Shark Solutions A/S
Langebjerg 1, DK-4000 Roskilde, Denmark
CVR-no.: 35 41 34 72
Annual Report for 2023
The Annual Report was presented and adopted at the Annual General Meeting of the Company on 14 May 2024
Michael Troensegaard Andersen
Chairman of the general meeting
Table of contents
Management’s Statement 1
Independent Auditor’s Report 2
Group information 4
Group chart 5
Financial highlights 6
Management’s Review 7
Consolidated financial statement 9
Consolidated Income statement 9
Consolidated statement of other comprehensive income 10
Consolidated balance sheet 11
Consolidated statement of changes in equity 13
Consolidated statement of cash flows 15
Contents of the notes to the consolidated financial statements 16
Parent financial statements 55
Income statement 55
Balance sheet 56
Statement of changes in equity 58
Contents of the notes to the financial statements 60
Management’s Statement
1
The Board of Directors and the Executive Board have today considered and adopted the Annual Report of Shark Solutions A/S for
the financial year 1 January - 31 December 2023.
The Consolidated Financial Statements have been prepared in accordance with IFRS Accounting Standards as adopted by the EU
and further requirements in the Danish Financial Statements Act, and the Parent Company Financial Statements have been
prepared in accordance with the Danish Financial Statements Act. Management’s Review has been prepared in accordance with the
Danish Financial Statements Act.
In our opinion, the Consolidated Financial Statements and the Parent Company Financial Statements give a true and fair view of the
financial position at 31 December 2023 of the Group and the Parent Company and of the results of the Group and Parent Company
operations and consolidated cash flows for the financial year 1 January - 31 December 2023.
In our opinion, Management’s Review includes a true and fair account of the development in the operations and financial
circumstances of the Group and the Parent Company, of the results for the year and of the financial position of the Group and the
Parent Company as well as a description of the most significant risks and elements of uncertainty facing the Group and the Parent
Company.
We recommend that the Annual Report be adopted at the Annual General Meeting.
Roskilde, 14 May 2024
Executive Board
Jens Holmegaard
CEO
Lasse Blirup Snejbjerg
COO
Board of Directors
Michael Troensegaard Andersen
Chairman
Jens Peter Hoeck
Christian Møller Christensen Ian Michael Nolan
Michael Ronan O’Flaherty Salvador
Independent Auditor’s Report
2
To the Shareholders of Shark Solutions A/S Group
Opinion
In our opinion, the Consolidated Financial Statements give a true and fair view of the Group’s financial position at 31 December
2023 and of the results of the Group’s operations and cash flows for the financial year 1 January to 31 December 2023 in accordance
with IFRS Accounting Standards as adopted by the EU and further requirements in the Danish Financial Statements Act.
Moreover, in our opinion, the Parent Company Financial Statements give a true and fair view of the Parent Company’s financial
position at 31 December 2023 and of the results of the Parent Company’s operations for the financial year 1 January to 31 December
2023 in accordance with the Danish Financial Statements Act.
We have audited the Consolidated Financial Statements and the Parent Company Financial Statements of Shark Solutions A/S
Group for the financial year 1 January - 31 December 2023, which comprise income statement, balance sheet, statement of changes
in equity and notes, including material accounting policy information, for both the Group and the Parent Company, as well as
statement of comprehensive income and cash flow statement for the Group (“financial statements”).
Basis for Opinion
We conducted our audit in accordance with International Standards on Auditing (ISAs) and the additional requirements applicable
in Denmark. Our responsibilities under those standards and requirements are further described in the Auditor’s Responsibilities for
the Audit of the Financial Statements section of our report. We are independent of the Group in accordance with the International
Ethics Standards Board for Accountants’ International Code of Ethics for Professional Accountants (IESBA Code) and the additional
ethical requirements applicable in Denmark, and we have fulfilled our other ethical responsibilities in accordance with these
requirements and the IESBA Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a
basis for our opinion.
Statement on Management’s Review
Management is responsible for Management’s Review.
Our opinion on the financial statements does not cover Management’s Review, and we do not express any form of assurance
conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read Management’s Review and, in doing so,
consider whether Management’s Review is materially inconsistent with the financial statements or our knowledge obtained during
the audit, or otherwise appears to be materially misstated.
Moreover, it is our responsibility to consider whether Management’s Review provides the information required under the Danish
Financial Statements Act.
Based on the work we have performed, in our view, Management’s Review is in accordance with the Consolidated Financial
Statements and the Parent Company Financial Statements and has been prepared in accordance with the requirements of the Danish
Financial Statement Act. We did not identify any material misstatement in Management’s Review.
Management’s Responsibilities for the Financial Statements
Management is responsible for the preparation of Consolidated Financial Statements that give a true and fair view in accordance
with IFRS Accounting Standards as adopted by the EU and further requirements in the Danish Financial Statements Act and for the
preparation of Parent Company Financial Statements that give a true and fair view in accordance with the Danish Financial
Statements Act, and for such internal control as Management determines is 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 Group’s and the Parent Company’s ability to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of
accounting in preparing the financial statements unless Management either intends to liquidate the Group or the Parent Company or
to cease operations, or has no realistic alternative but to do so.
Auditor’s Responsibilities for the Audit of the Financial Statements
3
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material
misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a
high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs and the additional requirements
applicable in Denmark will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and
are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of
users taken on the basis of these financial statements.
As part of an audit conducted in accordance with ISAs and the additional requirements applicable in Denmark, we exercise
professional judgement 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, design and
perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a
basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting
from error as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal
control.
● Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s and the Parent Company’s
internal control.
● Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related
disclosures made by Management.
● Conclude on the appropriateness of Management’s use of the going concern basis of accounting in preparing the financial
statements and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that
may cast significant doubt on the Group’s and the Parent Company’s ability to continue as a going concern. If we conclude that
a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial
statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence
obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group and the Parent
Company to cease to continue as a going concern.
● Evaluate the overall presentation, structure and contents of the financial statements, including the disclosures, and whether the
financial statements represent the underlying transactions and events in a manner that gives a true and fair view.
● 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 those charged with governance regarding, among other matters, the planned scope and timing of the audit
and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
Hellerup, 14 May 2024
PricewaterhouseCoopers
Statsautoriseret Revisionspartnerselskab
CVR No 33 77 12 31
Rasmus Friis Jørgensen
State Authorised Public Accountant
Jacob Brinch
State Authorised Public Accountant
mne28705 mne35447
Group information
4
The company Shark Solutions A/S
Langebjerg 1
DK-4000 Roskilde
Denmark
CVR-no.: 35 41 34 72
Financial year: 1 January - 31 December
Board of Directors Michael Troensegaard Andersen, Chairman
Jens Peter Hoeck
Christian Møller Christensen
Ian Michael Nolan
Michael Ronan O’Flaherty Salvador
Executive Board Jens Holmegaard, Chief Executive Officer
Lasse Blirup Snejbjerg, Chief Operating Officer
Auditors PricewaterhouseCoopers
Statsautoriseret Revisionspartnerselskab
Strandvejen 44
DK-2900 Hellerup
Group chart
5
6
Financial highlights
Seen over a two-year period, the development of the Group is described by the following financial highlights:
EUR
2023
2022
12.760.232
10.911.585
9.088.895
7.917.582
(2.175.051)
(1.648.465)
(1.406.385)
349.758
(5.559.975)
(2.777.642)
15.628.302
9.447.691
23.203.752
12.546.381
(758.499)
(1.966.821)
(1.602.603)
(2.038.547)
(5.970.505)
(225.179)
11.217.662
2.239.106
3.644.554
(24.619)
60
47
(3%)
(16%)
(31%)
(24%)
408%
622%
The financial ratios have been calculated in accordance with the recommendations of the Association of Danish Financial
Analysts.
7
Management’s Review
Business activities
Shark Solutions’ activities are focused on the conversion of the waste generated by damaged laminated glass from windshields and
architectural glass into recycled glass and recycled polyvinyl butyral (PVB), known as rPVB.
PVB is a well-known raw material, primarily used as lamination of glass for security and sound dampening purposes. Shark
Solutions has developed a unique technology to upcycle broken laminated glass, turning the PVB into a sustainable raw material
(rPVB) to a range of polymers and binders used in multiple industrial applications, such as paint, coating, carpets, flooring, textile
and TPE. The recycled glass is sold to glass products industries.
The Group is headquartered in Denmark, and with operations in Belgium as well as Georgia and California in the US. A third US site,
located in Pennsylvania, opened in March 2023, and is expected to be fully operational in the first half of 2024. The operating sites
are located close to sourcing partners to optimize logistics and reduce negative environmental impact from transportation of the raw
material.
As Shark Solutions transform a former waste stream of damaged windshields and laminated glass into high-grade, sustainable raw
materials that enhance a range of products in a growing number of industries, sustainability and circularity is at the core of our
business. Apart from water, packaging material and a few additives, our complete product range is based on raw materials sourced
from a waste stream. Our production processes are to the extent technically possible optimized to reduce waste that cannot be
recycled, and we strive to use renewable energy to power our production facilities. We constantly challenge ourselves to reduce our
own and our customers’ carbon footprint by optimizing our production processes and engaging in close collaboration with our
customers regarding the use of our products as their sustainable raw materials.
The position of Shark Solutions as a potential supplier of sustainable raw materials continues to cause attraction from potential
customers. The number of companies within our focus industries that are working towards converting to using our products as raw
materials is growing, and we have during 2023 experienced an increased interest from potential customers to conduct tests and
prepare for commercial launch of products containing our sustainable raw materials.
In 2023, among others, two important leads within the carpet and paint industry converted to use our products as binder in some of
their commercial product series. We consider this as a major milestone for Shark Solutions. Both customers require a constant flow
of our binder as part of their production which is expected to have a significant impact on the Groups performance in 2024. We are
receiving recurring orders, which enables us to enhance production planning, improve profitability, and cash flow. In addition, it
adds to our mission to assist our customers in becoming more sustainable and sends a signal to other companies in the industries
that sustainable raw materials are available for immediate commercial application.
Financial review
In 2023, net revenue grew 17% to EUR 12,8 million with a mix of revenue from existing as well as new customers, and was in line
with previous outlook. Both business areas, PVB and glass grew, with 29% and 3%, respectively.
During the year, several non-recurring events impacted profitability negatively. Challenges related to the implementation and
delivery of new production equipment in the US locations, have had substantial negative impact to profitability as costly mitigation
plans were initiated and revenue recognition was postponed into 2024. In Q3, new production equipment related to the PVB
business in the US was commissioned and is now operating as planned, however, the delivery and installation of a new glass
production line in Pennsylvania is postponed to Q2 2024. The delayed delivery and installation had a significant negative impact on
the financial performance of the Group in 2023.
In the beginning of 2023, a key supplier substantially increased deliveries of laminated glass causing challenges in the handling of
the large quantities of glass and the Group incurred significant one-off costs in respect hereof. Consequently, the glass handling
process was amended in 2023 and the increased glass quantities have been handled without further one-off costs since Q3 2023.
Operating expenses adjusted for non-recurring costs were stable and according to expectations.
The Consolidated income statement shows a loss for 2023 of EUR -5,6 million compared to EUR -2,8 million in 2022. The Parent
Company’s income statement shows a loss for 2023 of EUR -5,1 million compared to EUR -3,0 million in 2022.
The Parent Company’s income statement is negatively impacted by recognition of allowance for intercompany debts of EUR 5,7
million which is included in ‘Gross profit’.
8
Total consolidated assets on 31 December 2023 were EUR 23,2 million, with a negative equity of EUR -0,8 million.
In June 2023, the Company was converted into a public limited company (A/S), funded by a capital contribution of EUR 6,2 million
recognised in equity.
No significant events have occurred after the end of the financial year that have an impact on the result and balance sheet for 2023.
Outlook
Following the conversion of important leads in 2023, growth ambitions for 2024 are high. In recent years, the greatest challenge has
been to predict conversion of leads and to balance production capacity. However, entering 2024 with a customer base consisting of
recurring customers with commercially launched products based on our sustainable raw materials, combined with a multitude of
leads that are currently evaluating our raw materials in various applications and progressed project stages, reduces risk and adds
more confidence to the growth plans.
For 2024, revenues are expected to grow to between 40% - 50% with the PVB business as the primary growth driver. Consequently, a
positive full-year EBITDA between 5% - 6% is also expected.
Consolidated statement of comprehensive income
for the year ended 31 December 2023
Notes
EUR
2023
2022
9
Loss for the year
(5.559.975)
(2.777.642)
Other comprehensive income
Items that may be reclassified to profit or loss
Exchange differences on translation of currencies
430.470
(509.777)
Total comprehensive income for the period
(5.129.505)
(3.287.420)
Consolidated income statement
for the year ended 31 December 2023
Notes
EUR
2023
2022
10
Revenue
3
12.760.232
10.911.585
Other income
4
252.114
145.253
Raw materials and consumables used
(3.923.451)
(3.139.257)
Gross profit
9.088.895
7.917.582
Other external expenses
(6.306.910)
(5.771.681)
Staff costs
5
(4.957.036)
(3.794.366)
Operating profit before amortisation, depreciation and
impairment (EBITDA)
(2.175.051)
(1.648.465)
Depreciation, amortisation and impairment
7
(1.907.367)
(1.475.596)
Operating profit (loss) before financial income
and expenses
(4.082.417)
(3.124.060)
Financial income
8
245.001
704.095
Financial expenses
8
(1.651.386)
(354.337)
Loss before tax
(5.488.802)
(2.774.301)
Tax on profit/loss for the year
9
(71.173)
(3.341)
Net loss for the year
(5.559.975)
(2.777.642)
Consolidated balance sheet
as at 31 December 2023
Notes
EUR
2023
2022
11
Other financial assets at amortised cost
Assets
Non-current assets
Property, plant and equipment
11
10.177.621
5.267.947
Right-of-use assets
12
5.368.104
4.101.777
Deposits
14
82.577
77.967
Total non-current assets
15.628.302
9.447.691
Current assets
Inventory
13
1.487.663
1.095.604
Trade receivables
14
1.443.784
1.162.316
Receivables from other affiliates
14
344.212
-
Prepayments
14
263.226
580.811
Other receivables
249.619
117.566
Cash and cash equivalents
16
3.786.947
142.393
Total current assets
7.575.450
3.098.690
Total assets
23.203.752
12.546.381
Consolidated balance sheet
as at 31 December 2023
Notes
EUR
2023
2022
12
Equity
17
Share capital
53.947
21.073
Foreign currency translation reserve
(759.115)
(1.189.585)
Retained earnings
(53.333)
(798.310)
Total equity
(758.499)
(1.966.821)
Liabilities
Non-current liabilities
Borrowings
14, 18
3.314.007
521.699
Payables to credit institutions
14, 18
-
161.366
Lease liabilities
12
4.655.252
3.652.413
Deferred income
4
699.358
1.009.608
Other liabilities
404.369
71.287
Total non-current liabilities
9.072.986
5.416.374
Current liabilities
Borrowings
14, 18
341.928
253.121
Payables to credit institutions
14, 18
161.011
1.951.858
Lease liabilities
12
1.092.624
632.522
Shareholder loans and other affiliates
22
9.056.249
4.379.309
Trade payables
14, 15
3.386.707
1.342.507
Deferred tax liabilites
9, 10
8.422
18.149
Deferred income
4
137.579
35.497
Payables taxes
54.177
-
Other liabilities
650.568
483.865
Total current liabilities
14.889.265
9.096.828
Total liabilities
23.962.251
14.513.202
Total liabilities and equity
23.203.752
12.546.381
Consolidated statement of changes in equity
for the year ended 31 December 2023
13
EUR
Notes
Share capital
Foreign currency
translation reserve
Retained earnings
Total equity
As at 1 January 2023
21.073
(1.189.585)
(798.310)
(1.966.821)
Profit for the period
-
-
(5.559.975)
(5.559.975)
Other comprehensive income
-
430.470
-
430.470
Total comprehensive income
-
430.470
(5.559.975)
(5.129.505)
Transactions with owners in their
capacity as owners
Share-based payments
6
-
-
51.628
51.628
Exercise of warrants
6
251
-
96.679
96.930
Capital contribution in connection with
conversion to A/S
6
32.623
-
6.156.645
6.189.268
Total transactions with owners
32.874
-
6.304.952
6.337.826
As at 31 December 2023
53.947
(759.115)
(53.333)
(758.499)
Consolidated statement of changes in equity
for the year ended 31 December 2022
14
EUR
Notes
Share capital
Foreign currency
translation reserve
Retained earnings
Total equity
As at 1 January 2022
21.073
(679.807)
1.732.443
1.073.709
Profit for the period
-
-
(2.777.642)
(2.777.642)
Other comprehensive income
-
(509.777)
-
(509.777)
Total comprehensive income
-
(509.777)
(2.777.642)
(3.287.420)
Transactions with owners in their
capacity as owners
Share-based payments
6
-
-
246.889
246.889
Total transactions with owners
-
-
246.889
246.889
As at 31 December 2022
21.073
(1.189.585)
(798.310)
(1.966.821)
Consolidated statement of cash flows
15
for the year ended 31 December 2023
EUR
Notes
2023
2022
Cash flows from operating activities
Net loss for the year
(5.559.975)
(2.777.642)
Adjustments
16
3.059.440
1.386.056
Changes in net working capital
16
1.499.000
(292.624)
Interest paid
8
(601.068)
(354.337)
Net cash inflow (outflow) from operating activities
(1.602.603)
(2.038.547)
Cash flows from investing activities
Payments for property, plant and equipment
11
(5.970.505)
(225.179)
Net cash inflow (outflow) from investing activities
(5.970.505)
(225.179)
Cash flows from financing activities
Proceeds from borrowings
19
3.311.518
-
Repayment of borrowings
19
(219.936)
(223.078)
Proceeds from credit institutions
19
-
-
Repayment of payables to credit institutions
19
(1.974.191)
(832.283)
Principal elements of lease payments
12
(729.025)
(513.813)
Proceeds from Group enterprises
22
4.511.040
3.736.769
Capital contribution in connection with conversion to A/S
6.189.268
-
Proceeds from exercise of warrants
96.930
-
Financial income received
8
32.058
71.511
Net cash inflow (outflow) from financing activities
11.217.662
2.239.106
Net increase (decrease) in cash and cash equivalents
3.644.554
(24.619)
Cash and cash equivalents at the beginning of the financial year
142.393
167.012
Cash and cash equivalents at end of year
3.786.947
142.393
Contents of the notes to the consolidated financial statements
16
Note 1 Summary of material accounting policies
Note 2 Critical estimates, judgements and errors
Note 3
Revenue
Note 4 Other income and deferred income
Note 5
Staff costs
Note 6 Share-based payments
Note 7 Depreciation, amortisation and impairment
Note 8 Financial income and expenses
Note 9
Income
tax
expense
Note 10 Deferred tax
Note 11
Property, plant and equipment
Note 12
Leases
Note 13
Inventory
Note 14 Financial assets and financial liabilities
Note 15 Financial risk management
Note 16
Cash flow specifications
Note 17
Share capital
Note 18
Borrowings
Note 19
Changes in liabilities arising from financing activities
Note 20
Capital management
Note 21
Contingent liabilities, commitments and contingencies
Note 22
Related party transactions
Note 23
Interests in other entities
Note 24 Subsequent events
Contents of the notes to the consolidated financial statements
Note 1
Summary of material accounting policies
17
The consolidated financial statements of Shark Solutions A/S and its subsidaries (the group) for the year ended 31 December
2023 were authorised for issue in accordance with a resolution of the directors and approval at general meeting 14 May 2024.
This note provides a list of the significant accounting policies adopted in the preparation of these consolidated financial
statements. These policies have been consistently applied to all the years presented, unless otherwise stated. The consolidated
financial statements are for the group consisting of Shark Solutions A/S and its subsidaries.
Basis of preparation
The consolidated financial statements of the group have been prepared in accordance with International Financial Reporting
Standards (IFRS) as adopted by the EU as well as additional Danish disclosure requirements applying to entities of reporting
class B with additional choice of specific provisions for accounting Class C enterprises.
The consolidated financial statements are presented in Euro (EUR), except when otherwise indicated.
New standards and interpretations not yet adopted
Certain new accounting standards, amendments to accounting standards and interpretations have been published that are not
mandatory for 31 December 2023 reporting periods and have not been early adopted by the group. These standards,
amendments or interpretations are not expected to have a material impact on the group in the current or future reporting
periods and on foreseeable future transactions.
Principles of consolidation
Subsidiaries
Subsidiaries are all entities over which the group has control. The group controls an entity where the group is exposed to, or has
rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power to
direct the activities of the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the group.
They are deconsolidated from the date that control ceases.
The acquisition method of accounting is used to account for business combinations by the company.
Inter-company transactions, balances and unrealised gains on transactions between group companies are eliminated.
Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the transferred asset.
Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the
Group.
Contents of the notes to the consolidated financial statements
Note 1
Summary of material accounting policies
18
Foreign currency translation
Functional and presentation currency
Items included in the financial statements of each of the company’s entities are measured using the currency of the primary
economic environment in which the entity operates (‘the functional currency’). The consolidated financial statements are
presented in Euro (EUR), as the majority of the Group's operations resides in countries in which the primary currency is Euro.
Shark Solutions A/S' functional currency is Danish Kroner (DKK).
Transactions and balances
Foreign currency transactions are translated into the functional currency using the exchange rates at the dates of the
transactions. Foreign exchange gains and losses resulting from the settlement of such transactions, and from the translation of
monetary assets and liabilities denominated in foreign currencies at year end exchange rates, are generally recognised in profit
or loss. They are deferred in equity if they are attributable to part of the net investment in a foreign operation.
The results and financial position of foreign operations that have a functional currency different from Euros are translated into
Euros as follows:
- assets and liabilities for each balance sheet presented are translated at the closing rate at the date of that balance sheet
- income and expenses for each statement of profit or loss and statement of comprehensive income are translated at average
exchange rates, and
- all resulting exchange differences are recognised in other comprehensive income.
On consolidation, exchange differences arising from the translation of any net investment in foreign entities are recognised in
other comprehensive income. When a foreign operation is sold the associated exchange differences are reclassified to profit or
loss, as part of the gain or loss on sale.
Revenue
The Group process a former waste stream of damaged laminated glass into two raw materials, glass cullet and Post consumer
PolyVinyl Bytyral (PVB). Revenue is generated from the sale of standardised products.
Revenue from contracts with customers is recognised when control of the goods are transferred to the customers at an amount
that reflects the transaction price which the group expects to be entitled in exchange for these products.
Each delivery of a standardised product comprise a single performance obligation. Revenue related to the standardised
products is recognised at a point in time when control of the products has been transferred to the customer. This is usually
when the products are made available to the customer at a designated location, and the customer must cover the transport costs
(Ex Works).
The products are sold at fixed price and does not include any form of variable consideration.
Payment is due upon delivery of the products. No significant element of financing is deemed present as the sales are made with
a credit term of 30 - 60 days, which is consistent with market practice. A receivable is recognised when the products are
delivered as this is the point in time that the consideration is unconditional because only the passage of time is required before
the payment is due.
Revenue is measured exclusive VAT and other taxes collected on behalf of third parties and less any discount.
Contents of the notes to the consolidated financial statements
Note 1
Summary of material accounting policies
19
Other income
Other operating income comprise items of a secondary nature to the main activities of the group, including government grants,
gains and losses on the sale of intangible assets and property, plant and equipment.
Government grants
Grants from governments are recognised at their fair value where there is a reasonable assurance that the grant will be received
and the group will comply with all attached conditions. The grant is initially recognised in the balance sheet as deferred income.
When the grant relates to an expense item, it is recognised as income on a systematic basis over the periods that the related
costs, for which it is intended to compensate, are expensed. When the grant relates to an asset, it is recognised as income in
equal amounts over the expected useful life of the related asset (on a gross-basis).
Raw materials and consumables used
Raw materials and consumables include the cost of raw materials and consumables used during the year for the production of
the Group's invoiced finished goods as well as change in inventory. Any write-downs of inventories for the year are also
included.
Other external expenses
Other external expenses comprise expenses for premises and bad debts to the extent that these do not exceed normal
writedowns, sales, advertising and distribution as well as office expenses, etc.
Staff costs
Staff costs comprise wages and salaries, remuneration, pension costs and costs for share-based payment programs for the
groups's employees and Management.
Share-based payments
Share-based payments are provided to participants via the warrant programme. Information relating to these schemes is set out
in note 6.
The fair value of the warrants granted under the warrant programme is recognised as a staff cost, with a corresponding increase
in equity. The total amount to be expensed is determined by reference to the fair value of the warrants granted. The total
expense is recognised over the vesting period, which is the period over which all of the specified vesting conditions are to be
satisfied.
Because the vesting of the warrants is conditional on the participants' ongoing employment until the occurrence of an exit
event, the group revises its estimate of the length of the expected vesting period until the actual outcome is known. Upon a
change in estimate, the group adjusts the recognised share-based payment cost on a cumulative basis in the period in which the
estimate is revised.
Contents of the notes to the consolidated financial statements
Note 1
Summary of material accounting policies
20
Financial income and expenses
Financial income and expenses are recognised in the income statement at the amounts that concern the financial year. Net
financials include interest income, interest expenses calculated using the effective interest rate method, fair-value adjustment of
performance- and exit-payment derivatives.
Income tax
The income tax expense or credit for the period is the tax payable on the current period’s taxable income, based on the
applicable income tax rate for each jurisdiction, adjusted by changes in deferred tax assets and liabilities attributable to
temporary differences and to unused tax losses.
The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the end of the
reporting period in the countries where the company and its subsidiaries and associates operate and generate taxable income.
Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is
subject to interpretation and considers whether it is probable that a taxation authority will accept an uncertain tax treatment.
The group measures its tax balances either based on the most likely amount or the expected value, depending on which method
provides a better prediction of the resolution of the uncertainty.
Deferred income tax is provided in full, using the liability method, on temporary differences arising between the tax bases of
assets and liabilities and their carrying amounts in the consolidated financial statements. However, deferred tax liabilities are
not recognised if they arise from the initial recognition of goodwill. Deferred income tax is also not accounted for if it arises
from initial recognition of an asset or liability in a transaction other than a business combination that, at the time of the
transaction, affects neither accounting nor taxable profit or loss. Deferred income tax is determined using tax rates (and laws)
that have been enacted or substantively enacted by the end of the reporting period and are expected to apply when the related
deferred income tax asset is realised or the deferred income tax liability is settled.
Deferred tax assets and liabilities
Deferred tax assets are recognised only if it is probable that future taxable amounts will be available to utilise those temporary
differences and losses.
Deferred tax liabilities and assets are not recognised for temporary differences between the carrying amount and tax bases of
investments in foreign operations where the company is able to control the timing of the reversal of the temporary differences
and it is probable that the differences will not reverse in the foreseeable future.
Deferred tax assets and liabilities are offset where there is a legally enforceable right to offset current tax assets and liabilities
and where the deferred tax balances relate to the same taxation authority. Current tax assets and tax liabilities are offset where
the entity has a legally enforceable right to offset and intends either to settle on a net basis, or to realise the asset and settle the
liability simultaneously.
Current and deferred tax is recognised in profit or loss, except to the extent that it relates to items recognised in other
comprehensive income or directly in equity. In this case, the tax is also recognised in other comprehensive income or directly in
equity, respectively.
Contents of the notes to the consolidated financial statements
Note 1
Summary of material accounting policies
21
Intangible assets
Software
Software is measured in the balance sheet at cost less accumulated amortisation and impairment losses.
Software is amortised using the straight-line method based on useful lives.
Amortisation methods and useful lives
The group amortises intangible assets with a limited useful life, using the straight-line method over the following periods:
Software
3 - 5 years
Property, plant and equipment
Plant and machinery, other fixtures and fittings, tools and equipment is stated at historical cost less depreciation, whereas land
is stated at historical cost and is not subject to depreciation. Historical cost includes expenditure that is directly attributable to
the acquisition of the items.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is
probable that future economic benefits associated with the item will flow to the group and the cost of the item can be measured
reliably. The carrying amount of any component accounted for as a separate asset is derecognised when replaced. All other
repairs and maintenance are charged to profit or loss during the reporting period in which they are incurred.
The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at the end of each reporting period.
An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than
its estimated recoverable amount.
Gains and losses on disposals are determined by comparing proceeds with carrying amount. These are included in profit or loss.
Depreciation methods and useful lives
Depreciation is calculated using the straight-line method to allocate the cost of the assets, net of their residual values, over their
estimated useful lives as follows:
Plant and machinery
5 - 10 years
Other fixtures and fittings, tools and equipment
3 - 5 years
Land is not depreciated.
Leases
The group's leasing activities and how these are accounted for
The group leases various properties, trucks and machinery, and other equipment.
Lease terms are negotiated on an individual basis and may contain a range of different terms and conditions. Property contracts
are typically made for periods of 3 to 5 years with options to extend and/or terminate the lease (see note 2 regarding
judgements in relation to extension and termination options).
Contents of the notes to the consolidated financial statements
Note 1
Summary of material accounting policies
22
Assets and liabilities arising from a lease are initially measured on a present value basis. Lease liabilities include the net present
value of the following lease payments:
- fixed payments (including in-substance fixed payments), less any lease incentives receivable
- variable lease payment that are based on an index or a rate, initially measured using the index or rate as at the commencement
date
- amounts 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, and
- payments of penalties for terminating the lease, if the lease term reflects the group exercising that option.
Lease payments to be made under reasonably certain extension options are also included in the measurement of the liability.
The lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be readily determined, which
is generally the case for leases in the group, the lessee’s incremental borrowing rate is used, being the rate that the individual
lessee would have to pay to borrow the funds necessary to obtain an asset of similar value to the right-of-use asset in a similar
economic environment with similar terms, security and conditions.
To determine the incremental borrowing rate, the group:
- where possible, uses recent third-party financing received by the individual lessee as a starting point, adjusted to reflect
changes in financing conditions since third party financing was received
- uses a build-up approach that starts with a risk-free interest rate adjusted for credit risk for leases held by the group, and
- makes adjustments specific to the lease (e.g. the term, country, currency and security).
The group is exposed to potential future increases in variable lease payments based on an index or rate, which are not included
in the lease liability until they take effect. When adjustments to lease payments based on an index or rate take effect, the lease
liability is reassessed and adjusted against the right-of-use asset.
Lease payments are allocated between principal and finance cost. The finance cost is charged to profit or loss over the lease
period so as to produce a constant periodic rate of interest on the remaining balance of the liability for each period.
Right-of-use assets are measured at cost comprising the following:
- the amount of the initial measurement of lease liability
- any lease payments made at or before the commencement date less any lease incentives received
- any initial direct costs, and
- restoration costs.
Right-of-use assets are depreciated over the lease term on a straight-line basis.
Payments associated with short-term leases and leases of low-value assets are recognised on a straight-line basis as an expense
in profit or loss. Short-term leases are leases with a lease term of 12 months or less without a purchase option. Low-value assets
comprise IT equipment and small items of office furniture.
Contracts may contain both lease and non-lease components. The group allocates the consideration in the contract to the lease
and non-lease components based on their relative stand-alone prices.
Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. The lease
agreements do not impose any covenants other than the security interests in the leased assets that are held by the lessor. Leased
assets may not be used as security for borrowing purposes.
Contents of the notes to the consolidated financial statements
Note 1
Summary of material accounting policies
23
Deposits
Deposits are measured at amortised cost and consists of rent deposits.
Inventories
Inventories are measured at the lower of cost and net realisable value under the weighted average method.
The cost of raw materials and consumables as well as goods for resale is determined as purchase prices plus expenses resulting
directly from the purchase.
The cost of manufactured finished goods and work in progress is determined as the value of direct and indirect material and
labour costs. Production overheads include indirect material and labour costs as well as maintenance of machinery, buildings
and equipment used in the production processes and related factory administration and management cost. Interest on loans
arranged to finance production is not included in the cost.
The net realisable value of inventories is determined as the selling price less costs of completion and costs necessary to make the
sale and is determined taking into account marketability, obsolescence and the expected development in the selling price.
Trade receivables
Trade receivables are recognised initially at the amount of consideration that is unconditional, unless they contain significant
financing components when they are recognised at fair value. They are subsequently measured at amortised cost less loss
allowance. The group applies the IFRS 9 simplified approach to measuring expected credit losses which uses a lifetime expected
loss.
Other receivables
Other receivables consist of government grants and marketing contributions. Other receivables are measured at cost which
normally correspond to the nominal amount.
Prepayments
Prepayments consist of prepaid expenses concerning insurance premiums, subscriptions and interest. Prepayments are
measured at costs.
Financial liabilities
Trade and other payables
These amounts represent liabilities for goods and services provided to the group prior to the end of the financial year which are
unpaid. The amounts are unsecured and are usually paid within 30 days of recognition. Trade and other payables are presented
as current liabilities unless payment is not due within 12 months after the reporting period. They are recognised initially at their
fair value and subsequently measured at amortised cost using the effective interest method.
Borrowings
Borrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently measured at
amortised cost using the effective interest method. Any difference between the proceeds (net of transaction costs) and the
redemption amount is recognised in profit or loss over the period of the borrowings using the effective interest method.
Contents of the notes to the consolidated financial statements
Note 1
Summary of material accounting policies
24
Derivatives embedded in financial liabilities which are triggered upon certain events, such as additional payments upon an exit-
event on performance based payments, are separated and accounted for separately when the risks of the derivative and the debt
host contract are dissimilar. Such derivatives are initially measured at fair value and presented within borrowings. The
derivatives are subsequently measured at fair value through profit or loss with fair value changes presented within financial
income and expenses.
Borrowings are removed from the balance sheet when the obligation specified in the contract is discharged, cancelled or
expired. The difference between the carrying amount of a financial liability that has been extinguished and the consideration
paid is recognised in profit or loss as finance costs.
Borrowings are classified as current liabilities unless the group has an unconditional right to defer settlement of the liability for
at least 12 months after the reporting period.
Deferred income
Deferred income consists of received government grants. When the grant relates to an expense item, it is recognised as income
on a systematic basis over the periods that the related costs, for which it is intended to compensate, are expensed.
Employee benefits
Pensions
For defined contribution plans, the group pays contributions to publicly or privately administered pension insurance plans on a
mandatory, contractual or voluntary basis. The group has no further payment obligations once the contributions have been
paid. The contributions are recognised as employee benefit expense when they are due. Prepaid contributions are recognised as
an asset to the extent that a cash refund or a reduction in the future payments is available.
Equity reserves
Share capital
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares are shown in equity as
a deductions, net of tax, from the proceeds.
Foreign currency translation reserve
Exchange differences arising on translation of the parent company and of foreign controlled entities into EUR, are recognised in
other comprehensive income and accumulated in a separate reserve within equity. The cumulative amount is reclassified to
profit or loss when the net investment is disposed of.
Dividends
Provision is made for the amount of any dividend declared, being appropriately authorised and no longer at the discretion of the
entity, on or before the end of the reporting period but not distributed at the end of the reporting period.
Statement of cash flows
The cash flow statement shows the group's cash flows for the year broken down by operating, investing and financing
activities, changes for the year in cash and cash equivalents as well as the group's cash and cash equivalents at the
beginning and end of the year.
Contents of the notes to the consolidated financial statements
Note 1
Summary of material accounting policies
25
Cash flows from operating activities are calculated as the net profit/loss for the year adjusted for changes in working capital and
non-cash operating items such as share-based payment expenses, depreciation, amortisation and impairment losses. Working
capital comprises current assets less short-term debt, excluding items included in cash and cash equivalents.
Cash flows from investing activities comprise cash flows from acquisitions and disposals of intangible assets, property, plant
and equipment as well as fixed asset investments.
Cash flows from financing activities comprise cash flows from the raising and repayment of long-term debt and principal
element on lease payments as well as payments to and from shareholders.
Cash and cash equivalents
Cash and cash equivalents comprises cash and bank balances.
Key figures
The financial ratios have been calculated in accordance with the recommendations of the Association of Danish Financial
Analysts.
Solvency ratio
Equity at year end
x 100
Total assets at year end
Return on invested capital
Return on equity
Net profit / (loss) for the period
x 100
Average total assets
Net profit / (loss) for the period
x 100
Average total equity
Contents of the notes to the consolidated financial statements
Note 2
Critical estimates, judgements and errors
26
The preparation of financial statements requires the use of accounting estimates which, by definition, will seldom equal the
actual results. Management also needs to exercise judgement in applying the group’s accounting policies.
This note provides an overview of the areas that involved a higher degree of judgement or complexity, and of items which are
more likely to be materially adjusted due to estimates and assumptions turning out to be wrong. Detailed information about
each of these estimates and judgements is included in other notes together with information about the basis of calculation for
each affected line item in the financial statements. In addition, this note also explains where there have been actual adjustments
this year as a result of an error and of changes to previous estimates.
This note provides an overview of the areas that involved a higher degree of judgement or complexity, and of items which are
more likely to be materially adjusted due to estimates and assumptions turning out to be wrong. Detailed information about
each of these estimates and judgements is included in other notes together with information about the basis of calculation for
each affected line item in the financial statements. In addition, this note also explains where there have been actual adjustments
this year as a result of an error and of changes to previous estimates.
Judgements
Going concern assumptions
Management is aware of the potential doubts that may impact the going concern assessment of the Group and have assessed the
current state of the Groups operations and budgeted expectations for the coming years to judge if there are any material
uncertainties related to going concern.
Significant planned investments to build capacity to meet the budgeted demand in 2024 have been made in 2023 and further
investments are required in 2024. These investments are included in the 2024 Group budget that shows that the Group is
capable of servicing loans and other debts for at least 12 months from the balance sheet date within the current credit
facilities. This does, however, include continued waivers of covenants on the Group’s loans. Loan covenants are further
described in note 18.
In addition, the Parent Company, BE Shark Holding ApS has committed to supporting the Group financially in the form of
loans and cash and cash equivalents to the extent necessary to finance the Group's operating and development activities. The
commitment covers the period until 30 June 2025. On this basis, it is Management's assessment that the uncertainty of the
Group's and the Company's ability to continue its operations is not material.
Leases
Determining the lease term
In determining the lease term, management considers all facts and circumstances that create an economic incentive to exercise
an extension option, or not exercise a termination option. Extension options (or periods after termination options) are only
included in the lease term if the lease is reasonably certain to be extended (or not terminated).
Contents of the notes to the consolidated financial statements
Note 2
Critical estimates, judgements and errors
27
For property leases, the following factors are normally the most relevant:
- If there are significant penalty payments to terminate (or not extend), the group is typically reasonably certain to extend (or
not terminate).
- If any leasehold improvements are expected to have a significant remaining value, the group is typically reasonably certain to
extend (or not terminate).
- If the property lease is of significant operational importance, the group is reasonably certain to extend (or not terminate).
Otherwise, Shark Solutions considers other factors including historical lease durations, the location and the costs and business
disruption required to replace the leased asset.
The lease term is reassessed if an option is actually exercised (or not exercised) or the group becomes obliged to exercise (or not
exercise) it. The assessment of reasonable certainty is only revised if a significant event or a significant change in circumstances
occurs, which affects this assessment, and that is within the control of the lessee.
Share-based payments
The group's warrant programme includes a redemption feature which the group may repurchase the warrants from the
participants in a bad leaver scenario. In accordance with the provisions under IFRS 2 Share-based payments, this redemption
feature, effectively, provides the group with a choice of settlement, for which the classification of the warrant programme may
either be cash-settled or equity-settled.
In determining the classification, the group has assessed whether it, in substance, has an obligation to settle the programme in
cash. In doing so, the group has considered its intent of settlement, its practical ability to settle in equity and its past practice.
On that basis, Management has concluded the share-based payment program should be classified as equity-settled. Phantom
shares, as described in note 6 are classified as cash-settled.
Estimates
Fair value of derivative financial instruments
The group has a loan under which the lender (the Danish Green Investment Fund) is entitled to receive an exit payment and/or
a performance payment if certain triggering-conditions related to each payment are met. Management has assessed that the
exit-payment and the performance payment must be separated from the host contract and be accounted for separately as one
derivative (refer to note 14).
The fair value of derivatives embedded in debt host contracts, which are accounted for separately from the host contract, is
estimated using a probability-weighted cash flow approach for various scenarios. The fair value of the embedded derivative is
thus approximated as the difference between the probability-weighted cash flows and the proceeds.
Subsequently, Management revises its estimate on each reporting date.
Contents of the notes to the consolidated financial statements
Note 3
Revenue
28
Disaggregation of revenue from contracts with customers
The Group recognizes revenue from the transfer of goods in the following product categories:
EUR
2023
2022
PVB
7.382.611
5.707.560
Glass
5.377.621
5.204.025
Total revenue
12.760.232
10.911.585
Revenues from external customers are from the sale of goods on a retail basis.
The Group recognizes revenue from the transfer of goods in the following geographical regions:
Europe
6.514.459
4.199.496
United States
6.245.773
6.712.089
Total revenue
12.760.232
10.911.585
Contents of the notes to the consolidated financial statements
Note 4
Other income and deferred income
29
EUR 2023 2022
EUR
2023
2022
Gain on sale of fixed assets
53.084
-
Government grants
209.625
145.253
Total
262.709
145.253
Government grants recognised within other income relate to the following:
Government grants related to assets, amortised
140.422
145.253
Government grants related to income
69.203
-
Total
209.625
145.253
Government grants related to income are recognised at their fair value where there is a reasonable assurance that the grant will
be received and the group will comply with all attached conditions. When the grant relates to an expense item, it is recognised
as income on a systematic basis over the periods that the related costs, for which it is intended to compensate, are expensed.
There are no unfulfilled conditions or other contingencies attaching to these grants.
Government grants received but which have not yet been recognised in the income statement are presented as deferred income.
The movement in the balance of deferred income is as follows:
Government grants as of 1 January
1.009.608
797.974
Foreign exchange rate adjustment
(32.249)
52.706
Grants received
-
304.181
Grants recognised as income
(140.422)
(145.253)
Government grants as of 31 December
836.937
1.009.608
These grants relates to acquisitions of assets.
Contents of the notes to the consolidated financial statements
Note 5
Staff costs
30
EUR
2023
2022
Wages and salaries
3.770.409
2.804.761
Defined contribution plans
64.671
49.037
Other social security costs
849.818
515.342
Other staff costs
220.510
178.337
Share-based payment
51.628
246.889
Total
4.957.036
3.794.366
Average number of employees
60
47
Key management personnel compensation
Key management personnel consists of the Chief Executive Officer, Chief Operating Officer *, Chief Financial Officer
(unregistered) and the Board of Directors. The compensation paid or payables to key management personnel for employee
services is shown below:
Key management personnel
Wages and salaries
544.389
489.482
Defined contribution plans
32.348
29.641
576.737
519.123
* The Chief Operating Officer was employed as per 1 January 2024 and did not receive any compensation in 2023.
Contents of the notes to the consolidated financial statements
Note 6
Share-based payments
31
Warrant programme
At an extraordinary general meeting, the supreme governing body of Shark Solutions A/S was authorised to pass a resolution on the
issuance of warrants. The warrant programme is established with the purpose to create further incentive to the participants to work
for and contribute to future value added to the group. Further, the program is to be instrumental to retaining the participants in the
group.
Under the programme, participants are granted warrants in Shark Solutions A/S, either at market value or for no consideration.
Each warrant entitle the participant to subscribe for one new share in Shark Solutions A/S with a nominal value of DKK 1.
In connection with the Company's conversion to a public limited company (A/S) in June 2023, current participants in the
programme were compensated by the factor of increase in the Company's share capital, in order to avoid diluting the warrants. As a
result, outstanding warrants increased by a factor of 2,39 as well as a reduction in strike price of factor 0,61. The table of outstanding
warrants have been adjusted accordingly.
The vested warrants may only be exercised upon the occurrence of an exit event, or, where an exit event has not occurred, on 31 May
2024, and is conditional on the participants' ongoing employment with Shark Solutions A/S. Upon the occurrence of an exit-event,
all warrants will become fully vested. The cost of the warrant program is thus recognised over the expected vesting period,
considering the expected date of exit.
The program includes a redemption feature under which Shark Solution A/S may repurchase the warrants from the participants in a
bad leaver scenario. However, Management has assessed that the warrant program is an equity-settled arrangement.
Fair value measurement
The fair value at grant date is determined using a Black-Scholes Model calculation that takes into account the share price at
grant date, the exercise price, the risk free interest rate for the term of the warrants, the expected volatility and the term of the
warrant (the expected maturity).
No warrants were granted in 2023.
2023
2022
Exercise price (DKK)
-
-
Share price at grant date (DKK) (weighted average)
-
-
Expected volatility (%)
-
-
Risk free rate (%)
-
-
Expected maturity (years)
-
-
The expected price volatility is based upon an analysis of the historical volatility of peer-group companies and factors specific to
Shark Solutions A/S. Share price at grant date is determined by using a linear interpolation with data points related to actual share
transactions.
The cost is recognised on a straight line basis, as the services are rendered, over the expected service period.
Expenses recognised in the statement of profit or loss
Share-based payment expenses (equity-settled)
51.628 246.889
Contents of the notes to the consolidated financial statements
Note 6
Share-based payments
32
Set out below is an overview of the warrants outstanding:
Weighted
Weighted
average fair
average
value per
Weighted
Range of exercise prices for
Number of
exercise
warrant
average years
warrants outstanding (DKK)
warrants
prices (DKK)
(EUR)
to maturity
Low
High
As at 31 December 2021
11.237
872
2,37
386
1.358
As at 31 December 2022
11.237
872
1,37
386
1.358
Warrants forfeited
(1.872)
1.358
Warrants exercised
(1.872)
386
As at 31 December 2023
7.493
872
0,42
386
2.935
Grants of warrants:
December 2020
3.746
November 2021
3.747
7.493
Phantom shares
Besides the regular warrant programme, the Company has also issued 1.872 phantom shares.
Phantom shares may only be exercised upon the occurrence of an exit even, and is conditional on the participants' ongoing
employment with the Group. Phantom shares are a cash-settled arrangement, in which the participants are paid based on the value
of their shares in the event of an exit.
The cost of the phantom shares is thus recognised over the expected vesting period, considering the expected date of an exit. The fair
value of the phantom shares is determined using the valuation of the Group from the lastest capital raise, as this is the best estimate
of the fair value of a future exit. The expected date of exit in assessing the fair value is 24 months. The fair value assessment of the
value of the phantom shares are reassessed annualy if changes occur to the valuation or expected date of exit. Upon a change in
estimate, the group adjusts the recognised share-based payment cost on a cumulative basis in the period in which the estimate is
revised.
2023
2022
Expenses recognised in the statement of profit or loss
Fair value adjustment of issued phantom shares
404.369
-
Liability recognised in the balance sheet
Fair value of issued phantom shares recognised as other liabilities
404.369
-
The phantom shares were granted on 31 March 2016 and were previously not recognised, hence the full fair value adjustment and
liability is recognised in 2023.
Contents of the notes to the consolidated financial statements
Note 7
Depreciation, amortisation and impairment
33
EUR
2023
2022
Depreciation and amortisation
Depreciation of plant and machinery
869.020
753.493
Depreciation of other fixtures and fittings, tools and equipment
87.352
94.692
Depreciation of right-of-use assets
950.996
627.411
Total depreciation, amortisation and impairment
1.907.367
1.475.596
34
Contents of the notes to the consolidated financial statements
Note 8 Financial income and expenses
EUR
2023
2022
Financial income
Other financial income
32.059
71.511
Interest income
29.636
-
Foreign exchange rate gains
-
628.617
Fair value adjustment of derivatives
183.305
3.967
Total financial income
245.001
704.095
Financial expenses
Interest paid to group enterprises
228.376
52.099
Interest expenses on lease liabilities
217.175
113.547
Interest on borrowings and payables to credit institutions
155.518
188.691
Fair value adjustment of issued phantom shares
404.369
-
Total interest expense related to financial liabilities not at fair value through
profit or loss
1.005.437
354.337
Other financial expenses
47.194
-
Foreign exchange rate losses
598.754
-
Total financial expenses
1.651.386
354.337
35
Contents of the notes to the consolidated financial statements
Note 9
Income tax expense
EUR
2023
2022
Current tax
Current tax on profits for the year
(3.115)
(2.332)
Deferred tax for the year
9.729
-
Adjustments for current tax of prior periods
(77.787)
(1.009)
Income tax expense
(71.173)
(3.341)
EUR
2023
%
2022
%
Reconcilliation of effective tax rate
Tax at the Danish tax rate of 22% (2020: 22%)
(1.207.536)
22%
(610.346)
22%
Tax effects of amounts which are not deductible (taxable)
in calculating taxable income:
Losses not recognised
1.155.908
(21%)
363.457
(13%)
Non-deductible expenses, share-based payment
51.628
(1%)
246.889
(9%)
Income tax expense
(71.173)
0%
(5.704)
0%
Contents of the notes to the consolidated financial statements
36
Note 10 Deferred tax
EUR
2023
2022
Deferred tax liability
Deferred tax at the beginning of period
18.149
23.407
Adjustment to deferred tax recognised in the statement of profit or loss
(9.729)
(5.258)
Exchange differences
2
-
Deferred tax at year end
8.422
18.149
Deferred tax relates to:
Other
8.422
18.149
Total
8.422
18.149
In 2023, the Group has unrecognised deferred tax assets of EUR 1.155.908 which relates to the tax value of tax losses carried forward.
The losses can be carried forward indefinitely and have no expiration date. Accumulated unrecognised deferred tax assets relating to
tax value of losses carried forward amounts to EUR 10.234.482.
Contents of the notes to the consolidated financial statements
37
Disposals
Note 11 Property, plant and equipment
Cost:
At 1 January 2022
846.612
10.614.411
-
-
11.461.023
Additions
50.391
174.788
-
-
225.179
At 31 December 2022
897.003
10.789.199
-
-
11.686.202
Accumulated depreciation and impairment:
At 1 January 2022
(528.578)
(5.197.286)
-
-
(5.725.864)
Depreciation charge
(94.692)
(753.493)
-
-
(848.185)
Exchange differences
15.468
140.327
-
-
155.795
At 31 December 2022
(607.802)
(5.810.452)
-
-
(6.418.254)
Carrying amount 31 December 2022
289.201
4.978.747
-
-
5.267.947
Cost:
At 1 January 2023
897.003
10.789.199
-
-
11.686.202
Additions
84.843
319.194
5.376.424
190.045
5.970.505
At 31 December 2023
981.846
11.108.393
5.376.424
190.045
17.656.707
Accumulated depreciation and impairment:
At 1 January 2023
(607.802)
(5.810.452)
-
-
(6.418.254)
Depreciation charge
(87.352)
(869.020)
-
-
(956.371)
Exchange differences
(5.027)
(99.433)
-
-
(104.460)
At 31 December 2023
(700.181)
(6.778.905)
-
-
(7.479.085)
Carrying amount 31 December 2023
281.665
4.329.488
5.376.424
190.045
10.177.622
Some property, plant and equipment is pledged as security. Refer to note 21 for further detail.
Commitments for acquisition of property, plant and equipment are disclosed in note 21.
Contents of the notes to the consolidated financial statements
38
Note 12
Leases
EUR
2023
2022
Amounts recognised in the balance sheet
The balance sheet shows the following amounts relating to leases:
Right-of-use assets
Buildings
4.606.267
4.080.494
Trucks, machinery and other equipments
761.837
21.283
5.368.104
4.101.777
Additions to the right-of-use assets during the year ended
Buildings
1.424.721
1.772.071
Trucks, machinery and other equipments
864.297
-
2.289.018
1.772.071
Disposals to the right-of-use assets during the year ended
Buildings
-
125.546
Trucks, machinery and other equipments
-
14.961
-
140.507
Lease liabilities
Current
1.092.624
632.522
Non-current
4.655.252
3.652.413
5.747.877
4.284.935
Amounts recognised in the statement of profit or loss
The statement of profit or loss shows the following amounts relating to leases:
Depreciation charge of right-of-use assets
Properties
828.030
600.118
Trucks, machinery and other equipments
122.965
27.292
950.995
627.411
Interest expense on lease liabilities
217.175
113.547
Total cash outflow for leases
946.200
627.360
Expenses related to short-term leases and leases of low value are 0.
For maturity of future lease payments, refer to note 15.
The Group's nature of leasing activities relates to various properties, trucks and machinery as well as other equipment.
Contents of the notes to the consolidated financial statements
39
Note 13
Inventory
EUR
2023
2022
Inventory
Raw materials
457.478
699.673
Work in progress
422.241
59.218
Finished goods
211.992
157.166
Spare parts
395.952
179.548
1.487.663
1.095.604
Contents of the notes to the consolidated financial statements
Note 14
Financial assets and financial liabilities
40
The group holds the following financial instruments:
EUR
2023
2022
Financial assets
Financial assets at amortised cost
Deposits
82.577
77.967
Trade receivables
1.443.784
1.162.316
Receivables from other affiliates
344.212
-
Prepayments
263.226
580.811
Cash and cash equivalents
3.786.947
142.393
5.920.746
1.963.487
Financial liabilities
Liabilities at amortised cost
Trade payables
3.386.707
1.342.507
Borrowings
3.655.935
591.516
Payables to credit institutions
161.011
2.113.224
Lease liabilities
5.747.877
4.284.935
Shareholder loans and other affiliates
9.056.249
4.379.309
22.007.778
12.711.491
Liabilities at fair value through profit and loss
Derivative financial instruments (exit payment)*
-
183.305
Fair value of issued phantom shares**
404.369
-
22.412.147
12.894.796
* Included under Borrowings in the balance sheet. Information hereon described below.
** Included under Other liabilities in the balance sheet. Refer to note 6 for more information.
Measurement and fair value hierarchy
This section explains the judgements and estimates made in determining the fair values of the financial instruments that are
recognised and measured at fair value in the financial statements. To provide an indication about the reliability of the inputs
used in determining fair value, the Group has classified its financial instruments into the three levels prescribed under the
accounting standards. If one or more of the significant inputs is not based on observable market data, the instrument is
included in level 3.
Recurring fair value measurements
Financial liabilities measured at fair value
Exit-payment derivative
-
183.305
For financial assets and liabilities of short-term nature, such as trade receivables and trade payables, the carrying amount
approximates their fair value. For borrowings, the fair values are not materially different from their carrying amounts,
since the interest payable on those borrowings is close to current market rates.
Exit-payment derivative
The fair value of the exit-payment derivative is based on the probability weighted discounted cash flows reflecting possible
triggering events, the probability and expected timing.
Contents of the notes to the consolidated financial statements
Note 14
Financial assets and financial liabilities
41
2023
2022
Probability weighted cash flows (kEUR)
-
218
Probability weighted time to maturity (years)
1,25
2,15
Probability of payment (percentage)
0%
90%
An increase/decrease in the probability weighted time to maturity by 1 year will reduce/increase the fair value of the exit-
payment liability by EUR 0 thousands. The probability weighted cash flows reflects the maximum amount payable, which
Management considers being the most realistic outcome.
The recurring fair value measurement required for the Group's financial liabilities are monitored by Management. The
significant unobservable inputs are updated at least by the end of each reporting period to reflect Management's most
recent expectations. There has been no change in the valuation technique compared to previous years.
The following table presents the changes in level 3 items:
Opening balance 1 January
(183.305)
(187.272)
Gains/(losses) recognised in financial items *
183.305
3.967
Closing balance 31 December
-
(183.305)
* Includes unrealised gains /(losses) recognised in profit or loss attributable to
balances held at the end of the reporting period.
183.305
3.967
Contents of the notes to the consolidated financial statements
Note 15
Financial risk management
42
2023
2022
The Group’s principal financial liabilities, comprise loans and borrowings, and trade payables. The main purpose of these
financial liabilities is to finance the group’s operations. The Group’s principal financial assets include trade receivables, and
cash and cash equivalents. These includes risks from financial instruments to which the Group is exposed, and which can have
an impact on the Group's financial statements.
There has been no change in the Group's financial risk management policies compared to last year.
The group is exposed to market risk, credit risk and liquidity risk.
Market risk
Market risk is related to the volatility in interest rates and foreign exchange rates.
Interest rate risk
The Group’s main interest rate risk arises from long-term borrowings with variable interest rates, which expose the group to
cash flow interest rate risk.
The Group manages its interest rate risk by having a balanced portfolio of fixed and variable rate loans and borrowings.
The Group's borrowings from the Danish Green Investment Fund are floating rate loans, and do therefore expose the Group to
cash flow interest rate risk.
Sensitivity from changes in interest rates:
A reasonably possible change in the market interest rate compared to the interest rates as of the end of the reporting period
will have the following hypothetical impact on profit after tax and equity:
Impact on post tax profit and equity:
Interest rate - increase of 100 basis points (kEUR)
(38)
(26)
Interest rate - decrease of 100 basis points (kEUR)
38
26
The sensitivity analysis is based on the assumption that all other variables and exposures remains constant. The impact on post
tax profit is based on those financial instruments that were recognised at the respective balance sheet dates. The sensitivity
analysis does not consider impact from repayments and other changes in borrowings made during the year.
Foreign currency risk
Foreign currency risk is the risk that the fair value or future cash flows of a balance sheet exposure will fluctuate because of
changes in foreign exchange rates.
The Group's income and expenses are recognised in the respective subsidiaries local currencies, being EUR and USD, which
limits the risks regarding possible fluctuations in exchange rates.
Contents of the notes to the consolidated financial statements
Note 15
Financial risk management
43
The Group is however exposed to foreign currency risks relating to the Group's intercompany oustandings in EUR and USD.
Due to the fixed exchange rate policy in Denmark against the EUR, the foreign exchange rate risk against the EUR is not
considered material.
On that basis, Management has concluded that only the group's intercompany outstandings carries a substantial foreign
currency risk.
Sensitivity from changes in foreign currency exchange rates:
2023
2022
Impact on post tax profit and equity:
Exchange rate, USD/EUR - increase of 10% (kEUR)
575
453
Exchange rate, USD/EUR - decrease of 10% (kEUR)
(703)
(371)
The sensitivity analysis assumes all other variables remain constant. The impact on post tax profit and equity is based on those
financial instruments that were recognised at the respective balance sheet dates.
Credit risk
Credit risk arises from cash and cash equivalents and deposits with banks and financial institutions, as well as credit exposures
to customers, including outstanding receivables. The Treasury Policy of the Group sets forth authority limits for the credit risk
exposure related to cash and cash equivalents. The limits are based on the counterparty credit rating. The Group aim at using
banks of high quality in the countries the group operate in.
Credit risk is managed on a Group basis.
To assess the credit risk of a customer, prior to entering into a binding sales agreement, it is the Group's policy to evalua te the
customer's credit rating, if possible, provided by external parties. Furthermore, the majority of the Group's customers are long-
standing clients. The Group has historically not incurred any losses from trade receivables.
The Group applies the IFRS 9 simplified approach to measuring expected credit losses which uses a lifetime expected loss
allowance for all trade receivables.
Trade receivables are written off where there is no reasonable expectation of recovery. Indicators that there is no reasonable
expectation of recovery include, amongst others, the failure of a debtor to engage in a repayment plan with the group, and a
failure to make contractual payments for a period greater than 120 days past due.
The Group's loss allowance as at 31 December 2023 and 31 December 2022 was nill.
Contents of the notes to the consolidated financial statements
Note 15
Financial risk management
44
Liquidity risk
The group monitors rolling forecasts of the group's liquidty reserve, comprising undrawn credit facilities and cash and cash
equivalents on the basis of expected cash flows. Liquidity risk is managed on a Group basis.
In addition, the group's liquidity management policy involves monitoring of balance sheet liquidity ratios against internal and
external regulatory requirements and maintaining debt financing plans. For more information, refer to note 18 and 20.
Maturities of financial liabilities
EUR
Less than 1
year
Between 1
and 5 years
More than 5
years
Total
As at December 2023
Non-derivatives
Borrowings, current and non-current
341.928
901.944
2.412.063
3.655.935
Payables to credit institutions, current
161.011
-
-
161.011
Trade payables
3.386.707
-
-
3.386.707
Lease liabilities
1.102.651
3.851.593
1.734.743
6.688.987
Total non-derivatives
4.992.298
4.753.537
4.146.806
13.892.641
Derivatives
Exit payment
-
-
-
-
Total derivatives
-
-
-
-
EUR
Less than 1
year
Between 1
and 5 years
More than 5
years
Total
As at December 2022
Non-derivatives
Borrowings, current and non-current
253.121
338.394
-
591.516
Payables to credit institutions, current and non-curret
1.951.858
161.366
-
2.113.224
Trade payables
1.342.507
-
-
1.342.507
Lease liabilities
608.169
2.357.281
2.141.826
5.107.276
Total non-derivatives
4.155.655
2.857.041
2.141.826
9.154.523
Derivatives
Exit payment
-
183.505
-
183.505
Total derivatives
-
183.505
-
183.505
The maturity analysis is based on the following assumptions:
- The amounts disclosed in the table are the contractual undiscounted cash flows (including interest payments). Balances other
than leases due within 12 months equal their carrying balances as the impact of discounting is not significant.
- The exit-payment derivatives are presented with their maximum amount payable and within the time-band the potential
payments could earliest possibly occur.
- Payments for lease liabilities includes only lease agreements which have commenced before the end of the reporting period.
Contents of the notes to the consolidated financial statements
Note 16
Cash flow specifications
45
EUR
2023
2022
Adjustments
Financial income
(245.001)
(704.095)
Financial expenses
1.651.386
354.337
Depreciation, amortisation and impairment charges
1.907.367
1.475.596
Income tax
71.173
3.341
Share-based payment (equity-settled)
51.628
246.889
Fair value adjustment of issued phantom shares
(404.369)
-
Other adjustments, non-cash
27.256
9.989
3.059.440
1.386.056
Changes in net working capital
Change in inventories
(392.059)
(248.124)
Change in receivables
(444.758)
(514.705)
Change in other payables
291.617
148.195
Change in trade payables
2.044.200
322.011
1.499.000
(292.624)
Contents of the notes to the consolidated financial statements
Note 17
Share capital
46
2023
2022
Number of
Nominal
Number of
Nominal
shares
value
shares
value
The share capital comprise:
Ordinary shares (fully paid) in DKK
401.872
401.872
156.863
156.863
In number of shares
2023
2022
Changes in share capital
Opening balance
156.863
156.863
Conversion to A/S
243.137
-
Exercise of warrants
1.872
-
Total
401.872
156.863
No shares carry any special rights. Options and warrants are described in note 6.
On 22 June 2023, Shark Solutions ApS was converted into a public limited company (A/S).
Contents of the notes to the consolidated financial statements
Note 18
Borrowings
47
EUR
2023
2022
Borrowings
Borrowings (debt-host-contract)
3.655.935
591.516
Borrowings (exit-payment)
-
183.305
3.655.935
774.821
Payables to credit institutions
Payables to credit institutions, loans
161.011
804.201
Payables to credit institutions, overdraft
-
1.309.022
161.011
2.113.223
Borrowings and payables to credit institutions
Current
502.940
2.204.979
Non-current
3.314.007
683.065
Total borrowings and payables to credit institutions
3.816.946
2.888.044
Borrowings
The Group's borrowings consists of the following loans:
A loan from the Danish Green Investment Fund with a total nominal value of EUR 1.208 thousands, which was obtained in
2019. The loan carries a variable interest rate based on Cibor 3M plus a margin. The nominal interest rate is approximately
6,75%. The loan mature in March 2025, but includes an early-prepayment feature.
The loan include potential additional payments of a total amount up to EUR 240 thousands which are paybale to the Danish
Green Investment Fund in certain exit scenarios subject to the equity value of the Company exceeds predefined targets or
subject to the Group meeting certain performance targets. The potential exit payment and performance payment are
mutually exclusive. The embedded derivative is separated from the debt-host contract and is presented within borrowings.
At the time of obtaining the loan in March 2019, the amount allocated to the embedded derivative was EUR 74 thousands.
The remaining proceed of EUR 1.114 thousands was allocated to the debt-host contract (the loan). At 31 December 2023, the
embedded derivative is recognised with a value of EUR 0. For more information, see note financial risk management. The
loan includes a financial covenant based on NIBD/EBITDA multiples, and has been waived by the lender for the 2023
financial year, as it would have otherwise been breached.
In 2023 the Group entered into a new loan agreement with the Danish Export- and Investment Fund with a total nominal
value of EUR 3.350 thousand. The loan is structured as a 10-year annuity loan with an initial 2-year grace period, maturing
in October 2033. The loan carries a variable interest rate based on Cibor 3M plus a margin of 7,80%. At the time of entering
the loan, the interest rate was 11,67% per annum. The loan includes financial covenants based on NIBD/EBITDA multiples
and solvency ratio. Financial covenant on NIBD/EBITDA has been waived by the lender for the 2023 financial year, as it
would have otherwise been breached.
The terms of the loan includes provisions for early repayment. The embedded derivative is separated from the debt-host
contract and is presented within borrowings. At the time of obtaining the loan, the amount allocated to the embedded
derivative was EUR 0 thousand.
Contents of the notes to the consolidated financial statements
Note 18
Borrowings
48
Payables to credit institutions
The Group's payables to credit institutions includes the following:
Nykredit
Loans
Two separate loan agreements were entered into on 1 March 2019 with respective principals of DKK 8 million (EUR
1.076 thousands) and DKK 4 million (EUR 538 thousands). The loans are paid back on a quarterly basis consisting of
DKK 400 thousand (EUR 54 thousands) and DKK 200 thousand (EUR 27 thousands) installements, respectively. The
loans carries a variable interest based on 3M Cibor plus an interest margin. At the time of entering into the loans, the
interest rates were 6,7% per annum.
Credit facilities
Credit facilities of up to DKK 10 million (EUR 1.345 thousands) was entered into on 1 March 2019. The credit facility
carries an variable interest based on 3M Cibor plus an interest margin. At the time of entering into the credit facility, the
interest was 2,5% per annum.
BNP Paribas
Credit facilities of up to EUR 200 thousands were entered into on 21 February 2018. The credit facility has a
commitment fee of 0,125% per quarter based on the unused credit. It has a variable interest rate based on Euribor plus
1,25%.
Contents of the notes to the consolidated financial statements
Note 19
Changes in liabilities arising from financing activities
49
This section sets out an analysis of liabilities arising from financing activities and the movements in each of the periods
presented.
Borrowings, current and non-current
Payables to credit institutions,
774.821
3.091.582
-
(183.305)
(27.163)
3.655.935
current and non-current
Lease liabilities, current and
2.113.224
(1.974.191)
-
-
21.978
161.011
non-current
4.284.935
(946.200)
2.289.018
-
120.123
5.747.876
Total liabilities from financing
activities
7.172.980
171.191
2.289.018
(183.305)
114.938
9.564.822
Borrowings, current and non-current
Payables to credit institutions,
1.027.771
(223.078)
-
(3.967)
(25.905)
774.821
current and non-current
Lease liabilities, current and
2.814.110
(832.283)
-
-
131.397
2.113.224
non-current
2.891.615
(627.360)
1.772.071
-
248.609
4.284.935
Total liabilities from financing
activities
6.733.496
(1.682.721)
1.772.071
(3.967)
354.101
7.172.980
* Including remeasurements.
** The exit-payment derivative is presented as borrowings in the balance sheet, and is included in the proceeds from
borrowings in the cash flow statement.
*** Other changes include non-cash movements, e.g. accrued interest expense which will be presented as operating cash
flows in the statement of cash flows when paid.
Contents of the notes to the consolidated financial statements
Note 20
Capital management
50
The Group’s objectives when managing capital are to:
- follow the growth strategy defined by the Board of Directors, while safeguarding the ability to continue as a going concern,
- provide satisfactory returns for shareholders,
- benefits for other stakeholders,
- maintain an optimal capital structure to reduce the cost of capital
With the strengthened capital foundation from the investment made in 2022 by AXA IM Alts and in accordance with the main
bank financing partner, Nykredit A/S, Shark Solutions engaged in a loan with Danish Export- and Investment Fund (EIFO) of
€3,4m (DKK 25m) in Q4 2023.
Alongside cash generated from operations, the Group has during 2023, as planned, been drawing on the available capital to
finance investments, service existing loans and to fund daily operations. Based on expectations to the financial performance of
2024, the existing capital is expected to maintain going concern during 2024.
During 2024 existing loans held with Nykredit will expire and a refinancing process has been initiated to secure additional
funding for investments in additional production capacity to accommodate expected demand in 2025 and forward. It is the
intention in the future to continue to fund growth activities with a balance between cash flow from operations as well as external
funding as needed.
Contents of the notes to the consolidated financial statements
Note 21
Contingent liabilities, commitments and contingencies
51
Deposits
EUR 2023 2022
Contingent liabilities
The Group had contingent liabilities at year end in respect of:
Other contingent liabilities
The Group companies are taxed jointly with the other companies in the group and has joint several and unlimited liability for
income taxes and any obligations to withhold tax at source on interest, royalties and dividends for the jointly taxed companies.
The total known tax liability for the jointly taxed companies has not yet been determined. For further information, please see
the financial statements for BE Shark Holding ApS.
Charges and security
The carrying amounts of assets pledged as security for current and non-current borrowings are:
Floating charge
Non-current assets
Property, plant and equipment
10.177.621
5.267.947
Right-of-use assets
5.368.104
4.101.777
Deposits
82.577
77.967
Total non-current assets
15.628.302
9.447.691
Current assets
Inventory
1.487.663
1.095.604
Trade receivables
1.443.784
1.162.316
Receivables from group enterprises
344.212
-
Prepayments
263.226
580.811
Other receivables
249.619
117.566
Cash and cash equivalents
3.786.947
142.393
Total non-current assets
7.575.450
3.098.691
Total assets pledged as security
23.203.752
12.546.382
The pledges comprise a floating charge provided as security for borrowings from the Danish Green Investment Fund up to a value
of EUR 342 thousands (31 December 2022: EUR 775 thousands) and the Danish Export- and Investment Fund up to a nominal
value of EUR 3.315 thousand (31 December 2022: EUR 0 thousand) . The terms restrict the Group for using the assets for other
securities.
EUR
2023
2022
Commitments
Property, plant and equipment
1.039.366
1.375.298
1.039.366
1.375.298
Commitments relate to acqusition of new property, plant and equipment.
Contents of the notes to the consolidated financial statements
Note 22
Related party transactions
52
CH AF 1/5 - 1989 ApS
Denmark
EUR 2023 2022
The Group is controlled by the following entities:
Name of entity
Type
Place of business
Ownership interests
2023
2022
BE Shark Holding ApS
Ultimate and immediate parent
99,56%
100,00%
Transactions with related parties
The following transactions occurred with related parties:
Information about remuneration to key management personnel has been disclosed in note 5.
Interests in subsidiaries are set out in note 23.
In connection with Shark Solutions A/S' conversion to A/S, the Company received a capital contribution from its Parent
Company, BE Shark Holding ApS of € 6,2 million.
Shareholder loans and other affiliates - End of year
BE Shark Holding ApS, Parent Company
8.890.347
4.379.309
Purgos ApS, Other affiliate
165.902
-
9.056.249
4.379.309
Shareholder loans and other affiliates mainly consist of outstandings to the immediate parent company, BE Shark Holding ApS.
The balance is a result of ongoing cash inflows to maintain the Group's operations. The balance bears interest of 3%. The
balance is expected to be paid back on an ongoing basis within 12 months. The amount of interest is listed in note 8
Contents of the notes to the consolidated financial statements
Note 23
Interests in other entities
53
The group’s principal subsidiaries at year end are set out below. Unless otherwise stated, they have share capital consisting
solely of ordinary shares that are held directly by the group, and the proportion of ownership interests held equals the voting
rights held by the group. The country of incorporation or registration is also their principal place of business.
Name of entity
Place of business
Ownership interests held by the
group
2023
2022
Shark Solutions Bv
Belgium
100%
100%
Shark Solutions Inc
USA
100%
100%
Shark PVB Processing LLC
USA
100%
100%
Shark Glass Recycling North America LLC
USA
100%
100%
Shark Glass Recycling LLC
USA
100%
100%
Shark Glass Recycling West LLC
USA
100%
100%
Shark Glass Recycling NE LLC
USA
100%
100%
Georgia Greenleaf LLC *
* Incorporated in 2023
USA
100%
-
54
Contents of the notes to the consolidated financial statements
Note 24 Subsequent events
No subsequent events have occured after the balance sheet date that required adjustment to or disclosure in the financial
statements of the Group.
55
Parent Financial Statements
Income statement
for the year ended 31 December 2023
EUR
Notes
2023
2022
Gross profit
(4.007.386)
(2.343.914)
Staff costs
2
(1.006.858)
(953.587)
Operating profit before amortisation, depreciation and
impairment (EBITDA)
(5.014.245)
(3.297.501)
Depreciation, amortisation and impairment
(5.444)
(7.062)
Operating profit before financial income
and expenses
(5.019.688)
(3.304.563)
Financial income
3
785.374
872.572
Financial expenses
3
(682.028)
(167.967)
Profit (loss) before tax
(4.916.342)
(2.599.958)
Tax on profit/loss for the year
(167.390)
(432.066)
Net profit (loss) for the year
(5.083.732)
(3.032.024)
Balance sheet
as at 31 December 2023
56
Other financial assets at amortised cost
EUR
Notes
2023
2022
Assets
Non-current assets
Property, plant and equipment
-
5.455
Equity investments in group companies
4
-
-
Deposits
9.641
9.662
Total non-current assets
9.641
15.117
Current assets
Receivables from group enterprises
10.266.466
6.273.101
Deferred tax assets
14.448
4.729
Prepayments
119.823
16.485
Other receivables
110.336
11.780
Cash and cash equivalents
3.385.705
1.800
Total current assets
13.896.778
6.307.895
Total assets
13.906.419
6.323.012
Balance sheet
as at 31 December 2023
57
EUR
Notes
2023
2022
Equity
Share capital
53.947
21.073
Foreign currency translation reserve
18.304
12.447
Retained earnings
(830.749)
(2.000.341)
Total equity
(758.499)
(1.966.821)
Liabilities
Non-current liabilities
Borrowings
3.314.007
338.394
Payables to credit institutions
-
161.366
Other liabilities
-
28.625
Total non-current liabilities
3.314.007
528.385
Current liabilities
Borrowings
341.928
253.121
Payables to credit institutions
161.011
1.518.650
Shareholder loans
8.890.347
4.379.309
Trade payables
107.994
66.790
Income tax liabilities
1.582.426
1.412.534
Other liabilities
267.204
131.043
Total current liabilities
11.350.911
7.761.448
Total liabilities
14.664.917
8.289.833
Total liabilities and equity
13.906.419
6.323.012
Statement of changes in equity
for the year ended 31 December 2023
58
EUR
Share capital
Foreign currency
translation reserve
Retained earnings
Total equity
As at 1 January 2023
21.073
12.447
(2.000.341)
(1.966.821)
Foreign currency translation adjustment of
foreign enterprises
-
5.857
-
5.857
Exercise of warrants
251
-
96.679
96.930
Capital contribution in connection with
conversion to A/S
32.623
-
6.156.645
6.189.268
Profit/loss for the period
-
-
(5.083.732)
(5.083.732)
As at 31 December 2023
53.947
18.304
(830.749)
(758.499)
Statement of changes in equity
for the year ended 31 December 2022
59
EUR
Share capital
Foreign currency
translation reserve
Retained earnings
Total equity
As at 1 January 2022
21.073
20.954
1.031.683
1.073.710
Foreign currency translation adjustment of
foreign enterprises
-
(8.507)
-
(8.507)
Profit/loss for the period
-
-
(3.032.024)
(3.032.024)
As at 31 December 2022
21.073
12.447
(2.000.341)
(1.966.821)
Contents of the notes to the financial statements
60
Note 1 Accounting policies
Note 2
Staff costs
Note 3 Financial income and expenses
Note 4 Equity investments in group enterprises
Note 5
Contingent liabilities, commitments and contingencies
Note 6
Related party transactions
Note 7 Subsequent events
Contents of the notes to the financial statements
Note 1
Accounting policies
61
The Annual Report of Shark Solutions A/S for 2023 has been prepared in accordance with the provisions of the Danish
Financial Statements Act applying to enterprises of reporting class B as well as selected rules applying to reporting Class C.
The accounting policies applied remain unchanged from last year.
The Financial Statements for 2023 are presented in EUR.
Because a statement of cash flows is prepared for the group in the consolidated financial statements, no separate statement of
cash flows has been prepared for the parent, as permitted under the Danish Financial Statements Act. Please refer to the
consolidated statement of cash flows for the group.
The accounting policies for the parent are the same as for the consolidated financial statements with the adjustments described
below. For a description of the accounting policies of the group, please refer to the consolidated financial statements.
Equity investments in group enterprises
Equity investments in group enterprises are measured at cost less any impairment losses in the balance sheet of the parent.
Transaction costs directly attributable to the acquisition are recognised in the cost of equity investments in the balance sheet of
the parent, while transactions costs are recognised in the income statement in the financial statements.
Gains or losses on disposal of equity investments in group enterprises are determined as the difference between the disposal
consideration and the carrying amount of net assets at the time of sale, including non-amortised goodwill, as well as the
expected costs of divestment or discontinuation. Gains and losses are recognised in the income statement under income from
equity investments.
Receivables from group enterprises
Receivables from group enterprises are measured at amortised cost, which usually corresponds to the nominal value, less write-
downs for bad debts. Write-downs for bad debts are determined based on an individual assessment of each receivable if there is
no objective evidence of individual impairment of a receivable.
Leases
Leases relating to assets where the company has substantially all the risks and benefits incidental to the ownership of the asset
(finance leases) are recognised in the balance sheet. On initial recognition, assets held under finance leases and related lease
commitments are measured at the lower of the fair value of the leased asset and the present value of future lease payments.
Subsequently, assets held under finance leases are treated like other similar assets.
Lease commitments relating to assets held under finance leases are recognised in the balance sheet as payables. Subsequent to
initial recognition, lease commitments are measured at amortised cost according to which the interest element of the lease
payment is recognised in the income statement over the lease term.
Lease payments relating to operating leases are recognised in the income statement on a straight-line basis over the lease term.
Payables to group enterprises
Payables to group enterprises are measured at amortised cost, normally corresponding to the nominal value of such payables.
Share-based payment
The company has chosen not to adopt IFRS 2 regarding share-based payment, and continues to follow the guidelines in
accordance with the Danish Financial Statements Act, which does not require recognition of share-based payment.
Contents of the notes to the financial statements
Note 1
Accounting policies
62
Gross profit
With reference to section 32 of the Danish Financial Statements Act, gross profit is calculated as a summary of revenue and
other external expenses.
Contents of the notes to the financial statements
Note 2
Staff costs
EUR
2023
2022
63
Wages and salaries
795.740
890.850
Defined contribution plans
158.220
49.011
Other social security costs
15.709
15.678
Other staff costs
31.682
366
1.001.351
955.905
Average number of employees
7
6
Contents of the notes to the financial statements
Note 3
Financial income and expenses
EUR
2023
2022
64
Financial income
Interest from subsidiaries
750.329
446.227
Interest income
35.044
-
Exchange rate gains
-
358.326
Other financial income
-
68.020
Total financial income
785.374
872.572
Financial expenses
Interest on shareholder loans
228.376
-
Interest on borrowings and payables to credit institutions
104.612
-
Exchange rate loss
250.118
-
Other financial expenses
98.921
167.967
Total financial expenses
682.028
167.967
Contents of the notes to the financial statements
Note 4
Equity investments in group enterprises
65
Cost:
At 1 January 2023
At 31 December 2023
3.875.639
3.875.639
Value adjustments:
At 1 January 2023
At 31 December 2023
Carrying amount 31 December 2023
Shark Solutions Bv
Belgium
Shark Solutions Inc
USA
Shark PVB Processing LLC
USA
Shark Glass Recycling North America LLC
USA
Shark Glass Recycling LLC
USA
Shark Glass Recycling West LLC
USA
Shark Glass Recycling NE LLC
USA
(3.875.639)
(3.875.639)
-
100%
100%
100%
100%
100%
100%
100%
Georgia Greenleaf LLC
USA
100%
Contents of the notes to the financial statements
Note 5
Contingent liabilities, commitments and contingencies
66
Contingent liabilities
The Company had contingent liabilities at year end in respect of:
Guarantee commitments
The company has provided a payment guarantee of EUR 743 thousands to one of its subsidiaries bank connection.
Other contingent liabilities
The company is taxed jointly with the other companies in the group and has joint several and unlimited liability for income
taxes and any obligations to withhold tax at source on interest, royalties and dividends for the jointly taxed companies. The total
known tax liability for the jointly taxed companies has not yet been determined. For further information, please see the financial
statements for BE Shark Holding ApS.
Charges and security
As security for debt of EUR 3.656 thousands, a company charge of EUR 437 thousands has been provided comprising all
assets. The total carrying amount of the comprised assets is EUR 13.897 thousands.
A transport declaration has been given to the Companys bank for all receivables from subsidiaries. The total carrying amount
of the comprised receivables is EUR 10.266 thousands.
A share pledge agreement regarding the Companys shares in Shark Solutions Bv has been agreed with the company's bank
connections.
Contents of the notes to the financial statements
Note 6
Related party transactions
67
Transactions
The Company has chosen only to disclose transactions which have not been made on an arm's length basis in accordance with section
98(c)(7) of the Danish Financial Statements Act.
In connection with the Companys conversion into a public limited company (A/S), a capital increase of EUR 6.2 million was received
from the parent company, BE Shark Holding ApS.
Ownership
The following shareholder is recorded in the Company's register of shareholders as holding at least 5% of the votes or at least 5%
of the share capital:
BE Shark Holding ApS
Contents of the notes to the financial statements
Note 7
Subsequent events
68
No subsequent events have occured after the balance sheet date that required adjustment to or disclosure in the financial
statements of the Company.
Annual reportAuditor's report on audited financial statementsParsePort XBRL Converter2023-01-012023-12-312022-01-012022-12-312024-05-14549300UBDVXZXI4GRK86Reporting class B354134722024-05-14529900VSWLQF0O3GA94633771231Strandvejen 442900 HellerupOpinionBasis for Opinion2024-05-143377123133771231PricewaterhouseCoopers Statsautoriseret Revisionspartnerselskab549300UBDVXZXI4GRK862023-01-012023-12-31cmn:ConsolidatedMember549300UBDVXZXI4GRK862023-01-012023-12-31cmn:ConsolidatedMember1549300UBDVXZXI4GRK862023-01-012023-12-31cmn:ConsolidatedMember2549300UBDVXZXI4GRK862023-01-012023-12-31549300UBDVXZXI4GRK862022-01-012022-12-31549300UBDVXZXI4GRK862023-12-31549300UBDVXZXI4GRK862022-12-31549300UBDVXZXI4GRK862022-12-31ifrs-full:IssuedCapitalMember549300UBDVXZXI4GRK862023-01-012023-12-31ifrs-full:IssuedCapitalMember549300UBDVXZXI4GRK862023-12-31ifrs-full:IssuedCapitalMember549300UBDVXZXI4GRK862022-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember549300UBDVXZXI4GRK862023-01-012023-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember549300UBDVXZXI4GRK862023-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember549300UBDVXZXI4GRK862022-12-31ifrs-full:RetainedEarningsMember549300UBDVXZXI4GRK862023-01-012023-12-31ifrs-full:RetainedEarningsMember549300UBDVXZXI4GRK862023-12-31ifrs-full:RetainedEarningsMember549300UBDVXZXI4GRK862021-12-31ifrs-full:IssuedCapitalMember549300UBDVXZXI4GRK862022-01-012022-12-31ifrs-full:IssuedCapitalMember549300UBDVXZXI4GRK862021-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember549300UBDVXZXI4GRK862022-01-012022-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember549300UBDVXZXI4GRK862021-12-31ifrs-full:RetainedEarningsMember549300UBDVXZXI4GRK862022-01-012022-12-31ifrs-full:RetainedEarningsMember549300UBDVXZXI4GRK862021-12-31549300UBDVXZXI4GRK862022-01-012022-12-31cmn:ConsolidatedMember549300UBDVXZXI4GRK862023-01-012023-12-31cmn:ConsolidatedMember1549300UBDVXZXI4GRK862023-01-012023-12-31cmn:ConsolidatedMember2549300UBDVXZXI4GRK862023-01-012023-12-31cmn:ConsolidatedMember1549300UBDVXZXI4GRK862023-01-012023-12-31cmn:ConsolidatedMember2549300UBDVXZXI4GRK862023-01-012023-12-31cmn:ConsolidatedMember3549300UBDVXZXI4GRK862023-01-012023-12-31cmn:ConsolidatedMember4549300UBDVXZXI4GRK862023-01-012023-12-31cmn:ConsolidatedMember5iso4217:EURxbrli:pure