
relating to the subsidiary are recognized in the income statement.
3.2 Intangible assets
Intangible assets acquired individually or as a group are recognized at fair value when acquired. Intangible assets acquired in a
business combination are recognized at fair value separately from goodwill when they arise from contractual or legal rights or
can be separated from the acquired entity and sold or transferred.
Internally generated intangible assets are recognized when the expected future economic benets that are attributable to the
asset will ow to the entity and the cost of the asset can be measured reliably. Development costs are capitalized as intangible
assets at cost in accordance with IAS 38 Intangible Assets when the recognition criteria are met. Research expenditures are
expensed as incurred.
Intangible assets with indenite useful life are tested for impairment yearly. For intangible assets with denite useful life,
SmartCraft reviews the residual value and useful life of its assets, with any estimate changes accounted for prospectively over
the remaining useful life of the asset.
ANNUAL REPORT 2021
31
Research & Development
Expenses relating to research activities are recognized as they occur. Expenses relating to development activities are
capitalized to the extent that the product or process is technically and commercially viable and the Group has sucient
resources to complete the development work. Expenses that are capitalized include the costs of materials, direct wage costs
and a share of the directly attributable common expenses. Capitalized development costs are recognized at their cost minus
accumulated amortization and impairment losses.
Cost of building new features and functionality together with signicant and pervasive improvements of the core platform,
provided that the signicant and pervasive improvements of parts or main components of the core platform will generate
probable future economic benets, are capitalized as development costs and amortized on a straight-line basis over the
estimated economic lifetime.
A signicant portion of the work that developers perform is related to the implementation of the ongoing updates that are
required to maintain the products functionalities. Examples of updates include “bug xes”, updates made to comply with
changes in laws and regulations and updates made to keep pace with the latest technology trends. These costs are expensed
as maintenance costs.
Customer relationship
Customer relationships are recognized as a part of business combinations and measured initially as the net present value
of the lifetime revenue from existing customers less cost to fulll the contractual obligations. Customer relationships are
depreciated on a straight-line basis over the expected lifetime the relationship.
Software
Software is recognized both as a part of business combinations and by internal development. Acquired software in a business
combination is measured at fair value. The fair value measurement is if possible based on observable market date, if such date
is not available, fair value is estimated as the expected cost to develop a similar software and internally develop software are
capitalized in accordance with the measurement criteria in IAS 38, and amortized on a straight-line basis over the estimated
economic lifetime.
Brand names
Brand names that contribute to future economic benets are recognized separately from Goodwill as a part of business
combinations. Brand names are measured using the royalty method, the management evaluates whether to have indenite or
denite useful lifetime and tested annually for impairment.
3.3 Tangible assets
Non-current assets are carried at cost less accumulated depreciation and impairment losses. When assets are sold or
disposed of, the gain or loss is recognized in the income statement and the carrying amount is derecognized. The cost of
tangible non-current assets is the purchase price including taxes/duties and costs directly linked to preparing the asset ready
for its intended use. Repair and maintenance are charged to the income statement during the nancial period in which they
incurred.
The depreciation period and method are assessed each year to ensure that the method and period used harmonies with
the nancial reality of the non-current asset. Depreciation is calculated using the straight-line method to allocate their cost or
revalued amounts to their residual values over the estimated useful lives.
ANNUAL REPORT 2021
32
3.4 Inventory
Inventories are stated at the lower of cost and net realizable value. Net realizable value is the estimated sales price less the
estimated transaction costs. Historical cost is calculated using rst in rst out principle and includes expenditures directly
linked to getting the goods to their nal location and condition. Foreseeable obsolescence is assessed continuously. The
Group’s inventories consist solely of goods purchased for resale.
3.5 Government grants
Government grants are recognized in accordance with IAS 20 Accounting for Government Grants and Disclosure of
Government Assistance. Grants are recognized when there is a reasonable assurance that SmartCraft will comply with
relevant conditions and that the grants will be received. Government grants are deferred in other non-current liabilities until
the associated activity is performed or expenses recognized. Grants are deducted from the cost which the grant are meant
to cover. Investment grants are capitalized and recognized as a deduction of the assets carrying amount and systematically
depreciated over the asset’s useful life.
3.6 Revenue from contracts with customers
At contract inception, SmartCraft identies the promised licenses and services within the contract and determines which of
those are separate performance obligations. SmartCraft performance obligations within the contracts are described below.
The timing of the transfer is determined based on when the customer obtains control of the delivered licenses or services.
SmartCraft generates revenue from ve main sources and subcategories in total.
SaaS (Software-as-a-Service)
Revenue from SaaS subscriptions (right to access) are recognized over time, as the customer simultaneously receives and
consumes the benets of the services.
Software subscriptions
Revenue from maintenance of on-premise software are recognized over the subscription period. Maintenance revenue are
invoiced upfront with prepayment for a 12-month period.
Integrated services and bundled services
Revenue from the transactional use of integrated or bundled 3
rd
party services are recognized at a point in time, on the time of
the services being rendered and invoiced subsequently at the end of the month.
Expert services
Revenue from the sale of support, consultancy, system set-up and other advisory services are recognized at a point in time,
on the time of the services being rendered and invoiced subsequently at the end of the month. Expert services included in the
SaaS and software subscriptions is not recognized as independent revenues.
Other
Revenue from sale of on-premise licenses (right to use) are recognized at the point in time when the customer gets access to
the software.
Revenue from sale of hardware, books, manuals, etc are recognized at the point in time upon delivery.
ANNUAL REPORT 2021
33
3.7 Leasing
The Group applied IFRS 16 for the rst time in 2020 using the modied retrospective approach.
Identifying a lease
At the inception of a contract, The Group assesses whether the contract is, or contains, a lease. A contract is, or contains,
a lease if the contract conveys the right to control the use of an identied asset for a period of time in exchange for
consideration.
The Group as a lessee
For contracts that constitute, or contain a lease, the Group separates lease components if it benets from the use of each
underlying asset either on its own or together with other resources that are readily available, and the underlying asset is
neither highly dependent on, nor highly interrelated with, the other underlying assets in the contract. The Group then accounts
for each lease component within the contract as a lease separately from non-lease components of the contract.
Recognition of leases and exemptions
At the lease commencement date, the Group recognizes a lease liability and corresponding right-of-use asset for all lease
agreements in which it is the lessee, except for the following exemptions applied:
• Short-term leases (dened as 12 months or less)
• Low value assets (dened as less than NOK 50 000)
For these leases, the Group recognizes the lease payments as other operating expenses in the statement of prot or loss
when they incur.
Lease liabilities
The lease liability is recognized at the commencement date of the lease. The Group measures the lease liability at the
present value of the lease payments for the right to use the underlying asset during the lease term that are not paid at the
commencement date. The lease term represents the non-cancellable period of the lease, together with periods covered by an
option either to extend or to terminate the lease when the Group is reasonably certain to exercise this option.
The lease payments included in the measurement compromise of:
• Fixed lease payments (including in-substance xed payments), less any lease incentives receivable.
• Variable lease payments that depend on an index or a rate, initially measured using the index or rate as at the
commencement date.
• Amount expected to be payable by the Group under residual value guarantees.
• The exercise price of a purchase option, if the Group is reasonably certain to exercise that option.
• Payments of penalties for terminating the lease, if the lease term reects the Group exercising an option to terminate the
lease.
The lease liability is subsequently measured by increasing the carrying amount to reect interest on the lease liability, reducing
the carrying amount to reect the lease payments made and remeasuring the carrying amount to reect any reassessment or
lease modications, or to reect adjustments in lease payments due to an adjustment in an index or rate.
The Group does not include variable lease payments dependent upon an index or a rate, in the lease liability. Instead, the
ANNUAL REPORT 2021
34
Group recognizes these variable lease expenses in the statement of prot or loss.
SmartCraft presents its lease liabilities as separate line items in the statement of nancial position and has initially applied
weighted average incremental borrowing rate in the range of 2.75% to 4.03% when recognizing the lease liability.
Right-of-use assets
The Group measures the right-of-use asset at cost, less any accumulated depreciation and impairment losses, adjusted for any
remeasurement of lease liabilities. The cost of the right-of-use asset comprise:
• The amount of the initial measurement of the lease liability recognized.
• Any lease payments made at or before the commencement date, less any incentives received.
• Any initial direct costs incurred by the Group. An estimate of the costs to be incurred by the Group in dismantling and
removing the underlying asset, restoring the site on which it is located or restoring the underlying asset to the condition
required by the terms and conditions of the lease, unless those costs are incurred to produce inventories.
SmartCraft applies the depreciation requirements in IAS 16 Property, Plant and Equipment in depreciating the right-of-use
asset, except that the right-of-use asset is depreciated from the commencement date to the earlier of the lease term and the
remaining useful life of the right-of-use asset.
The Group applies IAS 36 Impairment of Assets to determine whether the right-of-use asset is impaired and to account for any
impairment loss identied.
3.8 Financial instruments
Financial assets
Financial assets represent a contractual right by the SmartCraft Group to receive cash or another nancial asset in the future.
Financial assets include cash and cash equivalents, accounts receivable and withheld cash receivable. On initial recognition, a
nancial asset is measured at fair value, and classied for subsequent measurement at amortized cost; at fair value through
other comprehensive income (FVOCI) or at fair value through prot or loss (FVTPL). Classication depends on the business
model and, for some instruments, the entity’s choice. Financial assets are derecognized when the rights to receive cash from
the asset have expired or when SmartCraft has transferred the asset.
Financial liabilities
Financial liabilities represent a contractual obligation by the SmartCraft Group to deliver cash in the future and are classied as
either current or non-current. Financial liabilities include the long-term loan, contingent liabilities, accounts payable and other
nancial liabilities. Financial liabilities are initially recognized at fair value, including transaction costs directly attributable to the
transaction, and are subsequently measured at amortized cost. Financial liabilities are derecognized when the obligation is
discharged through payment or when SmartCraft is legally released from the primary responsibility for the liability.
Measurement of fair value
SmartCraft measures certain assets and liabilities at fair value for the purposes of recognition or disclosure. Non-recurring fair
value measurement is used for transactions, such as business combinations, contingent consideration and other non-routine
transactions. SmartCraft does not have any recurring fair value measurement as the Group does not have any derivative
nancial instruments, equity investments or other similar nancial assets or liabilities that are measured at fair value.
ANNUAL REPORT 2021
35
3.9 Employee benet expense
Payments to employees, such as wages, salaries, social security contributions, paid annual leave and bonus agreements are
accrued in the period in which the associated services are rendered by the employee. All Group companies have dened
contribution pension plans. The Group has no other obligations after payment of the pension premium has been made. The
pension premiums are charged to expenses as they are incurred.
The company has established a pension scheme as required by Norwegian law for employees in the Norwegian entities.
3.10 Current and deferred income tax
The income tax expense consists of tax payable and changes to deferred tax. Deferred tax liability/tax assets are calculated on
all taxable temporary dierences, except for goodwill for which amortization is not deductible for tax purposes.
Deferred tax assets are recognized when it is probable that the company will have sucient prot for tax purposes to utilize
the tax asset. SmartCraft recognizes formerly unrecognized deferred tax assets to the extent that it has become probable that
the Group can utilize the deferred tax asset. Similarly, the company reduces its deferred tax assets to the extent that it can no
longer utilize these.
Deferred tax liabilities and deferred tax assets are measured based on the expected future tax rates applicable to the
companies in the Group where temporary dierences have arisen. Deferred tax liabilities and deferred tax assets are
recognized at their nominal value and are classied as non-current liabilities or non-current assets in the balance sheet. The
tax payable and deferred taxes are recognized directly in equity to the extent they relate to equity transactions.
3.11 Provisions
Provisions are recognized when, and only when, the Group has a valid liability (legal or estimated) because of events that have
taken place and it can be proven probable (more probable than not) that a nancial settlement will take place, as a result of a
liability, and that the size of the amount can be measured reliably.
3.12 Changes in accounting policies and new pronouncements
There are no changes in accounting principles compared to previous years. The Group has applied all relevant IFRS standards
that were in eect for 2021.
None of the issued, not yet eective, accounting standards or amendments to such standards are expected to have signicant
eects for the SmartCraft Group’s nancial reporting.
Note 4 Signicant Estimates and Judgements
The application of accounting policies requires that management makes estimates and judgements in determining certain
revenues, expenses, assets and liabilities. The following areas involve a signicant degree of judgement and complexity, and
may result in signicant variation in amounts:
• Identication and initial measurement of intangible assets acquired in a business combination – see note 6
• Capitalization of internally generated intangible assets - see note 13
• Measurement of right of use assets and lease liabilities - see notes 3 and 23
ANNUAL REPORT 2021
36
Note 5 Financial Risk Disclosures
Credit risk
Credit risk for the Group consists of balances of accounts receivable in addition to cash deposits held at several banks that
have a long history and credible reputations. Management believes customer risk is very low as customers generally need to
pay upfront in order to receive services. As the Group has a very diverse customer base and limited customer acquisition cost
as well as no material customer exposures, credit checks of new and existing customers are not deemed necessary. If existing
customers are not paying for subscriptions the Group can block access to their systems. Exposure to default risk on individual
customers is low as the Group has a large number of customers. However, most customers are related to the same industry
and this exposes the Group to the industry specic risk. For additional information regarding loss and loss allowance, see note
15.
Liquidity risk
The Group needs to maintain enough liquidity in order to pay running operating costs. Non-current lease liabilities and non-
current nancial liabilities have a maturity of up to 7 years, and all other nancial liabilities (current lease liabilities and accounts
payable) are due within 12 months. The SmartCraft Group has ample cash to support operations and liabilities. The SmartCraft
Group has no investments in equity securities and does not use nancial derivatives. For information regarding future
payments of liability, see note 27.
Capital management
Management believes that SmartCraft is in a growth phase with the intention of increasing market share and expand into new
markets. Management will undertake M&A where it sees market growth opportunities. The Group intends to fund M&A and
internal growth through current cash balances, equity, and external capital from bonds, banks and similar lenders. The Group
prepares an annual detailed liquidity budget to ensure sucient liquidity throughout the year. The Group policy is to keep its
cash in a checking account. The banks where SmartCraft keeps excess liquidity are well established and reputable with a long
history of holding deposits without defaults.
Interest risk
The Group has nancial liabilities to lenders of TNOK 1 158 which bear an interest ranging between 3.20% and 4.96%. See
notes 22 and 27 for more information. The Group has no hedging of interest risk.
Foreign exchange risk
As of December 31
st
2021 SmartCraft ASA has nancial liabilities of TEUR 318 and TSEK 28 218, and nancial assets of
TEUR 3 831 and TSEK 59 589. Net amount in foreign currency translates to a nancial asset of TNOK 54 958, and the exposure
of foreign currency risk is considered low.
Amounts in NOK (thousands)
Amount
31.12.2021
Eect on EBT
+ 5%
Eect on EBT
- 5%
Foreign exchange risk sensitivity
Financial assets in foreign currency 96 334 4 817 (4 817)
Financial liabilities in foreign currency (30 673) (1 534) 1 534
Total for SmartCraft ASA 65 661 3 283 (3 283)
ANNUAL REPORT 2021
37
The Group earns revenue in NOK, SEK and EUR. All operating entities have material costs and revenue in their functional
currency. This works as a natural hedge on the currency exchange risk and as such the management considers the foreign
exchange risk exposure for the Group to be low/moderate.
Amounts in NOK (thousands)
Revenue
2021
Eect on revenue
+/- 5%
EBITDA
2021
Eect on EBITDA
+/- 5%
Foreign exchange risk sensitivity
SmartCraft Group consolidated 270 762 +/- 8 120 80 606 +/- 3 337
Note 6 Business Combinations
Signicant judgment in accounting for business combinations
In a business combination, consideration, assets and liabilities are recognized at estimated fair value, and any excess purchase
price included in goodwill. In the businesses SmartCraft operates, fair values of individual assets and liabilities are normally
not readily observable in active markets. Estimation of fair values requires the use of valuation models for acquired assets and
liabilities as well as ownership interests. Such valuations are subject to numerous assumptions and are thus uncertain. The
quality of fair value estimates may impact periodic depreciation and amortization of xed assets, and assessment of possible
impairment of assets and/or goodwill in future periods. The specic signicant judgements for SmartCraft during 2021 include
the fair value of the shares issued as consideration in the acquisition of Congrid Oy, Homerunbynet Oy and Kvalitetskontroll
AS and the identication and fair value of the acquired intangible assets. These are all discussed below in the specic relevant
section.
Acquisition of Homerunbynet Oy
On May 1
st
2021, Congrid Oy acquired 100% of the share capital and voting rights of Homerunbynet Oy. HomeRun is a digital
tool for construction project communication, document and procurement management. HomeRun further complement the
SmartCraft solutions by adding another segment of the construction industry to the SmartCraft portfolio. This acquisition was
nanced by cash transfer, issuing equity in SmartCraft ASA with no cash consideration to the sellers and a possible earn-out.
The earn-out is calculated based on achieved revenue and EBITDA for FY2021 and FY2022. Management has assessed the
likelihood of achieving the earn-out for each of the scal years separately. Total shares issued were 337 078 common shares.
ANNUAL REPORT 2021
38
Purchase consideration: Amounts in NOK (thousands)
Cash paid 29 115
Ordinary shares issued 5 986
Contingent consideration (fair value at date of acquisition) 8 012
Total purchase consideration 43 113
The assets and liabilities recognized as a result of the acquisition are as follows:
Amounts in NOK (thousands) Fair value as of acquisition date
Cash 1 904
Trade receivables 851
Oce machinery and equipment 26
Other receivables 41
Brand 2 620
Technology 3 105
Customer relatonships 2 597
Total assets 11 144
Trade creditors 262
Public duties payable 639
Other short-term liabilities 3 906
Deferred tax liability 1 664
Total liabilities 6 471
Net identiable assets 4 673
Goodwill 38 440
Total consideration for the shares 43 113
Net prot for Homerunbynet Oy is included in the consolidated nancial statements from May 1
st
2021. For the year 2021
Homerunbynet Oy’s contribution to the SmartCraft Group amounted to TNOK 7 749 in revenues, an EBITDA of TNOK 1 933
and EBT of TNOK 1 584.
If Homerunbynet Oy had been included from January 1
st
, the SmartCraft Group had ended the year with
TNOK 274 397 (+3 635) in revenues, an EBITDA of TNOK 80 567 (+255) and EBT of TNOK 48 703 (-164).
Signicant judgement related to the identication of the acquired intangible assets and their valuation
HomeRun is the Nordic region’s leading digital tool for project communication for construction companies and their
customers. HomeRun is a cloud-based tool for project communication, including documentation and procurement
management to over 100 customers
The management places a signicant value on customer relationships and estimates its value based on existing customers’
annual recurring revenue at the time of acquisition.
The HomeRun brand is well established in Finland and is registered for use in Europe. The brands value is based on existing
Finnish customers and customer loyalty and the potential revenue growth for the brand.
ANNUAL REPORT 2021
39
Acquisition of Kvalitetskontroll AS
On July 1
st
2021 SmartCraft Norway AS acquired 100% of the share capital and voting rights of Kvalitetskontroll AS.
Kvalitetskontroll provides a quality assurance platform for construction companies. Kvalitetskontroll further complement the
SmartCraft solutions by adding another segment of the construction industry to the SmartCraft portfolio. This acquisition
was nanced by cash transfer and issuing equity with no cash consideration to the sellers. Total shares issued were 505 618
common shares.
Purchase consideration: Amounts in NOK (thousands)
Cash paid 52 362
Ordinary shares issued 10 618
Total purchase consideration 62 980
The assets and liabilities recognized as a result of the acquisition are as follows:
Amounts in NOK (thousands) Fair value as of acquisition date
Cash 7 839
Trade receivables 1 441
Oce machinery and equipment 1 737
Other receivables 391
Brand 5 788
Technology 19 220
Customer relatonships 7 620
Total assets 44 038
Trade creditors 740
Long-term liabilities 1 347
Public duties payable 2 099
Other short-term liabilities 15 101
Deferred tax liability 6 327
Total liabilities 25 615
Net identiable assets 18 423
Goodwill 44 557
Total consideration for the shares 62 980
Net prot for Kvalitetskontroll AS is included in the consolidated nancial statements from July 1
st
2021. For the year 2021
Kvalitetskontroll AS’s contribution to the SmartCraft Group amounted to TNOK 15 017 in revenues, an EBITDA of TNOK 2 774
and EBT of TNOK 2 397.
If Kvalitetskontroll AS had been included from January 1
st
, the SmartCraft Group had ended the year with
TNOK 28 591 (+13 574) in revenues, an EBITDA of TNOK 1 590 (-1 184) and EBT of TNOK 179 (-2 218).
Signicant judgement related to the identication of the acquired intangible assets and their valuation
Kvalitetskontroll has a software solution for complete quality management systems for the Norwegian construction industry
with over 18 200 users across 1 880 customers. The solution is a cloud-based tool for quality management, including project
ANNUAL REPORT 2021
40
management, deviation handlings, time registration and procedural functionality.
The management places a signicant value on customer relationships and estimates its value based on existing customers’
annual recurring revenue at the time of acquisition.
The Kvalitetskontroll brand is well established in Norway and is registered for use in Europe. The brands value is based on
existing Norwegian customers and customer loyalty.
Acquisition of Congrid Oy
On December 1
st
2020 the parent entity acquired 100% of the share capital and voting rights of Congrid Oy. Congrid provides a
complete project management solution for construction companies. Congrid further complement the SmartCraft solutions by
adding another segment of the construction industry to the SmartCraft portfolio. This acquisition was nanced by loan used to
pay the sellers in cash and issuing equity with no cash consideration to the sellers. Total shares issued were 30 065 common
shares and 70 181 preference shares.
Purchase consideration: Amounts in NOK (thousands)
Cash paid 76 447
Shares issued 15 311
Total purchase consideration 91 758
The assets and liabilities recognized as a result of the acquisition are as follows:
Amounts in NOK (thousands) Fair value as of acquisition date
Cash 7 347
Trade receivables 3 664
Oce machinery and equipment 51
Right-of-use assets 415
Other receivables 743
Brand 985
Technology 14 422
Customer relatonships 20 436
Total assets 48 065
Trade creditors 540
Lease liabilities 415
Public duties payable 2 141
Other short-term liabilities 5 166
Deferred tax liability 7 169
Total liabilities 15 431
Net identiable assets 32 633
Goodwill 59 125
Total consideration for the shares 91 758
ANNUAL REPORT 2021
41
Net prot for Congrid Oy is included in the consolidated nancial statements from December 1
st
2020. For the year 2020
Congrid Oy’s contribution to the SmartCraft Group amounted to TNOK 2 382 in revenues, an EBITDA of TNOK 332 and EBT of
TNOK 133.
If Congrid Oy had been included from January 1
st
2020, the SmartCraft Group had ended 2020 with TNOK 219 318 (+23 377) in
revenues, an EBITDA of TNOK 80 096 (+3 433) and EBT of TNOK 53 344 (+906).
Signicant judgement related to the identication of the acquired intangible assets and their valuation
Congrid has the preferred software solution for project management in the Finnish construction industry. The solution is a
cloud-based tool for complete project management including quality and safety management, site documentation, and project
analysis.
The management places a signicant value on customer relationships and estimates its value based on existing customers’
annual recurring revenue at the time of acquisition.
The Congrid brand is well established in Finland, but the Congrid trademark outside Finland belong to a German company. To
successfully export Congrid’s services to the EU, the company is therefore in need of rebranding its solution. The brands value
is based on existing Finnish customers and customer loyalty, but its value is limited by the export potential of the brand.
Note 7 Financial assets and nancial liabilities
Amounts in NOK (thousands) Category 31.12.2021 31.12.2020
Financial assets
Current nancial assets FAAC - -
Accounts Receivable FAAC 24 583 16 454
Accrued revenue FAAC 707 69
Cash and cash equivalents FAAC 156 277 79 902
Total nancial assets 181 567 96 425
Financial liabilities
Non-current nancial liabilities FLAC 1 158 171 339
VAT and other public taxes FLAC 33 126 24 049
Accrued operating cost FLAC 20 425 9 410
Accounts payable FLAC 6 501 5 567
Current nancial liabilities FLAC - 64 877
Other non-interest bearing liabilities 1) FLAC 8 018 -
Total nancial liabilities 61 210 275 242
1) Includes estimated earn-out to sellers of Homerunbynet Oy.
FAAC - Financial Assets at Amortized Costs
FLAC - Financial Liabilities at Amortized Costs
ANNUAL REPORT 2021
42
Note 8 Revenue From Customers
Disaggregation of revenue from contracts with customers
Amounts in NOK (thousands) 2021 2020
Revenue from contracts with customers 270 762 195 941
At a point in time revenue recognition 2021 2020
Integrated services and bundled services 16 907 16 914
Expert services 9 086 7 253
Other revenue 12 173 6 524
Total at a point in time revenue recognition 38 166 30 690
Over time revenue recognition 2021 2020
SaaS (Software-as-a-Service) 190 773 105 232
Software subscriptions 41 823 60 018
Total over time revenue recognition 232 596 165 250
Disaggregation of recurring and non-recurring revenue
Amounts in NOK (thousands) Revenue recognition 2021 2020
Fixed price subscriptions Over time 232 596 165 613
Transaction priced subscriptions (add-on features) Point in time 24 918 16 555
Total recurring revenue 257 514 182 168
Non-recurring revenue Point in time 13 248 13 772
Total revenue 270 762 195 940
Geographical distribution of revenue
Amounts in NOK (thousands) 2021 2020
Norway 108 360 85 831
Sweden 126 772 107 728
Finland 35 630 2 382
Total revenues 270 762 195 941
ANNUAL REPORT 2021
43
Deferred revenue
Amounts in NOK (thousands) 31.12.2021 31.12.2020
Opening balance 41 627 29 882
Revenue recognized in this period that was included in the deferred revenue
balance at the beginning of the period
(41 627) (29 882)
Aquired through business combinations 2 363 -
Additions in the period 57 230 41 627
Deferred revenue in balance sheet 59 593 41 627
Note 9 Segment Information
The Group regularly reports detailed prot/loss statements with emphasis on operating revenue and EBITDA in functional
operating segments to the Board of Directors. While the Group management uses both measures to analyze performance, the
Group’s strategy of protable growth means that EBITDA is the prevailing measure of performance. Operating segments are
reported in the consolidated nancial statements by the emphasized measures as is presented to the Board of Directors.
The operating units that form a natural reporting segment are specialized contractors and general contractors.
• Specialized contractors includes the customers which provide specialized services within the construction industry, e.g.
electricians, plumbers, etc.
• General contractors includes the customers in the construction industry providing services not dened as specialized
services.
Revenue
Amounts in NOK (thousands) 2021 2020
Specialized construction 123 376 114 031
General construction 147 386 81 910
Total revenue 270 762 195 941
EBITDA
Amounts in NOK (thousands) 2021 2020
Specialized construction 64 749 54 516
General construction 50 704 30 035
Group (35 141) (7 888)
Total EBITDA 80 312 76 663
ANNUAL REPORT 2021
44
EBT
Amounts in NOK (thousands) 2021 2020
Specialized construction 60 891 54 516
General construction 43 843 30 035
Group (55 867) (32 113)
Total EBT 48 867 52 438
Assets
Amounts in NOK (thousands) 2021 2020
Specialized construction 65 417 47 566
General construction 118 415 67 955
Group 702 428 575 332
Total assets 886 261 690 853
Note 10 Payroll and Related Expenses
Amounts in NOK (thousands) 2021 2020
Salaries 94 077 67 363
Social security costs 21 004 14 731
Skattefunn (goverment tax relief) (415) (801)
Other personnel related costs 6 958 2 911
Pension expense dened contribution plans 5 099 3 707
Total payroll and related expences 126 723 87 911
Less capitalized personnell costs 21 737 13 352
Total payroll and related expenses recognized in the P&L 104 986 74 559
Average number of FTEs 161 115
ANNUAL REPORT 2021
45
Note 11 Management and Board of Directors Remuneration
Payments to Management and Board of Directors
2021
Amounts in NOK (thousands) Salary Bonus
Pension
benet
Other
remuneration
Total
remuneration
Gustav Line, CEO
1
2 095 749 38 12 2 894
Kjartan Bø, CFO
2
1 214 - 37 22 1 273
Christian Saleki, CTO
3
632 - 147 8 787
Gunnar Haglund, Chairman of the Board
4
- - - 300
Carl Ivarsson, Board member
5
- - - - -
Allan Engström, Board member
6
- - - - -
Christina Skogster Stange, Board member
7
- - - 131 131
Marianne Røren, Board member
8
- - - 161 161
Maria Danell, Board member
9
- - - 131 131
Bernt Ulstein, Board member
10
139
Gaute Engbakk, Chairman of the Board (resigned)
11
- - - 196 196
Arild Hugleik Bødal, Board member (resigned)
12
- - - 131 131
Bjørn Kristian Bentzen, Board member (resigned)
13
- - - - -
Total 3 941 749 222 1 232 5 706
1. If the company terminates the employment, Mr. Line is entitled to 6 months’ salary after a 6-month termination period.
2. If the company terminates the employment, Mr. Bø is entitled to 3 months’ salary after a 3-month termination period.
3. Mr. Saleki was hired as CTO for the Group from June 1
st
2021.
4. Mr. Haglund was elected as Chairman of the Board from April 21
st
2021. He has served as Board member from 2017. Mr. Haglund also serves as
Chairman of the Audit Committee and Remuneration Committee.
5. Mr. Ivarsson represents Valedo Partners III AB on the Board of Directors. Mr. Ivarsson receives salary from Valedo and has waived his right to
remuneration as a member of the Board. Mr. Ivarsson also serves as a member of the Audit Committee.
6. Mr. Engström represents Valedo Partners III AB on the Board of Directors. Mr. Engström receives salary from Valedo and has waived his right to
remuneration as a member of the Board. Mr. Engström also serves as a member of the Remuneration Committee.
7. Ms. Stange was elected as Board member from April 21
st
2021.
8. Ms. Røren was elected as Board member from April 21
st
2021. Ms. Røren also serves as a member of the Audit Committee.
9. Ms. Danell was elected as Board member from April 21
st
2021.
10. Mr. Ulstein was employed in a Group company until 3Q19 and has continued as a part time consultant. Mr. Ulstein also serves as a member of
the Remuneration committee.
11. Mr. Engbakk resigned as the Chairman of the Board on April 21
st
2021
12. Mr. Bødal resigned from the Board of Directors on April 21
st
2021.
13. Mr. Bentzen is employed in a Group company and resigned from the Board of Directors on April 21
st
2021.
ANNUAL REPORT 2021
46
2020
Amounts in NOK (thousands) Salary Bonus
Pension
benet
Other
remuneration
Total
remuneration
Gustav Line, CEO
1
1 769 652 36 4 2 462
Kjartan Bø, CFO 848 100 27 4 979
Gaute Engbakk, Chairman of the Board - - - 150 150
Arild Hugleik Bødal, Board member - - - 100 100
Gunnar Haglund, Board member - - - 100 100
Carl Ivarsson, Board member
2
- - - - -
Allan Engström, Board member
3
- - - - -
Bernt Ulstein, Board member
4
- - - - -
Bjørn Kristian Bentzen, Board member
5
- - - - -
Total 2 617 752 63 358 3 791
1. If the company terminates the employment, Mr. Line is entitled to 6 months’ salary after a 6-month termination period.
2. Mr. Ivarsson represents Valedo Partners III AB on the Board of Directors. Mr. Ivarsson receives his salary from Valedo and has waived his right to
remuneration as a member of the Board.
3. Mr. Engström represents Valedo Partners III AB on the Board of Directors. Mr. Engström receives his salary from Valedo and has waived his right
to remuneration as a member of the Board.
4. Mr. Ulstein was employed in a Group company until Q3’19 and has continued as a part time consultant. Mr. Ulstein is not remunerated as a
member of the Board.
5. Mr. Bentzen is employed in a Group company.
The Group Management consists of the Chief Executive Ocer, Chief Financial Ocer and Chief Technical Ocer.
The Group has not given any loans or security deposits to the CEO, the Chairman of the Board or their related parties for
either 2020 or 2021.
A bonus program exists for the CEO of SmartCraft. A limit is set for the amount of bonus that can be achieved. The size of the
bonus payment is dependent on actual Group performance compared to a set of predened targets. The bonus program for
the CEO is decided on by the Board of Directors.
The Group has issued a separate report for remuneration of Group Management in accordance with The Public Limited
Liability Companies Act § 6-16b. The report is available at the Groups website smartcraftready.com/investor-relations/.
For shares owned by the management and Board of Directors see note 24.
ANNUAL REPORT 2021
47
Note 12 Goodwill And Impairment Testing Of Goodwill
Goodwill is recognized as a part of business combinations. Goodwill is initially measured either as the excess of the
consideration over the SmartCraft Group’s interest or the fair value of 100% of the acquiree in excess of the acquiree’s
identiable net assets (full goodwill). Goodwill is not amortized, but is tested for impairment annually, and more frequently if
indicators of possible impairment are observed, in accordance with IAS 36 Impairment of Assets. Goodwill is allocated to the
cash generating units or groups of cash generating units expected to benet from the synergies of the combination and that
are monitored for internal management purposes.
The SmartCraft Group has goodwill in connection with the acquisitions of Cordel Norge AS in 2017, the Bygglet Group in 2018,
the EL-Info Group in 2019, Congrid Oy in 2020, Homerunbynet Oy and Kvalitetskontroll AS in 2021.
Goodwill
Amounts in NOK (thousands) 2021 2020
Acquisition cost 01.01 421 900 347 786
Additions 82 997 59 125
Currency translation (13 675) 14 989
Acquisition cost 31.12 491 223 421 900
Impairment 01.01 - -
Impairment - -
Accumulated impairment 31.12 - -
Net value 31.12 491 223 421 900
The goodwill is related to know-how and other non-identied assets from the acquisitions of shares in the acquired
companies. Impairment testing of the goodwill is carried out at the end of the year for the respective cash generating units to
which the goodwill relates to. Recoverable amount, which is determined based on the higher of the value in use or fair value, is
derived from an assessment of the expected future cash ows before tax, discounted at an appropriate discount rate before
tax that takes into account the maturity and risk. Recoverable amount will therefore demonstrate what the value of the asset is
expected to contribute.
The estimated recoverable amount exceeds the carrying amount with a signicant headroom for all Cash Generating Units
(CGU). No impairment losses are recognized during 2021. In connection with the impairment testing of goodwill, sensitivity
analysis has been carried out. The sensitivity analysis has tested changes in WACC, revenue growth rates, net working capital
and EBITDA margins. There is signicant headroom on all CGUs. Estimates relating to the impairment test are as follows:
ANNUAL REPORT 2021
48
Goodwill per CGU
Amounts in NOK (thousands) 2021 2020
Cordel Norge AS 197 647 197 647
The SmartCraft Sweden Group 154 957 165 929
The Congrid Group 94 048 58 324
The SmartCraft Norway Group 44 570 -
Total 491 223 421 900
The 5-year Compound Annual Growth Rate (CAGR) is the rate of return that is required for an investment to grow from its
beginning balance to its ending balance ve years later. The calculation assumes that prots are reinvested at the end of each
period. When testing for impairment the Group has used a 5-year CAGR in the range between 12% and 26% to project the
cash ows beyond the period covered by the most recent budgets. The discount rates applied to the cash ow projections
range between 10% and 13%. When testing for impairment in 2020 the applied 5-year CAGR were between 11% and 20% and
WACC ranging from 10% to 12%.
Budget and forecast period
The basis for the projection of the future cash ows estimated is based on the nancial budget of one year. The budget in
combination with the forecasts represent the management’s best estimate of the range of economic conditions that will exist
over the useful life of the asset. The remaining four years of the forecast period are estimated based on budget and projected
performance. After the ve-year period the growth rate is based on the risk-free rate in the applicable market.
Growth rate
Growth rate is represented by ve-year CAGR, which is dened as the average annual gross prot growth rate over a ve-
year forecasting period. Average rates of growth in operating revenue are based on the management’s expectations of future
conditions in the markets in which the business operates, and historical growth rate for the CGUs.
EBITDA margin
EBITDA margins are based on the margins achieved historically, adjusted for expected future developments in market
conditions.
WACC
Future cash ows are discounted to present value using a discount rate based on a calculation of a weighted average cost of
capital (WACC). The pre-tax WACC for each CGU is calculated on basis of a risk-free rate and a risk premium, adjusted by a beta
for the software market. Adjustments for country specic risks are applied where necessary.
Sensitivity
As of December 31
st
2021, the Group’s value in use for each CGU was signicantly higher than the carrying amount of
tested goodwill in all CGUs. A sensitivity analysis has been performed in order to determine if a reasonable change in key
assumptions would cause the carrying amount to exceed the recoverable amount. Only a 10% reduction in EBITDA-margin
would indicate impairment needs for the SmartCraft Norway Group.
ANNUAL REPORT 2021
49
Estimated change in impairment
Key assumptions for 2021
Amounts in NOK (thousands) Change Cordel Norge AS
The SmartCraft
Sweden Group
The Congrid
Group
The SmartCraft
Norway Group
Pre-tax discount rate +/-1% point - - - -
Revenue growth rate +/-5% point - - - -
Net working capital +/-10% point - - - -
EBITDA-margin +/-10% point - - - (14 792)
Note 13 Intangible Assets
SmartCraft has capitalized expenses related to new research and development activities that are technically and commercially
viable for the business according to IAS 38. Activates related to maintenance of existing software have not been capitalized but
is recognized in the income statement.
Total additions in 2021 is TNOK 21 666. Depreciations and write downs came to TNOK 1 811 in 2021. TNOK 21 737 has been
recognized as R&D in the income statement (TNOK 12 819 in 2020). The directly attributable R&D costs that are capitalized
as a part of the products include the software development employee costs and an appropriate portion of the relevant
overhead costs. The costs of product development cost not fullling the criteria of capitalization are expensed over the income
statement. Amortization of capitalized development projects are included in other operating expenses in the table below.
Customer relationships
Customer relationships is related to the purchase of the Bygglet Group in 2018, the EL-Info Group in 2019, Congrid Oy in 2020,
Homerunbynet Oy and Kvalitetskontroll AS in 2021. The customer relationships are depreciated on a straight-line basis over
10-20 years as the history indicates at least 10 to 20-year average lifetime of customers. The SmartCraft Group has a signicant
number of recurring subscriptions.
Software
Software is related to the purchase of the Bygglet Group in 2018, the EL-Info Group in 2019, Congrid Oy in 2020,
Homerunbynet Oy and Kvalitetskontroll AS in 2021 where the Group acquired the Bygglet, EL-VIS, Congrid, HomeRun
and Kvalitetskontroll software. Software is depreciated on a straight-line basis over 10 years as the management expects
economic benets from the software over such period of time before the software are replaced or substituted by continuous
improvements.
Individual signicant assets are:
• Cordel: The existing Cordel software has no allocated value as asset. The new Cordel SaaS solution is included as
capitalized development but is not nalized and is not depreciated as of December 31
st
2021.
• Bygglet: Bygglet is a true-SaaS born in the cloud solution with accessibility on multiple platforms, book value
December 31
st
2021 is TNOK 13 643 and remaining useful life of 7 years.
• EL-VIS: The EL-VIS software is a modular solution oering mission critical services in the electricians’ daily operations, book
value December 31
st
2021 is TNOK 10 221 and remaining useful life of 7 years.
• Congrid: The Congrid solution is a cloud-based tool for complete project management in construction companies, book
value December 31
st
2021 is TNOK 12 102 and remaining useful life of 9 years.
ANNUAL REPORT 2021
50
• HomeRun: The HomeRun solution is a digital tool for construction project communication, document and procurement
management, book value December 31
st
2021 is TNOK 2 898 and remaining useful life of 9 years.
• Kvalitetskontroll: The Kvalitetskontroll solution is a cloud-based project management solution and quality assurance
platform for construction companies, book value December 31
st
2021 is TNOK 18 259 and remaining useful life of 9 years.
Further information can be found in note 6 for acquired intangible assets.
Amounts in NOK (thousands)
Capitalized
R&D
Customer
relationships Software Brand Total
Balance SmartCraft 01.01.2021 23 713 84 343 50 203 6 056 164 315
Additions 21 559 10 217 22 326 8 408 62 510
Capitalized employee benet expense - - - - -
Disposals - - - - -
Foreign currency translation eect (380) (4 544) (2 576) (381) (7 881)
Acquired cost 31.12.2021 44 892 90 016 69 952 14 083 218 943
Balance SmartCraft 01.01.2021 1 140 9 512 6 686 - 17 337
Amortization of the year 1 811 6 011 5 942 464 14 228
Accumulated amortization disposals - - - - -
Accumulated amortization 31.12.2021 2 951 15 523 12 628 464 31 565
Carrying value 31.12.2021 41 941 74 493 57 324 13 620 187 378
Estimated lifetime 5-10 years 10-20 years 10 years 2 years/indenite
Amortization schedule Straight line Straight line Straight line Straight line
ANNUAL REPORT 2021
51
Amounts in NOK (thousands)
Capitalized
R&D
Customer
relationships Software Brand Total
Balance SmartCraft 01.01.2020 11 872 58 487 32 860 4 600 107 818
Additions 11 579 20 160 14 227 972 46 938
Capitalized employee benet expense - - - - -
Disposals - - - - -
Foreign currency translation eect 262 5 697 3 116 484 9 559
Acquired cost 31.12.2020 23 713 84 343 50 203 6 056 164 315
Balance SmartCraft 01.01.2020 150 4 318 2 913 - 7 381
Amortization of the year 990 5 194 3 773 - 9 957
Accumulated amortization disposals - - - - -
Accumulated amortization 31.12.2020 1 140 9 512 6 686 - 17 337
Carrying value 31.12.2020 22 573 74 831 43 517 6 056 146 977
Estimated lifetime 5-10 years 10-20 years 10 years 2 years/indenite
Amortization schedule Straight line Straight line Straight line Straight line
Spesication of expensed research and development costs
Amounts in NOK (thousands) 2021 2020
Wages and personell costs 24 662 10 014
Consultancy 3 488 2 805
Total expenses 28 150 12 819
Note 14 Government Grants
Amounts in NOK (thousands) 2021 2020
Government grant booked as reduction in payroll expences 415 801
Government grant booked as reduction of the carrying value of the asset - 1 839
Total government grants 415 2 640
The 2021 government grant has been received by the company during 2021.
ANNUAL REPORT 2021
52
Note 15 Accounts Receivable
Amounts in NOK (thousands) 31.12.2021 31.12.2020
Accounts receivable 25 325 16 888
Loss allowance 742 433
Total 24 583 16 454
Accounts receivables are initially recognized at transaction price, subsequently accounted for at amortized cost and are
reviewed for impairment on an ongoing basis. Individual signicant accounts are assessed for impairment taking into
consideration indicators of nancial diculty and management assessment. The remaining receivables are impaired based
on an Estimated Credit Loss-model (ECL). The SmartCraft Group’s business model for accounts receivable is to hold the
receivables to collect the contractual cash ows.
Distribution by currency
Amounts in NOK (thousands) 31.12.2021 31.12.2020
Accounts receivable NOK 3 969 1 470
Accounts receivable SEK 16 857 12 415
Accounts receivable EUR 4 499 3 003
Total 25 325 16 888
Aging of gross trade receivables
Amounts in NOK (thousands) Total Not overdue < 30 days 30-60 days 60-90 days >90 days
31.12.2021 25 325 19 767 3 286 1 043 473 756
Loss allowance 742 68 254 89 97 235
Book value 31.12.2021 24 583 19 700 3 032 954 376 521
31.12.2020 16 888 14 867 1 783 96 29 113
Loss allowance 433 7 321 3 1 100
Book value 31.12.2020 16 454 14 860 1 462 92 27 13
01.01.2020 14 463 11 033 1 866 555 275 735
Loss allowance 550 29 8 161 1 350
Book value 01.01.2020 13 914 11 004 1 857 394 274 385
ANNUAL REPORT 2021
53
Loss and loss allowances
The Group has minor losses historically, which also is expected going forward. The Group tests for loss allowance by reviewing
historical losses against each interval of aging receivables. As of December 31
st
2021, the Group has estimated TNOK 339 in
loss allowance based on the ECL-model. In addition, the Group has other loss allowances of TNOK 403.
Amounts in NOK (thousands) 31.12.2021 31.12.2020
Opening balance 01.01. 433 350
Foreign currency translation eect (7) 5
Acquired in business combinations 150 78
Net allowance / (reversal) 166 -
Closing balance 31.12. 742 433
Realised losses 241 413
Note 16 Other Current Assets
Other current assets
Amounts in NOK (thousands) 31.12.2021 31.12.2020
Prepaid expenses 3 574 2 714
Other accruals 1 413 1 317
Total Other current asset 4 987 4 032
Other current accruals consist primarily of VAT receivables.
Note 17 Cash And Cash Equivalents
For the purpose of the consolidated statement of cash ow, cash and cash equivalents comprise the following on 31
December:
Amounts in NOK (thousands) 31.12.2021 31.12.2020
Cash at banks and on hand 153 841 77 868
Restricted cash balances 2 435 2 034
Total cash and cash equivalents 156 277 79 902
The Group has a Cash Pool with a facility of TNOK 13 000 that have not been utilized. The facility is not included in the total
cash and cash equivalents.
ANNUAL REPORT 2021
54
Distribution of cash by currency
Amounts in NOK (thousands) 31.12.2021 31.12.2020
Cash Balances NOK 69 947 8 005
Cash Balances SEK 75 884 62 419
Cash Balances EUR 10 446 9 478
Total 156 277 79 902
Changes in liabilities arising from nancing activities
Lease liabilities
Amounts in NOK (thousands) 31.12.2021 31.12.2020
Balance at the beginning of the period 16 775 16 266
Cash changes
Principal payment to lessor (6 783) (5 244)
Interest payment to lessor 556 607
Non-cash changes
Initial recognition 6 897 4 603
Accrued interest 549 -
Lease modications 26 29
Foreign currency translation eect (599) 1 121
Balance at the end of the period 16 865 16 775
Financial liabilities
Amounts in NOK (thousands) 31.12.2021 31.12.2020
Balance at the beginning of the period 236 216 180 871
Cash changes
Cash proceeds received from lender - 60 000
Principal payment to lender (235 434) (14 280)
Interest payment to lender (791) (7 144)
Non-cash changes
Acquisition Congrid Oy - 2 944
Acquisition Kvalitetskontroll 1 302 -
Delta accrued interest - 2 076
Lease modications - 208
Foreign currency translation eect (135) 4 396
Balance at the end of the period 1 158 236 216
ANNUAL REPORT 2021
55
Note 18 Accounts Payable
Amounts in NOK (thousands) 31.12.2021 31.12.2020
Accounts payable 6 501 5 567
Other - -
Total 6 501 5 567
All accounts payable to suppliers are due within 12 months.
Note 19 Other Current Liabilities
Amounts in NOK (thousands) 31.12.2021 31.12.2020
Payroll related liabilities 23 458 18 573
VAT 9 625 6 833
Accrued operating expenses 4 638 573
Earn-out for Homerunbynet Oy 8 018 -
Pre-payments from customers 2 690 2 318
Accrued payroll and bonuses 2 033 834
Other 1 145 577
Total other current liabilities 51 607 29 708
ANNUAL REPORT 2021
56
Note 20 Taxes
Calculation of deferred tax/deferred tax benet
Amounts in NOK (thousands) 2021 2020
Dierences evaluated to be oset:
Intangible assets arising from business combinations 145 236 133 714
Property, plant and equipment (620) (586)
Non-current receivables 6 310 573
Other dierences 1 262 (241)
Total 152 189 133 459
Deferred tax assets (-) - -
Deferred tax (+) 34 637 28 993
Deferred tax (-) / tax assets (+) in balance sheet of 31.12.
Tax assets (-)/ deferred tax (+) Norwegian companies 8 455 349
Tax assets (-)/ deferred tax (+) foreign companies 26 182 28 644
Total tax assets (-) / deferred tax (+) 34 637 28 993
ANNUAL REPORT 2021
57
Basis for income tax expense, changes in deferred tax and tax payable
Amounts in NOK (thousands) 2021 2020
Total tax expense for the period
Taxes payable on this years prot 12 822 13 770
Adjusted allocated tax from last year - -
Change in deferred tax for Norwegian companies 1 776 397
Change in deferred tax for foreign companies (2 427) (870)
Total 12 171 13,297
Tax rate 22 % 22 %
Taxes payable for the year
Prot before tax 48 867 52 438
Permanent dierences 22 082 12 062
Change in temporary dierences 1 534 589
Utilisation of previously unrecognised tax losses (10 608) -
Basis for taxes payable 61 876 65 088
Specication of taxes payable
Taxes payable on this years prot 12 628 13 770
Advance tax payment, foreign companies 427 (3 735)
Tax reduction by SkatteFunn grant - (2 640)
Tax obligation related to merger or acquisition 16 658
Carried forward tax compensation 1 146 -
Total taxes payable 14 216 8 053
Reconciling the tax cost
Earnings before tax 48 867 52 438
Calculated tax at 22 % 10 751 11 536
Tax result permanent dierences and tax rate dierence 1 420 1 761
Tax expense 12 171 13 297
Deferred tax assets are recognized when the Group can document future taxable prots to utilize the tax asset per company.
The deferred tax asset is recognized for the amount corresponding to the expected taxable prot based on the convincing
evidence. The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that
convincing evidence no longer exists for the utilization. Unrecognized deferred tax assets are reassessed at each reporting
date and are recognized to the extent that convincing evidence exists supporting that taxable prots will allow the deferred tax
asset to be recovered. The actual outcome of future tax costs may deviate from these estimates.
ANNUAL REPORT 2021
58
Note 21 Other Operating Expenses
Amounts in NOK (thousands) 2021 2020
Miscellaneous oce expenses 2 169 1 515
Short term and low value leases* 2 488 1 308
Fixtures and ttings 3 496 1 911
External services 32 831 6 323
Travel 3 206 2 790
Marketing 7 179 6 202
Loss on receivables 489 413
Transaction costs on acquisitions 5 775 3 106
Other 4 965 1 627
Total 62 598 25 197
*SmartCraft leases oce spaces in an oce community in Sweden where both parties have mutual right to terminate or make changes on short term
basis. These leases are exempt from recognition requirements in IFRS 16 and as such these lease payments are expensed as other operating cost.
In connection with the IPO in June 2021 the Group expensed TNOK 21 737 in external services, additionally the Group booked
TNOK 16 497 directly against equity.
Audit fees
The Group has the following audit related fees, provided by our elected auditor, included in the legal and audit fees in the table
above (all gures excl. VAT). The table below shows the cash paid to auditors of the dierent entities in 2020 and 2021. Other
audit related services in 2021 are mainly related to the IPO process during 2021.
Amounts in NOK (thousands) 2021 2020
Statutory audit 653 412
Other audit related services 2 409 110
Tax consultant services - 176
Other non-assurance services 125 218
Total 3 187 916
ANNUAL REPORT 2021
59
Note 22 Financial Items
Amounts in NOK (thousands) 2021 2020
Interest income 783 361
Exchange rate gains 4 830 7 615
Other nancial income 2 53
Financial income 5 615 8 029
Interest expense 5 753 9 397
Interest expense on lease liabilties 565 607
Exchange rate losses 7 154 4 894
Other nancial expense 864 302
Financial expense 14 334 15 201
Net nancial items (8 720) (7 172)
The Group had December 31
st
2020 a loan facility with a hybrid interest rate. The hybrid interest rate was in the money as of
December 31
st
2020. The value of the hybrid interest rate in 2020 was TNOK -569. The loan facility was repaid during 2021.
Note 23 Tangible Assets
Tangible assets consisting of oce equipment and vehicles are recognized at acquisition cost. The carrying value is comprised
of the historical cost less accumulated depreciation and accumulated impairment losses (if any). Oce buildings consist
of leased assets (right-of-use assets). The Group has contracts divided into the categories oce buildings, vehicles and
machinery. Short-term and low-value leases are excluded from the lease accounting. When measuring leases, SmartCraft
includes xed lease payments for extension periods reasonably certain to be used. As a practical expedient, non-lease
components are not separated from lease contracts, and not recognized but expensed in the period when the lease expense
is incurred. Judgement is applied in assessing whether renewal options are reasonably certain to be utilized. See note 27 for
the specication of the current and non-current lease liabilities.
Depreciation expenses are measured on a straight-line basis over the estimated useful life of the asset, commencing when the
asset is ready for its intended use.
At each nancial year-end SmartCraft reviews the residual value and useful life of its assets, with any estimate changes
accounted for prospectively over the remaining useful life of the asset.
ANNUAL REPORT 2021
60
Amounts in NOK (thousands) Vehicles Oce equipment Total
Balance SmartCraft 01.01.2021 - 8 496 8 496
Additions - 397 397
Acquisitions of a subidiary 1 424 442 1 866
Disposals - (137) (137)
Foreign currency translation eect - (217) (217)
Acquried cost 31.12.2021 1 424 8 981 10 405
Accumulated depreciation and impairment
Balance SmartCraft 01.01.2021 - 4 143 4 143
Depreciation of the year 146 1 384 1 530
Impairment of the year - - -
Accumulated depreciation disposals - - -
Accumulated depreciation and impairments 31.12.2021 146 5 527 5 673
Carrying value 31.12.2021 1 278 3 454 4 732
Amounts in NOK (thousands) Vehicles Oce equipment Total
Balance SmartCraft 01.01.2020 - 6 865 6 865
Additions - 1 280 1 280
Acquisitions of a subidiary - - -
Disposals - - -
Foreign currency translation eect - 351 351
Acquried cost 31.12.2020 - 8 496 8 496
Accumulated depreciation and impairment
Balance SmartCraft 01.01.2020 - 2 418 2 418
Depreciation of the year - 1 725 1 725
Impairment of the year - - -
Accumulated depreciation disposals - - -
Accumulated depreciation and impairments 31.12.2020 - 4 143 4 143
Carrying value 31.12.2020 - 4 353 4 353
ANNUAL REPORT 2021
61
Amounts in NOK (thousands)
Oce
buildings
(Right-of-use
assets)
Vehicles
(Right-of-use
assets)
Machinery
(Right-of-use
assets) Total
Balance SmartCraft 01.01.2021 23 653 2 456 645 26 754
Additions - 1 913 - 1 913
Acquisitions of a subidiary 5 194 - - 5 194
Disposals - - - -
Foreign currency translation eect (583) (84) - (667)
Acquried cost 31.12.2021 28 264 4 286 645 33 195
Accumulated depreciation and impairment
Balance SmartCraft 01.01.2021 8 262 1 059 322 9 643
Depreciation of the year 5 366 962 215 6 543
Impairment of the year - - - -
Accumulated depreciation disposals - - - -
Accumulated depreciation and impairments 31.12.2021 13 628 2 021 537 16 186
Carrying value 31.12.2021 14 636 2 265 108 17 009
Amounts in NOK (thousands)
Oce
buildings
(Right-of-use
assets)
Vehicles
(Right-of-use
assets)
Machinery
(Right-of-use
assets) Total
Balance SmartCraft 01.01.2020 18 608 1 377 645 20 630
Additions 4 037 1 004 - 5 042
Acquisitions of a subidiary - - - -
Disposals - - - -
Foreign currency translation eect 1 008 75 - 1 082
Acquried cost 31.12.2020 23 653 2 456 645 26 754
Accumulated depreciation and impairment
Balance SmartCraft 01.01.2020 3 570 364 108 4 042
Depreciation of the year 4 692 695 215 5 602
Impairment of the year - - - -
Accumulated depreciation disposals - - - -
Accumulated depreciation and impairments 31.12.2020 8 262 1 059 322 9 643
Carrying value 31.12.2020 15 391 1 397 323 17 111
ANNUAL REPORT 2021
62
Interest expense relating to lease recognized in the income statement for 2021 was TNOK 565 and NOK 607 in 2020. Total
cash outows for leases in 2021 was TNOK 6 854 and NOK 5 851 in 2020.
The SmartCraft Group has a few leases that are not accounted for as right-of-use assets and lease liabilities at the balance
sheet date because they are exempted as low-value or short-term leases. The amount of the future minimum lease payments
due under these leases is considered to not be material. For 2021 the total expenses related to contracts with exception for
short-term leases or low-value assets were TNOK 1 174. Next years obligations related to contracts with exception from
IFRS 16 is TNOK 534.
The Group has not included any extension options in recognizing right-of-use assets and lease liabilities, based on the high
level of uncertainty regarding future needs.
Note 24 Subsidiaries And Shareholders
The consolidated Group nancial statements include the nancial statements of SmartCraft ASA and the subsidiaries listed in
the following table:
Ownership Voting rights Acquired Location
Functional
currency
Cordel Norge AS 100 % 100 % 2017 Ålesund, Norway NOK
SmartCraft Norway AS 100 % 100 % 2021 Hønefoss, Norway NOK
Kvalitetskontroll AS (indirect) 100 % 100 % 2021 Rong, Norway NOK
SmartCraft Sweden AB 100 % 100 % 2018 Gothenburg, Sweden SEK
Bygglet AB (indirect) 100 % 100 % 2018 Gothenburg, Sweden SEK
El-Info i Växjö AB (indirect) 100 % 100 % 2019 Växjö, Sweden SEK
Congrid Oy 100 % 100 % 2020 Helsinki, Finland EUR
Homerunbynet Oy (indirect) 100 % 100 % 2021 Helsinki, Finland EUR
All subsidiaries follow the same nancial calendar as the Group with yearend on December 31
st
.
As of December 31
st
2021, SmartCraft ASA had a share capital of NOK 1 715 223 distributed in 171 522 305 common shares,
each with a nominal value of NOK 0.01. Each share grants 1 voting right.
It was performed a split of shares with a ratio of 1:100 May 25
th
2021. All preference shares were redeemed June 21
st
2021.
There have subsequently been performed three capital increases during 2021. First related to the listing on Oslo Stock
Exchange, June 22
nd
2021 and the Greenshoe option July 5
th
2021 and the acquisition of Kvalitetskontroll AS, July 9
th
2021.
ANNUAL REPORT 2021
63
SmartCraft ASA shareholders as of December 31
st
2021
Shareholders
Number of
common shares
Percent of
shareholding
Valedo Partners III AB 67 903 692 39.6 %
State Street Bank and Trust Comp 27 367 766 16.0 %
B. Ulstein AS 10 736 010 6.3 %
Skandinaviska Enskilda Banken AB 5 956 017 3.5 %
J.P. Morgan Bank Luxembourg S.A. 5 851 193 3.4 %
The Northern Trust Comp, London Br 5 193 229 3.0 %
Brown Brothers Harriman & Co. 4 022 429 2.3 %
Swedbank AB 3 925 509 2.3 %
Nordea Bank Abp 3 452 911 2.0 %
Svenska Handselsbanken AB 3 260 888 1.9 %
BNP Paribas Securities Services 3 175 105 1.9 %
HSBC Bank Plc 2 920 306 1.7 %
JPMorgan Chase Bank, N.A., London 2 554 459 1.5 %
Clearstream Banking S.A. 2 011 788 1.2 %
Nordnet Bank AB 1 817 147 1.1 %
Gunnar Haglund, Chairman of the Board via Skarvhaugen Förvaltning 1 004 800 0.6 %
Marianne Bergmann Røren, Board member 5 617 0.0 %
Maria Danell, Board member 5 617 0.0 %
Christine Skogster Stange, Board member 589 0.0 %
Gustav Line, CEO (via Line Invest AS) 2 078 025 1.2 %
Kjartan Bø, CFO (via KBI AS) 298 000 0.2 %
Christian Saleki, CTO 18 149 0.0 %
Other (< 1%) 17 963 059 10.5 %
Total 171 522 305 100.0 %
ANNUAL REPORT 2021
64
SmartCraft ASA shareholders as of December 31
st
2020
Shareholders
Number of
common
shares
Number of
preference
shares
Total number
of shares
Percent of
shareholding
Valedo Partners III AB 910 779 2 125 154 3 035 933 67.5 %
Bernt Ulstein, Board member (via B. Ulstein AS) 144 000 336 000 480 000 10.7 %
Armada Mezzanine Fund IV Ky 25 968 60 592 86 560 1.9 %
Hanna Konyi 25 409 57 713 83 122 1.8 %
Mats Eriksson Småland AB 23 975 55 941 79 916 1.8 %
Tjenssen AS 21 596 50 390 71 986 1.6 %
Gustav Line, CEO (via Line Invest AS) 27 707 33 054 60 761 1.4 %
Bjørn Kristian Bentzen, Board member (via Spijker AS) 9 152 17 354 26 506 0.6 %
Arild Bødal, Board member (via AHB Invest AS) 8 248 15 244 23 492 0.5 %
Gunnar Haglund, Board member (via Skarvhagen
Förvaltning AB)
10 048 13 444 23 492 0.5 %
Gaute Engbakk, Chairman of the Board (via Antares
Group AS)
6 250 7 916 14 166 0.3 %
Kjartan Bø, CFO (via KBI AS) 2 730 5 329 8 059 0.2 %
Other (< 1%) 171 962 330 768 502 730 11.2 %
Total 1 387 824 3 108 899 4 496 723 100.0 %
Note 25 Earning Per Share
Amounts in NOK (thousands) 2021 2020
Prot for the year due to holders of shares 35 793 39 140
Prot allocated to redeemed preferance shares 7 282 15 189
Prot for the year allocated to common shares 28 510 23 951
Average numbers of common shares 155 857 151 135 722 423
Earning per share and diluted earnings per share NOK 0.18 NOK 0.18
Increase in average number of common shares is due to split of shares 1:100 and capital increases performed during 2021.
The split of shares have had an retroactive eect on the calculation of the average number of common shares.
2020 Number of shares Ytd average Number of days
01.01.2020 1 351 623 81 245 22
22.01.2020 1 355 489 148 141 40
02.03.2020 1 357 759 1 124 046 303
30.12.2020 1 387 824 3 792 1
Shares outstanding 31.12 1 387 824 1 357 224 366
ANNUAL REPORT 2021
65
2021 Number of shares Ytd average Number of days
01.01.2021 138 782 400 65 779 055 173
23.06.2021 167 209 366 5 497 294 12
05.07.2021 171 016 687 1 874 155 4
09.07.2021 171 522 305 82 706 646 176
Shares outstanding 31.12 171 522 305 155 857 151 365
SmartCraft ASA had preference shares that were redeemed June 21
st
2021. Preference shares had a maximum yearly return
of NOK 5 per share. With the split of shares from January 1
st
2021 the prot for the redeemed shares for 2021 is estimated to
TNOK 7 282. Estimated prot for preference shares in 2020 is estimated to TNOK 15 189.
As of December 31
st
2021, the SmartCraft Group has no share options, share incentive schemes or employee share purchase
programs.
Note 26 Related Parties
The sales to and purchases from related parties are made at arm’s length prices. Outstanding balances at the year-end are
unsecured, interest free and settlement occurs in cash. There have been no guarantees provided or received for any related
party receivables or payables.
The following are the signicant related party activities for the SmartCraft Group during 2020 and 2021. All transactions are at
arm’s length market prices.
• B. Ulstein AS is wholly-owned by Bernt Ulstein and his family. B. Ulstein AS the third largest shareholder in SmartCraft ASA.
Bernt Ulstein was a full-time employee in a Group company till August 31
st
2019. From September 1
st
2019 Bernt Ulstein,
through B. Ulstein AS, has an hourly based consultancy contract with a Group company. Bernt Ulstein is also a member
of the Board of Directors and remuneration committee, for which he receives remuneration. Bernt did not receive any
remuneration during 2020.
Note 27 Current And Non-Current Financial Liabilities
Current nancial liabilities
Amounts in NOK (thousands) 31.12.2021 31.12.2020
Current portion of loan facilities - 64 087
Accrued interest - 790
Other 6 952 6 047
Total current nancial liabilities at 31.12 6 951 70 923
ANNUAL REPORT 2021
66
Non-current nancial liabilities
Amounts in NOK (thousands) Lease liabilities Financial liabilities Total
1-2-years 6 030 257 6 287
2-3 years 2 105 257 2 361
3-4 years 919 134 1 053
4-5 years 681 121 802
More than 5 years 1 143 132 1 275
Total undiscounted nancial liabilities at 31.12 18 046 1 158 19 204
Covenants
Financial liabilities at December 31
st
2021 is external loans related to acquisition of vehicles in Kvalitetskontroll AS. The Group
has no covenants regarding its nancial liabilities.
Collateral
As security for the Group’s nancial liabilities, Kvalitetskontroll AS has provided the vehicles as collateral. Booked value for the
vehicles was TNOK 1 278 as of December 31
st
2021.
Note 28 Subsequent Events
The start of the war in Ukraine in February 2022 has had an impact on the global economy that could also aect the
SmartCraft Group’s revenue and operating costs going forward in 2022. Although uncertainty is high as of the date of
publishing the Annual report, we see no signicant impact on the Group. The sanctions introduced by the government has
relatively limited eect on Group operations nor do we see any signicant eects on our customers’ customers.
There have been no signicant subsequent events that could aect the Group nancial statements as of 31
st
December 2021.
ANNUAL REPORT 2021
67
Alternative Performance Measures (APMs)
The following terms are used by the Group in denitions of APMs:
• EBITDA: Is dened as operating income before depreciation of tangible and intangible non-current assets.
• Adjusted EBITDA: Is dened as EBITDA adjusted for special operating items that distorts comparison, such as acquisition
related expenses, listing preparation costs and other items which are special in nature compared to ordinary operational
income or expenses.
• Adjusted EBITDA margin (%): Is dened as Adjusted EBITDA divided by sales, expressed as a percentage.
• Adjusted EBITDA – Capex margin (%): Is dened as Adjusted EBITDA – R&D capex divided by sales, expressed as a
percentage.
• Annual Recurring Revenue (“ARR”): Is dened as a 12 month subscription value of the Group’s customer base at the
end of the reporting period. The ARR metric only includes xed price subscriptions.
• Recurring Revenue (%): Is dened as subscription revenue generated over the historical period divided by sales for the
same period, expressed as a percentage. Recurring Revenue includes both xed price and transaction-based subscription
revenues.
• Average Revenue Per Customer (“ARPC”): Is dened as the annualized monthly total operating revenue divided by the
number of customers at the end of the month.
• Churn Rate (%): Is a measure of loss of ARR on a rolling 12-month basis, expressed as a percentage of average monthly
ingoing ARR for the same 12-month period.
ANNUAL REPORT 2021
68
Amounts in NOK (thousands) 2021 2020
Revenue from customers 270 762 195 941
Total operating revenue 270 762 195 941
Amounts in NOK (thousands) 2021 2020
EBITDA 80 606 76 663
Adjustments of special items 27 857 4 271
Adjusted EBITDA 108 463 80 934
EBITDA-margin 29.8 % 39.1 %
Adjusted EBITDA-margin 40.1 % 41.3 %
Amounts in NOK (thousands) 2021 2020
Adjusted EBITDA 108 463 80 934
Capitalized development expenses 21 737 11 579
Adjusted EBITDA - CAPEX margin 32.0 % 35.4 %
2021 2020
Annual Recurring Revenue (ARR) (EoP) TNOK 266 843 204 589
Recurring revenue 94.9 % 93.0 %
Average Revenue per Customer (ARPC) NOK 26 994 23 063
Churn rate (Annualized / R12m) 6.3 % 5.7 %
ANNUAL REPORT 2021
69
Financial statements - SmartCraft ASA
Revenue statement
Amounts in NOK (thousands) Note 2021 2020
Operating income and operating expenses
Revenue 9 8 292 3 662
Total income 8 292 3 662
Employee benets expense 10 8 519 5 617
Other expenses 10, 13 23 197 1 252
Total expenses 31 716 6 869
Operating prot (23 424) (3 208)
Financial income and expenses
Income from subsidiaries 64 194 19 972
Interest income from group companies 1 553 1 283
Other interest income 12 219 211
Other nancial income 12 4 821 9 604
Interest expense to group companies 255 697
Other interest expenses 12 5 639 9 379
Other nancial expenses 12 8 059 5 075
Net nancial items 56 834 15 919
Net prot before tax 33 410 12 711
Income tax expense 7 1 205 2 804
Net prot after tax 32 206 9 907
Net prot or loss 5 32 206 9 907
Other equity 32 206 9 907
Total 32 206 9 907
ANNUAL REPORT 2021
70
Balance sheet
Assets
Amounts in NOK (thousands) Note 2021 2020
Non-current assets
Non-current nancial assets
Investments in subsidiaries 1 488 123 486 593
Total non-current nancial assets 488 123 486 593
Total non-current assets 488 123 486 593
Current assets
Debtors
Accounts receivables 2 - 3 662
Other short-term receivables 113 -
Receivables from group companies 2 104 814 88 784
Total receivables 104 927 92 446
Cash and cash equivalents 4 68 242 6 192
Total current assets 173 169 98 638
Total assets 661 292 585 231
ANNUAL REPORT 2021
71
Equity and liabilities
Amounts in NOK (thousands) Note 2021 2020
Equity
Contributed equity
Share capital 6 1 715 4 497
Share premium reserve 605 893 244 193
Total contributed equity 607 608 248 690
Retained earnings
Other equity 46 547 14 341
Total retained earnings 46 547 14 341
Total equity 5 654 155 263 031
Liabilities
Deferred tax 7 1 388 183
Total provisions 1 388 183
Other non-current liabilities
Liabilities to nancial institutions 3 - 113 813
Other non-current liabilities 3 - 57 526
Total non-current liabilities - 171 339
Current liabilities
Liabilities to nancial institutions - 61 142
Trade payables 1 201 1 590
Tax payable 7 1 146 2 850
Public duties payable 696 304
Liabilities to group companies 2 - 82 644
Other current liabilities 3, 8 2 706 2 148
Total current liabilities 5 749 150 678
Total liabilities 7 137 322 201
Total equity and liabilities 661 292 585 231
ANNUAL REPORT 2021
72
Gothenburg April 25
th
2022
Board of Directors, SmartCraft ASA
Gunnar Haglund
Chairman
Carl Ivarsson
Board member
Christina Skogster Stange
Board member
Bernt Ulstein
Board member
Allan Engström
Board member
Marianne Bergmann Røren
Board member
Maria Danell
Board member
Gustav Line
Chief Executive Ocer
ANNUAL REPORT 2021
73
Indirect cash ow
Amounts in NOK (thousands) Note 2021 2020
Cash ows from operating activities
Prot/loss before tax 33 410 12 711
Tax paid 7 (1 705) (1 034)
Change in accounts receivable 3 662 (3 662)
Change in accounts payable (389) 1 587
Eect of exchange rate uctuations - (5 009)
Items classied as investment or nancing activities 5 639 (12 820)
Change in other accrual items 837 4 924
Net cash ows from operating activities 41 455 (3 304)
Cash ows from investment activities
Payments to buy shares and participations in other companies (1 530) (79 230)
Group contributions 19 972 20 572
Net cash ows from investment activities 18 442 (58 659)
Cash ows from nancing activities
Proceeds from the issuance of new long-term liabilities - 60 000
Repayment of long-term liabilities (232 481) (14 280)
Proceeds from equity 5 567 891 500
Repayments of equity 5 (208 973) -
Change in intercompany debt (127 839) 11 915
Change in cashpool account 9 193 17 398
Interest paid (5 639) (7 751)
Other nancial items - 208
Net cash ows from nancing activities 2 152 67 991
Net change in cash and cash equivalents 62 050 6 028
Cash and cash equivalents at the start of the period 6 192 164
Cash and cash equivalents at the end of the period 68 242 6 192
ANNUAL REPORT 2021
74
Accounting principles
The annual accounts have been prepared in conformity with the provisions of the Accounting Act and good accounting
practice.
Use of estimates
In the preparation of the annual accounts estimates and assumptions have been made that have aected the prot and loss
account and the valuation of assets and liabilities, and uncertain assets and liabilities on the balance sheet date in accordance
with generally accepted accounting practice. Areas which to a large extent contain such subjective evaluations, a high degree
of complexity, or areas where the assumptions and estimates are material for the annual accounts, are described in the notes.
Revenues
Services are posted as income as they are delivered. The company provide management services for the other companies in
the SmartCraft Group.
Tax
The tax charge in the prot and loss account consists of tax payable for the period and the change in deferred tax. Deferred
tax is calculated at the tax rate at 22% on the basis of tax-reducing and tax-increasing temporary dierences that exist
between accounting and tax values, and the tax loss carried forward at the end of the accounting year. Tax-increasing and tax-
reducing temporary dierences that reverse or may reverse in the same period are set o and entered net. The net deferred
tax receivable is entered on the balance sheet to the extent that it is likely that it can be utilised.
Classication and valuation of current assets
Current assets and short-term liabilities consist normally of items that fall due for payment within one year of the balance
sheet date, as well as items related to the stock cycle. Current assets are valued at the lower of acquisition cost and fair value.
Short-term liabilities are entered on the balance sheet at the nominal amount at the time of the transaction.
Subsidiaries and associated companies
Subsidiaries and associated companies are valued using the cost method in the company accounts. The investment is valued
at acquisition cost for the shares unless a write-down has been necessary. A write-down to fair value is made when a fall in
value is due to reasons that cannot be expected to be temporary and such write-down must be considered as necessary in
accordance with good accounting practice. Write-downs are reversed when the basis for the write-down is no longer present.
Dividends, group contributions and other distributions from subsidiaries are posted to income in the same year as provided
for in the distributor’s accounts. To the extent that dividends/ group contributions exceed the share of prots earned after the
date of acquisition, the excess amounts represents a repayment of invested capital, and distributions are deducted from the
investment’s value in the balance sheet of the parent company.
Receivables
Receivables from customers and other receivables are entered at par value after deducting a provision for expected losses.
The provision for losses is made on the basis of an individual assessment of the respective receivables. In addition an
unspecied provision is made to cover expected losses on claims in respect of customer receivables.
ANNUAL REPORT 2021
75
Revenues
Income from the sale of goods is recognised on the date of delivery. Services are posted as income as they are delivered.
Cash ow statement
The cash ow statement has been prepared using the indirect method. Cash and cash equivalents consist of cash, bank
deposits and other short-term, liquid investments.
Note 1 Subsidiaries, associated companies etc.
Sub. Oce
Acquisition
registered
Ownership
interest Book value
Share of
equity cap.
Share of
result
Cordel Norge AS Ålesund, NOR 2017 100% 247 388 31 178 31 088
SmartCraft Sweden AB Göteborg, SWE 2018 100% 144 728 51 064 24 203
Congrid Oy Helsinki, FIN 2020 100% 95 948 8 161 4 249
Bygglet AB Göteborg, SWE 2018 100% - 11 332 25 807
El-Info i Växsjö AB Växsjö. SWE 2019 100% - 33 025 14 454
Homerunbynet Oy Helsinki, FIN 2021 100% 60 1 356 1 287
SmartCraft Norway AS Hønefoss, NOR 2021 100% - 40 (324)
Kvalitetskontroll AS Rong, NOR 2021 100% - 3 376 2 526
Total 488 123
Investments in subsidiaries are recognised according to the cost method in the company’s nancial statements.
Prot in foreign subsidiaries is converted to the average exchange rate for 2021, equity is converted to the closing rate at
December 31
st
2021.
Note 2 Intercompany items between companies in the same group etc.
Customer receivables Other receivables
Amounts in NOK (thousands) 2021 2020 2021 2020
Companies in the same group - - 193 197 88 784
Total - - 193 197 88 784
Debt to suppliers Other long-term liabilities
Amounts in NOK (thousands) 2021 2020 2021 2020
Companies in the same group - - 88 383 82 644
Total - - 88 383 82 644
ANNUAL REPORT 2021
76
Note 3 Receivables and liabilities
Long-term debt with a maturity later than 5 years 2021 2020
Debt to credit institutions - -
Other long-term debt - -
Total - -
Secured total debt - 212 172
Charged assets:
Investments in subsidiaries - 486 593
Customer receivables (max 50 mNOK) - 3 662
Total - 490 255
Note 4 Bank deposits
Funds standing on the tax deduction account (restricted funds) are TNOK 268.
SmartCraft ASA is the owner of the Cash Pool organized together with Cordel Norge AS and SmartCraft Norway AS. The Cash
Pool has an unused facility of TNOK 13 000.
Note 5 Equity
Amounts in NOK (thousands) Share capital Share premium
Other equity
capital
Total equity
capital
Pr. 31.12.2020 4 497 244 193 14 341 263 031
Capital decrease 21.06.2021 (3 109) (205 864) - (208 973)
Capital increase 22.06.2021 284 489 219 - 489 503
Capital increase 05.07.2021 38 67 732 - 67 770
Capital increase 09.07.2021 5 10 613 - 10 618
Result of the year 32 206 32 206
Pr 31.12.2021 1 715 605 893 46 547 654 155
ANNUAL REPORT 2021
77
Note 6 Shareholders
Share capital in Smartcraft ASA pr. December 31
st
2021 consists of:
Total Nominal value Share capital
Common shares 171 522 305 0.01 1 715
Total 171 522 305 1 715
There have been performed a split of the shares in the company in 2021 with the ratio 1:100.
Shareholders
The largest shareholders as of December 31
st
2021 were:
Shareholders
Number of
common shares
Percent of
shareholding
Valedo Partners III AB 67 903 692 39.6 %
State Street Bank and Trust Comp 27 367 766 16.0 %
B. Ulstein AS 10 736 010 6.3 %
Skandinaviska Enskilda Banken AB 5 956 017 3.5 %
J.P. Morgan Bank Luxembourg S.A. 5 851 193 3.4 %
The Northern Trust Comp, London Br 5 193 229 3.0 %
Brown Brothers Harriman & Co. 4 022 429 2.3 %
Swedbank AB 3 925 509 2.3 %
Nordea Bank Abp 3 452 911 2.0 %
Svenska Handselsbanken AB 3 260 888 1.9 %
BNP Paribas Securities Services 3 175 105 1.9 %
HSBC Bank Plc 2 920 306 1.7 %
JPMorgan Chase Bank, N.A., London 2 554 459 1.5 %
Clearstream Banking S.A. 2 011 788 1.2 %
Nordnet Bank AB 1 817 147 1.1 %
Gunnar Haglund, Chairman of the Board via Skarvhaugen Förvaltning 1 004 800 0.6 %
Marianne Bergmann Røren, Board member 5 617 0.0 %
Maria Danell, Board member 5 617 0.0 %
Christine Skogster Stange, Board member 589 0.0 %
Gustav Line, CEO (via Line Invest AS) 2 078 025 1.2 %
Kjartan Bø, CFO (via KBI AS) 298 000 0.2 %
Christian Saleki, CTO 18 149 0.0 %
Other (< 1%) 17 963 059 10.5 %
Total 171 522 305 100.0 %
SmartCraft ASA is the parent company in the SmartCraft Group and prepares consolidated accounts which can be handed out
at the company’s oces in Hvervenmoveien 45, 3511 Hønefoss.
ANNUAL REPORT 2021
78
Note 7 Tax
This year’s tax expense
Amounts in NOK (thousands) 2021 2020
Entered tax on ordinary prot/loss:
Payable tax - 2 850
Changes in deferred tax 1 205 (46)
Tax expense on ordinary prot/loss 1 205 2 804
Taxable income:
Ordinary result before tax 33 410 12 711
Permanent dierences (47 127) (19 936)
Changes in temporary dierences (5 477) 208
Received intra-group contribution 19 194 19 972
Taxable income - 12 956
Payable tax in the balance:
Payable tax on this year's result (3 077) (1 544)
Payable tax on received Group contribution 4 223 4 394
Total payable tax in the balance 1 146 2 850
Calculation of eective tax rate
Prot before tax 33 410 12 711
Calculated tax on prot before tax 7 350 2 796
Tax eect of permanent dierences (6 145) 8
Total 1 205 2 804
Eective tax rate 3.6 % 22.1 %
The tax eect of temporary dierences that has formed the basis for deferred tax and deferred tax advantages, specied on
type of temporary dierences
Amounts in NOK (thousands) 2021 2020 Dierence
Long-term receivables and liabilities in foreign currency 6 310 - (6 310)
Other dierences - 833 833
Total 6 310 833 (5 477)
Basis for deferred tax 6 310 833 (5 477)
Deferred tax (22 %) 1 388 183 (1 205)
ANNUAL REPORT 2021
79
Note 8 Provisions for liabilities
Long-term provisions
Amounts in NOK (thousands) Total
Balance 31.12.2021 -
Short-term provisions
Amounts in NOK (thousands) Accrued costs Total
Balance 01.01.2021 2 148 2 148
Provisions 2 706 2 706
Provisions utilised (2 148) (2 148)
Balance 31.12.2021 2 706 2 706
There are no contingent liabilites as of December 31
st
2021.
Note 9 Sales income
Amounts in NOK (thousands) 2021 2020
By business area
Management services 8 292 3 662
Total 8 292 3 662
Geographic breakdown
Norway 3 618 1 676
Sweden 3 377 1 935
Finland 1 297 51
Total 8 292 3 662
ANNUAL REPORT 2021
80
Note 10 Salary costs and benets, remuneration to the chief executive,
board and auditor
Salary cost
Amounts in NOK (thousands) 2021 2020
Salaries 5 972 4 947
Employment tax 827 579
Pension costs 94 70
Other benets 1 626 22
Total 8 519 5 617
In 2021 the company employed 4 full time employees.
Pension liabilities
The company is liable to maintain an occupational pension scheme under the Mandatory Occupational Pensions Act. The
company’s pension schemes are dened contribution schemes and satisfy the requirements of this Act.
Remuneration to leading personnel
Amounts in NOK (thousands) 2021 2020
Salaries 2 095 0
Pension costs 62 0
Other remuneration 761 1 190
Total 2 918 1 190
SmartCraft ASA has prepared a report for remuneration to leading personnel in accordance with the Accounting Act § 7-31b.
Auditor
Audit fees expensed for 2021 amount to TNOK 320 ex. vat. In addition there is a fee for other services of TNOK 1 463 ex. vat
and TNOK 946 incl. vat. Other services are mainly related to the IPO prepared in the rst part of 2021.
Note 11 Financial market risk
Smartcraft ASA have a limited activity other then management of group companies.
Credit risk
The company has a credit risk related to receivables from group companies. The risk of a counterpart not having the nancial
capacity to full its obligations is considered to be low. Historically, there have been no losses on intercompany receivables.
ANNUAL REPORT 2021
81
Currency risk
The company’s currency exposure is related to intercompany balances being booked in the local currency of the counterpart.
As of December 31
st
2021 SmartCraft ASA has nancial liabilities of TEUR 318 and TSEK 28 218, and nancial assets of
TEUR 3 831 and TSEK 59 589. The exposure of foreign currency is concidered low.
Amounts in NOK (thousands)
Amount
31.12.2021
Eect on EBT
+/- 5%
Eect on EBT
+/- 5%
Foreign exchange risk sensitivity
Financial assets in foreign currency 96,334 4,817 (4,817)
Financial liabilities in foreign currency (30,673) (1,534) 1,534
Total 65,661 3,283 (3,283)
Note 12 Items that are aggregated in the accounts
Finacial income
Amounts in NOK 2021 2020
Interest income from companies in the same group 1 553 1 283
Other interest income 219 211
Total nancial income 1 773 1 494
Financial costs
Amounts in NOK 2021 2020
Interest costs from companies in the same group 255 697
Other interest costs 5 639 9 379
Other nancial costs 953 290
Total nancial costs 6 847 10 367
Note 13 Individual transactions
In 2021 the company has been through a Initial Public Oering process and the subsequent listing on Oslo Stock Exchange.
The annual account for 2021 inlcludes costs related to the process of TNOK 21 528 which has been posted to other operating
expenses.
ANNUAL REPORT 2021
82
Audit report
PricewaterhouseCoopers AS, Dronning Eufemias gate 71, Postboks 748 Sentrum, NO-0106 Oslo
T: 02316, org. no.: 987 009 713 MVA, www.pwc.no
Statsautoriserte revisorer, medlemmer av Den norske Revisorforening og autorisert regnskapsførerselskap
To the General Meeting of SmartCraft ASA
Independent Auditor’s Report
Report on the Audit of the Financial Statements
Opinion
We have audited the financial statements of SmartCraft ASA, which comprise:
• The financial statements of the parent company SmartCraft ASA (the Company), which
comprise the balance sheet as at 31 December 2021, the revenue statement and indirect cash
flow statement for the year then ended, and notes to the financial statements, including a
summary of significant accounting policies, and
• The consolidated financial statements of SmartCraft ASA and its subsidiaries (the Group),
which comprise the Statement of Financial Position as at 31 December 2021, the Statement of
Comprehensive Income, Statement of Changes in Equity and Cash Flow Statement for the year
then ended, and notes to the financial statements, including a summary of significant
accounting policies.
In our opinion:
• the financial statements comply with applicable statutory requirements,
• the financial statements give a true and fair view of the financial position of the Company as at
31 December 2021, and its financial performance and its cash flows for the year then ended in
accordance with the Norwegian Accounting Act and accounting standards and practices
generally accepted in Norway, and
• the financial statements give a true and fair view of the financial position of the Group as at 31
December 2021, and its financial performance and its cash flows for the year then ended in
accordance with International Financial Reporting Standards as adopted by the EU.
Our opinion is consistent with our additional report to the Audit Committee.
Basis for Opinion
We conducted our audit in accordance with International Standards on Auditing (ISAs). Our
responsibilities under those standards are further described in the Auditor’s Responsibilities for the
Audit of the Financial Statements section of our report. We are independent of the Company and the
Group as required by laws and regulations and the International Ethics Standards Board for
Accountants’ International Code of Ethics for Professional Accountants (including International
Independence Standards) (IESBA Code), and we have fulfilled our other ethical responsibilities in
Independent Auditor's Report - SmartCraft ASA
(2)
accordance with these requirements. We believe that the audit evidence we have obtained is sufficient
and appropriate to provide a basis for our opinion.
To the best of our knowledge and belief, no prohibited non-audit services referred to in the Audit
Regulation (537/2014) Article 5.1 have been provided.
We have been the auditor of the Company for 5 years from the election by the general meeting of the
shareholders on 3 March 2017 for the accounting year 2017.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in
our audit of the financial statements of the current period. These matters were addressed in the
context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we
do not provide a separate opinion on these matters.
Key Audit Matter How our audit addressed the Key Audit Matter
Impairment of goodwill
At the balance sheet date, the net book
value of goodwill was NOK 491 223
thousand, distributed between four
different cash generating units (CGU’s).
The values involved are significant and
constitute a major part of total assets in
the balance sheet. No impairment charge
was recognized for 2021.
Management performs an impairment
test at least annually by estimating the
recoverable amount of goodwill.
Determination of the recoverable amount
requires application of significant
judgement by management, in particular
with respect to cash flow forecasts and the
applied discount rate.
We focused on goodwill due to the
pervasive effect of goodwill in the balance
sheet and management’s use of
judgement in estimating the recoverable
amount.
See notes 3.1 and 12 in the consolidated
financial statement for further
explanation of the group’s principles for
accounting and valuation of goodwill and
management’s impairment test as at the
balance sheet date.
We obtained an understanding of management’s
process related to impairment review of goodwill. We
obtained management’s impairment review and
satisfied ourselves that the impairment review and the
valuation model used, contained the elements required
by IFRS. We also tested the mathematical accuracy of
management’s calculations and noted no material
deviations.
We challenged management’s assumptions on future
revenues and margins by comparing them to historical
financial data. We also tested the sensitivity of
significant management assumptions. Furthermore, we
evaluated management’s precision and ability to
forecast by comparing historical forecasts against
actual performance.
We evaluated the discount rate used by management by
assessing the various elements of the discount rate
against both internal and external information.
Based on our audit procedures we found management’s
assumptions to be reasonable.
Finally, we considered the adequacy of the disclosures
to the financial statements, including the sensitivities
provided for the growth expectations. We fount notes
3.1 and 12 to be appropriate and sufficient.
Independent Auditor's Report - SmartCraft ASA
(3)
Other Information
The Board of Directors and the Managing Director (management) are responsible for the information
in the Board of Directors’ report and the other information accompanying the financial statements.
The other information comprises information in the annual report, but does not include the financial
statements and our auditor’s report thereon. Our opinion on the financial statements does not cover
the information in the Board of Directors’ report nor the other information accompanying the financial
statements.
In connection with our audit of the financial statements, our responsibility is to read the Board of
Directors’ report and the other information accompanying the financial statements. The purpose is to
consider if there is material inconsistency between the Board of Directors’ report and the other
information accompanying the financial statements and the financial statements or our knowledge
obtained in the audit, or whether the Board of Directors’ report and the other information
accompanying the financial statements otherwise appears to be materially misstated. We are required
to report if there is a material misstatement in the Board of Directors’ report or the other information
accompanying the financial statements. We have nothing to report in this regard.
Based on our knowledge obtained in the audit, it is our opinion that the Board of Directors’ report
• is consistent with the financial statements and
• contains the information required by applicable legal requirements.
Our opinion on the Board of Director’s report applies correspondingly to the statements on Corporate
Governance and Corporate Social Responsibility.
Responsibilities of Management for the Financial Statements
Management is responsible for the preparation of financial statements that give a true and fair view in
accordance with the Norwegian Accounting Act and accounting standards and practices generally
accepted in Norway, and for the preparation and true and fair view of the consolidated financial
statements of the Group in accordance with International Financial Reporting Standards as adopted
by the EU, and for such internal control as management determines is necessary to enable the
preparation of financial statements that are free from material misstatement, whether due to fraud or
error.
In preparing the financial statements, management is responsible for assessing the Company’s and the
Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going
concern. The financial statements of the Company use the going concern basis of accounting insofar as
it is not likely that the enterprise will cease operations. The consolidated financial statements of the
Group use the going concern basis of accounting unless management either intends to liquidate the
Group or to cease operations, or has no realistic alternative but to do so.
Independent Auditor's Report - SmartCraft ASA
(4)
Auditor’s Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole
are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report
that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee
that an audit conducted in accordance with ISAs will always detect a material misstatement when it
exists. Misstatements can arise from fraud or error and are considered material if, individually or in
aggregate, they could reasonably be expected to influence the economic decisions of users taken on the
basis of these financial statements.
As part of an audit in accordance with ISAs, we exercise professional judgment and maintain
professional scepticism throughout the audit. We also:
• identify and assess the risks of material misstatement of the financial statements, whether due
to fraud or error. We design and perform audit procedures responsive to those risks, and
obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The
risk of not detecting a material misstatement resulting from fraud is higher than for one
resulting from error, as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal control.
• obtain an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Company's or the Group's internal control.
• evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by management.
• conclude on the appropriateness of management’s use of the going concern basis of
accounting, and, based on the audit evidence obtained, whether a material uncertainty exists
related to events or conditions that may cast significant doubt on the Company and the
Group's ability to continue as a going concern. If we conclude that a material uncertainty
exists, we are required to draw attention in our auditor’s report to the related disclosures in
the financial statements or, if such disclosures are inadequate, to modify our opinion. Our
conclusions are based on the audit evidence obtained up to the date of our auditor’s report.
However, future events or conditions may cause the Company and the Group to cease to
continue as a going concern.
• evaluate the overall presentation, structure and content of the financial statements, including
the disclosures, and whether the financial statements represent the underlying transactions
and events in a manner that achieves a true and fair view.
• obtain sufficient appropriate audit evidence regarding the financial information of the entities
or business activities within the Group to express an opinion on the consolidated financial
statements. We are responsible for the direction, supervision and performance of the group
audit. We remain solely responsible for our audit opinion.
We communicate with the Board of Directors regarding, among other matters, the planned scope and
timing of the audit and significant audit findings, including any significant deficiencies in internal
control that we identify during our audit.
Independent Auditor's Report - SmartCraft ASA
(5)
We also provide the Audit Committee with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, related
safeguards.
From the matters communicated with the Board of Directors, we determine those matters that were of
most significance in the audit of the financial statements of the current period and are therefore the
key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes
public disclosure about the matter or when, in extremely rare circumstances, we determine that a
matter should not be communicated in our report because the adverse consequences of doing so would
reasonably be expected to outweigh the public interest benefits of such communication.
Report on Other Legal and Regulatory Requirements
Report on compliance with Regulation on European Single Electronic Format
(ESEF)
Opinion
We have performed an assurance engagement to obtain reasonable assurance that the financial
statements with file name smartcraftasa-2021-12-31-en have been prepared in accordance with Section
5-5 of the Norwegian Securities Trading Act (Verdipapirhandelloven) and the accompanying
Regulation on European Single Electronic Format (ESEF).
In our opinion, the financial statements have been prepared, in all material respects, in accordance
with the requirements of ESEF.
Management’s Responsibilities
Management is responsible for preparing, tagging and publishing the financial statements in the single
electronic reporting format required in ESEF. This responsibility comprises an adequate process and
the internal control procedures which management determines is necessary for the preparation,
tagging and publication of the financial statements.
Auditor’s Responsibilities
For a description of the auditor’s responsibilities when performing an assurance engagement of the
ESEF reporting, see: https://revisorforeningen.no/revisjonsberetninger
Oslo, 25 April 2022
PricewaterhouseCoopers AS
Jone Bauge
State Authorised Public Accountant
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