Annual Report 2025
Almunda Professionals N.V.
1
Annual Report 2025
Foreword
Dear Almunda shareholders, dear stakeholders,
Almunda is a group comprising various enterprises structured with a focus on matching and seconding
professionals. Within the group, various sectors are served, namely healthcare (particularly elderly care,
mental healthcare, and general healthcare), the energy sector, and business financial services.
PIDZ is active in matching independent healthcare professionals (freelancers). For PIDZ, 2025 was marked
by anticipating market dynamics arising from the uncertainty surrounding the DBA Act, building a
staffing proposition, and developing a new digital platform.
Almunda was already active in the energy sector with ICE. In September 2025,
kWh People (kWh)
was
acquired. ICE and kWh will collaborate to better serve customers in the various sub
-segments. The
companies are structured under a new intermediate holding company, Kalice Group. However, the labels
ICE and kWh will continue to exist autonomously. Both ICE and kWh performed fully satisfactorily in 2025.
Novisource is an entrepreneurial and distinctive execution partner for organizations in the financial and
public sectors. Novisource provides consultants in the expertise domains of digital transformation,
regulatory change, and data management. For Novisource, 2025 was once again a year of challenging
market conditions. Internally, organizational and managerial adjustments were implemented to optimize
sourcing and better serve customer demand.
I would like to thank the employees and management teams of our subsidiaries PIDZ, ICE,
kWh and
Novisource for their dedication and efforts over the past financial year. This annual report outlines the
developments and results achieved in 2025.
With three core sectors and ample growth opportunities ahead, we look to the future with confidence.
On behalf of the Board of Directors,
Remko Herschel
Chairman
Annual Report 2025 2
Table of Contents
Profile
3
Report of the Board of Directors
4
Long-Term value creation
10
Risks
13
Shareholder information
19
Corporate Governance
22
Report of the Supervisory Board
26
Remuneration report
29
The consolidated financial statements
32
Standalone financial statements
104
Other information
119
Report on the audit of the financial
statements 2025 included in the annual report
121
3
Annual Report 2025
Profile
About Almunda Professionals
Almunda Professionals N.V. ("Almunda Professionals") is a listed company focused on the deployment of
professionals (consultants, self-employed experts and temporary workers) within specific sectors for a
wide range of clients and organisations.
Almunda Professionals originates from a company initially founded in 1889. Since 1959, the company has
been listed on the Amsterdam Stock Exchange. The name change to Almunda Professionals took place in
2021.
Almunda Professionals operates through three subsidiaries: PIDZ Holding B.V. ("PIDZ"), Kalice Group B.V.
("Kalice"), and Novisource Holding B.V. ("Novisource"). The labels ICE Group ("ICE") and kWh People ("kWh")
are structured under Kalice.
PIDZ's mission is to keep healthcare available for everyone. PIDZ offers services for healthcare
professionals and healthcare institutions. Healthcare professionals have a need for freedom and control
over their own work. And they want to make a positive impact on the patients and clients they care for.
Through PIDZ, healthcare professionals can work flexibly in healthcare as self-employed professionals or
as temporary agency workers. PIDZ solves staffing problems from healthcare institutions. Based on the
needs and wishes of the healthcare institutions,
PIDZ matches quickly deployable, flexible, and high-
quality healthcare professionals from the PIDZ pool. Always with an eye for quality, because healthcare is
about people.
Kalice includes the labels ICE and kWh. ICE works for the official market parties in the energy sector: grid
operators, energy suppliers, metering companies, and program managers. ICE consultants support
clients in the optimal structuring of business processes, change management, data analysis, and
compliance with laws and regulations. kWh focuses on sustainability, innovation, and transition in the
energy sector. kWh customers are active in solar, wind energy, heat, circularity, sustainable mobility,
energy supply, smart grid, energy storage, hydrogen, and biomass. kWh has an extensive pool of self-
employed professionals from which it matches independent professionals with clients in the mentioned
sectors. kWh is also active in recruitment and selection of professionals for its clients.
Novisource is positioned as an execution partner for organizations in the financial and public sectors.
Novisource supports its clients by providing consultants in the domains of digital transformation,
regulatory change and data management.
Annual Report 2025 4
Report of the Board of Directors
Operational Results for 2025
Revenue at Almunda Professionals increased from € 29,0 million in 2024 to € 31,4 million in 2025. As a
result of the acquisition,
kWh contributed to revenue for three months in 2025. PIDZ realized a substantial
revenue decline. In contrast, ICE achieved a significant revenue increase. Novisource experienced
challenging market conditions and realized a significant revenue decline. Consequently, the picture
within the group is mixed.
EBITDA result amount to
€
4,8 million
Due to the buy and build strategy, Almunda has a relatively large amount of intangible fixed assets
arising from the acquisitions of PIDZ, ICE, and kWh. The associated non-cash amortization charge for
2025 amounts to € 3,0 million (2024: € 2,5 million). In 2025, no impairment occurred on intangible assets
and receivables (2024: € 0,2 million). EBITDA results 2025 amounts to € 4,8 million (
2024: € 4,8 million).
Earnings before interest and taxes (EBIT) amounts to € 0,8 million (2024: € 1,3 million). After de
duction of
interest expenses of € 0,8 million (2024: € 0,9 million), share in the result of associates of € nil (2024: € 0,1
million), and taxes of € 0,2 million negative (2024: € 0,5 million negative), net profit for the year
amounted to € 0,3 million negative (2024: nil). The four operating companies within Almunda
Professionals
–
PIDZ, ICE,
kWh and Novisource
–
experienced differing dynamics in 2025.
PIDZ realised a reasonable result under uncertain market conditions
PIDZ
revenue decreased from € 14,6 million in 2024 to € 12,7 million in 2025. In 2025,
PIDZ is confronted
with challenging market conditions, particularly caused by the lifting of the enforcement moratorium
under the DBA Act. This has led to uncertainties among healthcare institutions and a decline in demand
for self-employed professionals. Despite these difficult circumstances,
PIDZ has managed to maintain its
revenue at a reasonable level.
EBITDA for 2025 is € 3,9 million (
2024: € 4,9 million). In a year in which revenue declined,
PIDZ kept costs
under control. Personnel costs and subcontracted costs
decreased by € 0,4 million compared to 2024
The size of the staff has been reduced from 84 FTE to 77 FTE. Operational costs also decreased by € 0,4
million compared to 2024.
2025 was marked by the development of the new PIDZ platform. The new PIDZ platform better facilitates
the matching process and also supports the new staffing proposition. The new PIDZ platform went live in
early 2026.
To meet changing market demand,
PIDZ will further roll out the staffing proposition in 2026. The internal
organization had already been set up in 2025 to meet the specific requirements. With the support of the
new IT platform, it is expected that this proposition, alongside the freelance proposition, will contribute to
PIDZ's results in 2026.
Strong financial performance ICE
ICE achieved strong results in 2025 and contributed significantly to the Almunda result. Revenue
increased from € 9,6 million to € 11,7 million. An increase of 21
,8%. ICE’s EBITDA contribution for 2025
amounted to € 1,7 million (2024: € 1,1 million).
Market demand in 2025 was strong. Combined with good productivity and a focus on the market
segments to be served, this contributed to a good result in 2025. Personnel availability remains a
challenge in this market. ICE is fully committed to a high-quality sourcing process.
5
Annual Report 2025
As of 30 September 2025, Almunda has acquired a 70% stake in kWh. Like ICE,
kWh is active in the utility
sector. The activities and markets are complementary to ICE. In 2026, ICE and kWh will work together to
realize synergies.
In addition, continued focus on improving utilisation rates and attracting high-quality consultants is
expected to contribute to good results again in 2026.
Acquisition kWh People
kWh has contributed to Almunda's result for three months. The revenue contribution for 2025 amounted
to € 3,6 million. EBITDA contribution to 2025 € 0,2 million.
kWh performed well in 2025. kWh mediates for self-employed professionals in the energy market, where
the specific submarkets are complementary to those of ICE. In addition,
kWh is also active in recruitment
and selection.
The collaboration with ICE is expected to contribute significantly to Almunda's results. Market conditions
are also favourable. In addition of sustainability being and remaining an important theme, autonomous
energy supply is a key strategic theme. kWh is positioned to play a key role for these themes with her
clients.
Challenging year for Novisource
The year 2025 was once again challenging for Novisource. Labor market tightness and weak market
demand led to a negative contribution to the result for Almunda. Revenue decreased from € 4,8 million
in 2024 to € 3,4 million in 2025. EBITDA amounts to negati
ve € 0,6 million (2024: negative € 0,7 million).
In order to turn the tide, a new manager has been appointed. With a strong focus on building the staff
pyramid, improving productivity, and optimizing pricing, the intention is to improve the result in 2026.
Almunda holding
Almunda's holding costs resulted in an EBITDA of negative €
0,4 million (2024: negative € 0,6 million). The
costs primarily relate to the costs associated with the stock exchange listing and the costs of the board
of directors. The board of directors continues to closely monitor cost developments and seeks to
minimize these costs.
In 2025, a total of 1,22 million shares have been issued as stock dividend. During 2025, 2,27 million class A
shares were converted into listed class B shares. By the end of 2025, only listed class B shares remained
outstanding. The number of outstanding shares as at 31 December 2025 amounts to 22,27 million.
Earnings per share (adjusted for amortization and impairment losses)
is €
0,08 (2024: € 0,09). The loss
per share attributable to shareholders amounted to € 0,03 in 2025, compared to a loss of € 0,02 i
n 2024.
Given the material impact of non-cash amortisation and impairment charges on IFRS earnings, Almunda
Professionals also presents an earnings per share metric adjusted for these items, which provides
additional insight into the underlying profitability of the Group. This adjusted earnings per share was
€ 0,08 in 2025 (2024: € 0,09). For the definition and reconciliation to IFRS earnings per share, reference is
made to note 15 of the financial statements.
Equity attributable to shareholders decreased from €
12,7
million to € 12,2 million in 2025. Equity per share
declined from €
0,60 at year-end 2024
to €
0,55 at year-end 2025.
Annual Report 2025 6
Outlook 2026
Uncertainty persists in the PIDZ market regarding the DBA Act. For the time being, the Dutch government
has decided on a soft landing regarding the enforcement of the DBA Act. No default penalties will be
imposed in 2026. In 2026, the tax authorities will start conducting exploratory company visits instead of
direct book audits. The proposed VBAR Act will undergo radical changes in early 2026. The legislative
proposal has been split into a concretization of the legal presumption and a proposal for an entire
ly new
Self-Employed Persons Act. The government plans for the intended effective date of the Legal
Presumption is 1 January 2027. The Self-Employed Persons Act is set to enter into force in 2027 or 2028.
Until the legislation is finalized, the tax authorities' focus remains on authority and embedding, in
accordance with current case law.
Refinancing of the subordinated shareholder loans at PIDZ is intended for 2026. It is expected that this
refinancing of € 4,0 million will take place in a timely manner.
The core market dynamics remain favourable for PIDZ. The demand for healthcare professionals persists,
and there is a growing capacity shortage in healthcare. Combined with the fact that many healthcare
professionals desire autonomy in their work, demand for PIDZ's services continues to exist. Despite the
uncertainty in the market, it is expected that PIDZ will contribute positively to the development of
Almunda's results in 2026.
ICE and kWh will collaborate intensively in 2026 to realize synergy effects. In addition to the sustainability
issue, the market has increasingly recognized that autonomous energy supply is essential. This market
development is favourable for both ICE and kWh. Both companies are expected to make a positive
contribution to the Almunda result in 2026.
For Novisource, the focus will be on achieving financial break-even in operations, in order to start growing
again from there.
Over the past year,
PIDZ
has invested approximately €
1,5 million in the new matching platform. For 2026,
a further €
0,3 million is expected to be invested in further optimization of the platform. Additionally, due
to the centralization of the organization, approximately €
0,7 million will be invested in buying out some
franchise locations. Across the group, regular investments in property, plant and equipment remain
relatively limited and are expected to be in line with 2025 levels.
The labour market remains challenging. Nevertheless, Almunda Professionals will continue to focus on
attracting high-quality professionals in 2026 in order to capitalise on market opportunities.
Based on the above, Almunda Professionals expects to achieve a positive result in 2026. For an overview
of events after the reporting date, reference is also made to the consolidated financial statements.
Employees
Almunda Professionals employed a total of 183 FTEs in 2025 (2024: 175 FTEs), divided across 77 FTEs at
PIDZ,
49 FTEs at ICE,
25 FTEs at kWh and 32 FTEs at Novisource. In addition to permanent staff, ICE and
kWh in particular works with a pool of flexible, self-employed professionals. Currently,
PIDZ, ICE, and
Novisource do not have a works council (OR).
Governance
Almunda Professionals is a listed holding company with four operating subsidiaries: PIDZ, ICE,
kWh and
Novisource. Each subsidiary is led by its own management team, operating independently and
autonomously.
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Annual Report 2025
At the Extraordinary General Meeting (EGM) held on 20 December 2022, Mr Herschel and Mr Mulder were
appointed as members of the Board of Almunda Professionals. As a result, the Board of Almunda
Professionals currently consists of two members. The Board holds regular monitoring meetings with the
management teams of the subsidiaries.
The Supervisory Board oversees the management of Almunda Professionals. It currently consists of one
member, with a vacancy for an additional member. Regular meetings take place between the
Supervisory Board and the Board of Almunda Professionals.
Financing
In 2021,
PIDZ
Holding entered into a bank loan facility of € 12,5 million to finance the acquisition of
PIDZ’s
business operations. As at 31 December 2025, the remaining balance after repayments amounts to
€
1,875 million. This loan will be fully repaid in 2026. The subordinated shareholder loans within PIDZ
totalling
€
4,0 million will be repaid in 2026. The intention is to refinance the subordinated shareholder
loans. The Board of Directors expects that, based on the development of the results the refinan
cing will
be realized in a timely manner.
In the context of the acquisition of kWh, a refinancing of ICE took place. At the Kalice level, the acquisition
financing as at 31 December 2025 amounts to € 2
,468 million.
Total net interest-bearing debt (including deferred COVID-19 tax liabilities and shareholder loans)
amounted to €
13,2 million on a consolidated basis as at year-end 2025 (2024: € 12,1 million). The debt
has increased due to the acquisition financing (partly refinancing) of kWh and ICE. The ratio of net
interest-bearing debt to EBITDA was 2,7 (2024: 2,5), which the Board considers to be healthy. This ratio is
expected to improve in the coming years as net debt continues to decline annually.
Under the current financing structure,
PIDZ and Kalice (ICE and kWh) have external bank borrowings. Both
entities generate sufficient cash flows to meet the obligations arising from their bank financing
arrangements. Due to the terms of these arrangements,
PIDZ and Kalice are restricted in their ability to
distribute dividends to Almunda Professionals.
In 2026, holding company expenses, Novisource’s working capital requirements, and repayments on
deferred COVID-19 tax liabilities will be financed via a current account credit facility provided by major
shareholder Value8.
In 2021, Almunda Professionals opted to make use of the Dutch Tax Authority’s payment deferral scheme,
which allows deferred COVID-19 tax liabilities to be repaid in 60 monthly instalments starting from 1
October 2022. The long-term portion of this liability, amounting to € 392 thousand, is recognised under
non-current tax liabilities. The short-term portion, amounting to € 506 thousand, is recognised under
current liabilities. Interest is charged on the deferred amount, with a statutory collection interest rate of
4% applicable as from 1 January 2025.
PIDZ
has a current account credit facility of € 0,5 million, which was not utilised in 2025. Kalice has a
current account facility of € 0,3 million, which was also not utilised during the year. Novisource has a
current account credit facility of € 0,75 million, of which € 0,70 million was drawn as at 31 December
2025. If necessary, Almunda Professionals can provide financing to Novisource through its current
account credit facility with majority shareholder Value8.
Almunda Professionals has a current account credit facility with its majority shareholder Value8. The
facility amounts to €
6,5 million and had a remaining minimum term of 24 months as at 31 December
Annual Report 2025 8
2025. As at year-end, € 3,99 million had been drawn under this facility, leaving € 2,51 million available.
Almunda Professionals may use the facility to finance its own operations as well as any financing needs
of its group companies PIDZ, ICE, and Novisource.
The financial position of Almunda Professionals remains solid:
•
Consolidated equity at year-end amounted to € 14,3 million (2024: € 14,3 million). Based on the
balance sheet total, this represents a solvency ratio of 35,3% (2024: 38,0%);
•
Based on operating activities and available credit facilities at the subsidiaries, sufficient cash flows
were generated throughout the year to meet financial obligations;
•
Cash and cash equivalents as at 31 December 2025 amounted to € 5,3 million (2024: € 5,7 million).
Transactions with Major Shareholder
In 2024, majority shareholder Value8 provided a current account credit facility to Almunda Professionals.
The facility has a total limit of € 5 million and a remaining term of
24 months as at year-end.
During 2025, an amount of € 2,73 million was drawn under this facility. Interest incurred on the facility for
2025
amounted to € 0,16 million.
Going concern
The financial statements have been prepared on the basis of the going concern assumption.
The financial position of Almunda Professionals remains strong. As at 31 December 2025, consolidated
equity amounted to € 14,3 million, representing 35,3% of the balance sheet total.
Net debt amounts to € 13,2 million and, relative to EBITDA, is considered to be at a healthy level. Apart
from potential acquisitions, this ratio is expected to decline further in the coming years.
At the group company PIDZ, the acquisition financing (outstanding balance at the end of the financial
year € 1,875 million) will be fully repaid in 2026. The outstanding subordinated shareholder loans of € 4,0
million within PIDZ will be refinanced in 2026. The Board of Directors expects that the refinancing will be
realized in a timely manner. Based on the current financing structure
—
including the current account
credit facility with majority shareholder Value8
—
and the operational results, sufficient cash flows are
expected to be generated to meet all financial obligations. As such, no going concern risks have been
identified.
In addition, a thorough review of goodwill was carried out and the annual impairment test has been
performed. For PIDZ, ICE and kWh, it was concluded that no impairment of goodwill is required. For further
details, reference is made to the note on intangible assets in the consolidated balance sheet.
Dividend Proposal
In view of the underlying developments at Almunda Professionals, it is proposed to maintain the dividend
at €
0,06 per share.
In light of the company’s objective to further strengthen it’s financial position,
shareholders will be offered the option to receive the
€
0,06 dividend in the form of stock dividend
—
payable in shares at the shareholder’s election. The exchange ratio for the
stock dividend will be
announced at a later date.
This proposal will be submitted to the General Meeting of Shareholders for approval.
9
Annual Report 2025
Composition of the Board of Directors
Remko Herschel
Drs. R. Herschel RA (1967) is a Chartered Accountant (RA
–
The Netherlands). From 1993 to 2006, he
worked at PricewaterhouseCoopers as a public accountant. Mr Herschel has been the owner of Vikariat
since 2007. Between 2016 and 2018, he served as CFO of Value8. Since 2019, he has held the position of
Investment Director at Value8 and, in that capacity, also served in 2024 as a managing director of
AmsterdamGold and as a supervisory board member of PAVO Zorghuizen. Remko Herschel was
appointed on 20 December 2022 during the Extraordinary General Meeting of Shareholders held on the
same date.
Marco Mulder
Drs. M. Mulder RA (1975) is a Finance Director. Between 1999 and 2014, he held positions at Van Noord
Accountants en Belastingadviseurs and Kooij + Partners Registeraccountants. After completing his
accountancy studies at Nyenrode Business University, he was registered as a Chartered Accountant (RA
–
The Netherlands) in 2012. He has also carried out interim assignments at PwC, BDO, CSU, Equinix,
Flextronics Logistics, and TasteStrik. He currently also serves as Finance Director at investment firm
Arventum. Marco Mulder was appointed on 20 December 2022 during the Extraordinary General Meeting
of Shareholders held on the same date.
Statement of the Board of Directors
With reference to Section 5:25c paragraph 2(c) of the Dutch Financial Supervision Act (Wft) and best
practice provision 1.4.3 of the Corporate Governance Code 2025, the Board of Directors declares that:
•
The financial statements give a true and fair view of the assets, liabilities, financial position, and
profit or loss of Almunda Professionals and the entities included in the consolidation as a whole;
•
The management report provides a true and fair view of the position as at 31 December 2025
and of the course of events during 2025 for Almunda Professionals and its operating companies
whose data are included in the financial statements;
•
The material risks faced by the company are described in the management report;
•
Based on the current state of affairs, the financial statements have been prepared on a going
concern basis, and the material risks and uncertainties relevant to the company's continuity over
the twelve-month period following the preparation of this report have been disclosed.
Amsterdam,
24 April 2026
Board of Directors
▬
Remko Herschel
▬
Marco Mulder
Annual Report 2025 10
Long-Term value creation
Strategy for long-term value creation
Almunda Professionals is guided by its core values: integrity, results-driven entrepreneurship, and a
passion for people. Our companies operate with a long
-term perspective and a strong connection to
their clients and the sectors in which these clients are active.
Almunda Professionals’ largest subsidiary is
PIDZ, which is embedded in the healthcare sector. Through its
professional network,
PIDZ establishes meaningful connections between healthcare professionals, care
institutions, and its own staff. From the financial year 2026 onward,
PIDZ will expand its offering beyond
freelance matching to include staffing and secondment services. PIDZ acts as a chain partner, working
alongside care organisations to proactively find solutions for a sustainable and positive future for
healthcare. In this role,
PIDZ helps retain healthcare professionals in the sector and contributes to the
availability of high-quality care.
Through its participation in ICE and kWh, Almunda Professionals actively contributes to the energy
transition, striving for solutions that not only drive technological advancement but also promote social
well-being. ICE and kWh understands the challenges and opportunities posed by the energy transition. It
supports clients by optimising business processes, responding to change, analysing data thoroughly,
improving service delivery, and ensuring compliance with applicable laws and regulations. With
expertise, collaboration, and a results-oriented approach, ICE and kWh guides organisations towards
sustainable energy solutions that positively impact both companies and communities.
In a constantly changing world, organisations must continue to innovate and transform. Through
Novisource, Almunda Professionals supports clients in accelerating their transformation by providing the
specialist knowledge of our consultants. With professionals who lead by example and aim to make a real
impact in their fields, we help businesses and institutions prepare for the future.
Driven by our passion for people, we connect our specialists with our clients. The PIDZ platform has
approximately 5.000 affiliated healthcare professionals, of whom around 2.200 are deployed each
month. From 2026,
PIDZ will also employ healthcare professionals to support its new staffing and
secondment proposition. ICE employs approximately 70 professionals, while Novisource employs around
30 professionals. kWh has approximately 6.400 self-employed professionals in
it’s
database. Together,
these professionals help address capacity challenges in healthcare (particularly in VVT, GGZ, and GZ
sectors), as well as knowledge and capacity issues in the energy sector, and offer solutions in data
management, regulatory change, and digital transformation.
To ensure successful service delivery, experienced and loyal freelancers and employees are deployed. As
part of the 2026 strategy,
PIDZ will begin employing healthcare professionals to expand its service to care
institutions through staffing and secondment. Market demand at PIDZ is expected to evolve, with a partial
shift from freelancers to employed professionals. The company’s services are based on data
-driven,
creative, and customer-focused strategies, supported by advanced technologies to deliver high
-quality
services that generate value
—
for clients and, specifically in PIDZ’s case, for care recipients.
The mission, vision, and core values of our subsidiaries determine what Almunda Professionals aims to
achieve and how we deliver our services. The business models of our subsidiaries result in high
-quality
services, risk management, and consistent growth,
creating value for our stakeholders.
11
Annual Report 2025
Key elements of our business models include:
•
Human assets: driven and results-oriented freelancers (PIDZ,
kWh and ICE), employed healthcare
professionals, employed consultants, and indirect staff
—
all essential for delivering high-quality
service. Our subsidiaries offer development opportunities for freelancers, employees, and
consultants. Talent managers help attract, retain, and develop staff.
•
Financial assets: Almunda Professionals shares are listed on the stock exchange. The subsidiaries
maintain healthy balance sheets. External financing at PIDZ and Kalice supports growth
strategies, backed by a track record of solid financial performance.
•
Intellectual assets: deep knowledge of client challenges and the needs of freelancers and talent
management; expertise in healthcare, energy, data management, digital transformation, and
regulatory change in sectors such as finance & banking, e-commerce, and non-profit.
•
Digital infrastructure: the PIDZ matching platform connects healthcare professionals with
institutions. Digital technologies support recruitment and the delivery of consultancy services.
•
Social and relationship assets: the brand names of the subsidiaries are well recognised within
their respective markets.
Value creation from our business models is achieved through:
•
Strategic positioning:
o
Matching self-employed healthcare professionals with care institutions through a digital
platform;
o
Offering healthcare professionals through staffing and secondment;
o
Delivering services to all four official market participants in the Dutch energy sector and
new entrants in both the Netherlands and Belgium to support the energy transition. This
is achieved through an integrated approach combining market-specific expertise, data,
and behavioural insights;
o
Services regarding interim assignments by highly educated professionals in the
domains of energy, sustainability, and circularity;
o
Recruitment and selection of professionals in the energy sector;
o
Building specialised knowledge and communities in the competence centres for data
management, digital transformation, and regulatory change.
•
Innovation: continuously translating client and freelancer needs into new functionalities within
the support platform; investing in new concepts and markets; developing new propositions
through collaboration between consultants, partners, and clients to expand collective knowledge
in strategic specialisms.
•
Digital journey: investing in digital tools to strengthen the connection between clients and
professionals, enhance service quality, and reduce matching time.
•
Learning and development: consultants follow internally developed programmes (e.g. Belbin,
Impact-Making, Consultancy Excellence, Way of Working). Where applicable, talent
management supports the intrinsic drive and ambitions of consultants, enabling them to
deepen their expertise and make a meaningful impact for clients.
•
Operational excellence: continuous improvement of quality, speed, and productivity through lean
processes, resulting in better service, lower costs, digitised processes, and active KPI
management.
Outputs of long-term value creation:
•
Profitability and growth: Revenue increased from € 29,0 million to € 31,4 million in 2025. EBITDA for
2025
was € 4,8 million.
Annual Report 2025 12
•
Deployment of highly qualified professionals: Approximately 5.000 healthcare professionals are
affiliated with PIDZ, of whom 2.200 were deployed at clients. ICE deployed around 70 highly
qualified professionals. Approximately 6,400 professionals are affiliated with kWh, of which
approximately 127 professionals were deployed at clients. Novisource deployed around 30 in
2025. Investments were made in staff training, and the well-being of freelancers working via the
PIDZ platform was supported.
•
Stakeholder satisfaction: Key stakeholders are actively involved in operational activities. Long
-
term value was created for clients, employees, freelance healthcare professionals, freelance
utility experts, and suppliers.
•
Contribution to ESG themes: We contribute to a better future for the professionals associated
with us, with a focus on People, Planet, and Community. Employees are encouraged to drive
electric vehicles. Our teams are ambitious, inclusive, and talented. The health, well-being, and
safety of our employees remain a top priority across all Almunda subsidiaries.
To preserve and further develop the key assets in our business model, Almunda Professionals will
continue to focus on:
•
Business sustainability: generating profits and positive cash flows to support sustainable growth;
•
Being a responsible employer and matchmaker: supporting professionals and freelancers in
finding new and challenging assignments where they can grow and expand their personal
networks. Administrative processes are facilitated to allow professionals to full
y focus on
developing their unique skills;
•
Being a reliable business partner: delivering real solutions to client needs and offering access to
a flexible and high-quality pool of freelancers and consultants;
•
Being a responsible corporate citizen: respecting fundamental human rights in the flexible labour
market, ensuring ethical conduct, cultivating these values for future generations, and
contributing positively to society as a whole.
Stakeholder dialogue
Almunda Professionals promotes dialogue with stakeholders across all its business activities and through
all appropriate channels. The format of these interactions depends on the topic at hand and the
stakeholder involved.
Almunda Professionals welcomes dialogue and feedback on the topics most important to its
stakeholders
— including those relating to the sustainability aspects of the company’s strategy and
policies, such as ESG matters.
The mutual commitment between Almunda Professionals and the stakeholders not only reinforces a
foundation of trust but also ensures that our strategic direction remains perfectly aligned with a future
where sustainable growth and robust returns for our shareholders go hand in hand.
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Annual Report 2025
Risks
Our approach to risk management
The Board of Directors (BoD) is responsible for managing the risks arising from Almunda Professionals’
strategy and activities. The management teams of the group companies are responsible for identifying
and managing risks within their respective operations, supported by the financial control departments of
their organisations.
The group companies within Almunda Professionals can be characterised as relatively small
organisations. A common characteristic of smaller organisations is the potential for limited segregation
of duties. During regular monitoring meetings between the BoD and the management of the Almunda
Professionals subsidiaries, specific attention is given to the identified risks and the way these are
managed.
Almunda Professionals views risk management as a value-creating activity and aims to establish a
long-term sustainable business proposition. The BoD considers the management and control of
strategic, operational, compliance, commercial, financial reporting, and financial risks to be crucial in
achieving Almunda Professionals' objectives and safeguarding the continuity of the company.
Findings related to risk management that emerge from the regular monitoring meetings are discussed
with the Supervisory Board.
The BoD
defines the ‘Risk Appetite’ —
the level of risk Almunda Professionals is willing to accept in pursuit
of its strategic objectives
—
based on the group strategy, the annual execution plan, the core values of
the group companies, authorisation matrices, and
established procedures. The ‘Risk Appetite’ is
evaluated annually to ensure its alignment with the evolving strategy.
The extent to which Almunda Professionals is prepared to accept risk in pursuing its objectives varies
depending on the risk category and the group company involved.
Risk category
Risk
acceptance
Explanation
Strategic
Moderate
Risks arising from or created by the strategy of Almunda
Professionals that may impact long-term positioning and
performance.
Operational
Low
Risks related to the ability to execute the strategy.
Compliance
Nil
Risks of non-compliance with laws and regulations and/or the
core values of Almunda Professionals.
Financial and
reporting risks
Low
Risks related to financial reporting, valuations, liquidity, and special
impairments.
Risk management in relation to strategy and performance
Risk management serves the execution of strategy and the operational performance of day
‑to‑day
business activities. Effective governance and culture are relevant to risk management. Almunda
Professionals is a listed company on Euronext Amsterdam and supports to the guidelines of the Dutch
Corporate Governance Code for good corporate governance. Our risk management is integrated into the
governance structure, resulting in induction training for new personnel, refresher training/sessions for
existing staff, and on‑the‑job training programmes.
Annual Report 2025 14
The management teams of the operating subsidiaries play a key role in embedding risk management
into strategy and the resulting annual plan objectives. In periodic monitoring meetings with the Board of
Directors (BoD), risks and levels of risk acceptance are discussed.
Almunda Professionals identifies both internal and external risks that may potentially affect the execution
of its strategy. The identified risks and risk assessments are discussed between the BoD and the
management teams of the subsidiaries, as well as with controllers and finance managers. This
information is used to manage the risks in relation to the established risk appetite. During the regular
monitoring meetings between the BoD and the management of the subsidiaries, the implementation of
risk management is reviewed. Through effective monitoring, insight is gained into the relationships
between risks and performance. All subsidiaries of Almunda Professionals are expected to comply with
general guidelines, rules, and procedures in order to manage risks properly.
Responsibilities
The BoD bears ultimate responsibility for the systems of risk control and oversight. The Supervisory Board
provides oversight of this function.
There is regular consultation between the BoD and the management teams of the subsidiaries, focusing
primarily on market developments and identified risks. The BoD reviews the design and operation of the
risk control and management system annually with the Supervisory Board. For each type of risk,
appropriate control measures are adopted to prevent or mitigate the risk.
What types of risks are involved?
Strategic Risks
Strategic risks include macroeconomic conditions, geopolitical developments, competition, and
dependence on major clients.
Almunda Professionals’ services are sensitive to market developments. The company faces economic
cycles, sector-specific trends, and labour‑market dynamics. To mitigate economic fluctuations as much
as possible, Almunda Professionals diversifies its activities and closely monitors developments in
individual market segments.
To preserve the continuity of PIDZ, ICE,
kWh and Novisource, the group invests in the knowledge and
capabilities of its professionals. It also focuses on long
-term relationships with clients. PIDZ applies high
quality standards in the admission requirements for freelancers on its matching platform. In addition, ICE
,
kWh and Novisource exercise strict criteria when engaging external contractors for their clients.
Key competitive risk factors include potential margin compression, service quality, reputation, and
innovation in recruitment technologies.
In order to maintain healthy margins, focus is placed on particular domains or verticals, upselling to
existing clients, and using distinctive technologies (for example, the PIDZ platform). The subsidiaries
emphasise an efficient recruitment process with attention to matching the capabilities of professionals
to market demand. The development of gross margins is closely monitored. There is continuous focus on
optimising commercial management. Where tenders are involved, specialised tender teams are used.
Dependency on major clients is mitigated by diversification. If a subsidiary has high dependence on one
client, emphasis is placed on strengthening client loyalty through high value
‑added service and
proactive account management by dedicated teams.
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Annual Report 2025
Monitoring and control by the BoD is conducted via strategy updates and annual business reviews based
on the annual plans submitted by the management teams of the subsidiaries. Continuous attention is
paid to efficient business processes and optimisation of cost structure.
Operational risks
The ability to attract and retain highly qualified consultants and freelancers is essential to our success.
Optimising productivity is equally crucial. Well-functioning IT systems are also important for our business.
The BoD holds monthly monitoring meetings with the management of the subsidiaries to discuss
performance. The agenda of these meetings includes financial and operational performance, forecasts,
risk management, and progress relative to strategic objectives. Monitoring of operational risks is
integrated into the monthly control cycle.
We use various reporting tools to assess growth, productivity, working capital, and liquidity. Key
performance indicators (KPIs) are used to monitor performance relative to budgets, forecasts, prior
-year
results, and strategic objectives.
The use of IT systems is tailored to the specific needs of each subsidiary. Business processes underlying
the operations are automated as much as possible to achieve efficiency. The IT organisations aim to
enforce technical segregation of duties within systems, to the extent possible given the size of the
organisation.
Contract procedures: Wherever possible, standard contracts that have been legally reviewed are used.
Key elements include margins, definitions of service scope, and other legal provisions governing the
relationship between client and contractor. In the case of tenders, specialised tender teams are used.
Deviations from standard contracts undergo additional legal review. The management boards of the
subsidiaries are involved in contract drafting.
Insurance: Each subsidiary is required to take out insurance for relevant risks. Insurance policies are
periodically evaluated against identified risks.
Attracting competent management and qualified consultants and freelancers is essential; if this is
lacking, growth may be constrained. Efforts are made to retain staff (retention). Where appropriate,
talent managers are deployed in subsidiaries to support consultants. Consultants receive training and
development opportunities. The managers of the subsidiaries are offered leadership development
programmes.
IT Risks: Risks include cyberattacks, fraud, data breaches, and privacy issues. These may impact
reputation, financial position, or operations. In a time of digital transformation, these risks remain
challenging. Subsidiaries favour standard IT solutions wherever possible. Where custom-built technology
is used, evaluations and tests are conducted by external parties. Data storage is centralised where
possible. Built-in security features of standard applications are used, and explicit attention is paid to
safety and privacy in custom IT systems. External parties perform assessments of these systems.
Productivity Risk is particularly relevant to the deployment of ICE and Novisource consultants. Productivity
KPIs are strictly monitored. Managing unassigned personnel (bench) is a key risk. The subsidiaries have
implemented proactive programmes to mitigate this risk, including periodic meetings to align staff with
the company’s strategic direction and to strengthen internal engagement. Attention is paid to employee
well-being, and training programmes help consultants continuously develop.
Annual Report 2025 16
Compliance risks
Current events surrounding the DBA Act, the intended implementation, and current events regarding the
VBAR are important external developments. These developments are material for Almunda Professionals,
given that the group’s operations involve services rendered by independent contractors. The BoD has
evaluated the situation and considers the risk arising from VBAR and the lifting of the DBA enforcement
moratorium particularly influential for PIDZ’s business and revenue model. It is anticipated that there will
be a shift from using freelancers to hiring through temporary staffing or secondment. From financial year
2026,
PIDZ will indeed offer staffing and secondment to its clients. During this transition period, these
changes may affect PIDZ’s revenue and profit development. The impact is expected to be less significant
for ICE,
kWh and Novisource due to the nature of their operations and profile of contracted freelancers.
The BoD will continuously evaluate developments concerning VBAR, the lifting of the DBA enforcement
moratorium, and their impact on the group.
Accepting contractual obligations without a robust service delivery process can impact our subsidiaries.
Inherent risks related to tax compliance expose us to high compliance costs.
Effective compliance risk management begins with top management and the group companies’ boards.
The internal control frameworks employed by the group companies provide organisation
‑wide assurance
with flexibility for the specific characteristics of each entity.
The internal control measures of the subsidiaries are periodically reviewed by the BoD and the
management teams to identify and mitigate significant risks. They provide reasonable
—
though not
absolute
—
assurance against the materialisation of compliance risks and related costs. Tax compliance
is addressed with external advisors where necessary to avoid unexpected assessments. Subsidiaries use
standard contracts where possible; deviations are reviewed with legal counsel and management boards.
Business integrity is a core value of Almunda Professionals and its subsidiaries. Leadership and culture
within the group closely align with this value. New employees receive an induction programme and are
informed about the culture and integrity expectati
ons. In periodic sessions, themes such as core values,
business principles, and relevant legal compliance are communicated to all staff.
Within Almunda Professionals and its subsidiaries, individuals are encouraged to report concerns or
suspected misconduct. Various reporting systems are in place. Almunda Professionals is committed to
protecting the privacy of all parties involved in the reporting process.
Non‑compliance with laws and regulations
—
including tax law
—
may arise from insufficient knowledge
of specific legal provisions. This may result in sanctions or reputational damage. To mitigate this risk,
Almunda Professionals aims to comply with tax, HR, legal, privacy, data protection, and financial reporting
regulations. Internal control measures include training and update sessions for staff involved in legal and
regulatory changes.
Emphasis is also placed on communicating business integrity. Within the subsidiaries, explicit attention is
paid to values and integrity, reflecting an organisational culture. The management teams adhere to a
leadership style consistent with that culture a
nd these core values, including knowledge sharing across
business, commercial, and finance functions.
Technology is also used to manage regulatory compliance. Sales and finance processes are
standardised wherever possible. In PIDZ and Kalice, Data Protection Officers (DPOs) monitor GDPR
compliance. Authorisations and limitations in powers of attorney are imposed on the management of the
subsidiaries to mitigate risk.
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Annual Report 2025
Risk arising from growth strategy and expanding the client base includes entering into loss
-making,
unenforceable, or unclear contracts. This may lead to risks of non-compliance and rising costs. Elements
of this risk include lower gross margins from unfavourable terms or commitments, and increased costs in
acquiring new clients. This risk is mitigated by using standard contracts where feasible. In tender
processes, a dedicated tender team is engaged. Deviations from standard templates are reviewed by
management. Legal advice is sought if needed. Contract management is also supported by CRM
systems, which provide insights into contract handling, expiration dates, key events, and renewal.
Financial and reporting risks
Risk monitoring of internal control is an ongoing process via regular communication between finance
leads at Almunda and the finance teams of the subsidiaries. Monthly financial figures are reviewed and
discussed in monitoring meetings between the BoD and the management teams.
Valuation and recognition policies for Almunda Professionals are communicated to the finance
personnel within the group to ensure that subsidiaries report consistently, accurately, timely, and
completely in accordance with IFRS.
The independent external auditor is responsible for auditing the financial statements of Almunda
Professionals. The audit approach is discussed with the Supervisory Board. Throughout the audit cycle,
the BoD maintains regular contact with the external auditor. The auditor reports findings from the audit in
an auditor’s report to the Supervisory Board and the BoD. The external auditor attends the General
Meeting of Shareholders, where the annual report is discussed, and is available to answer shareholders’
questions during that meeting.
Almunda Professionals operates primarily within the Dutch jurisdiction. Given the nature of its business,
taxes represent a material cost item. Compliance with tax legislation is a business risk, as additional
costs or reputational damage may result. This is mitigated through formal procedures and oversight of
tax compliance across finance, payroll, and commercial teams. Periodic reconciliations are performed
per tax type. Corporate tax positions underlying tax returns are reviewed by external advisors. Rep
utable
tax advisors are engaged when necessary, especially with respect to the application of changing laws.
Personnel involved in taxation receive training and attend seminars to keep their knowledge current.
Risks in financial reporting may arise at any time due to internal or external events or decisions taken
—
or not taken
—
within the organisation. Key elements of such risk include personnel, skills, knowledge, and
responsibilities, as well as processes, procedures, and information systems. This risk is mitigated through
regular training, on-the-job development, and continuous quality enhancement. The finance teams
periodically review reporting quality. Corrective actions are taken to address issues relating to unclear
responsibilities, insufficient competencies, process optimisation, and the accuracy, completeness, and
timeliness of reports.
Almunda Professionals maintains a prudent liquidity risk management profile to ensure it has sufficient
cash and available funding through committed credit facilities to meet its operational and financial
obligations as they fall due. Our objective is to maintain a balance between continuity of funding and
flexibility through the use of bank overdrafts, bank loans, and lease liabilities. For 2026, specific attention
is focused on the refinancing of € 4,0 million of the subordinated shar
eholder loans at PIDZ. This
refinancing is expected to take place in a timely manner. Based on current projections, Almunda
Professionals has sufficient liquidity to meet its current obligations and to fund its planned capital
expenditures and growth strategy for at least the next 12 months.
Annual Report 2025 18
Almunda Professionals defines fraud risk as an intentional act by one or more individuals from
management, governance, employees or third parties using deception to gain an unfair or illegal
advantage. The company recognises the following risk factors for internal fraud:
•
Change in subsidiary management may affect governance learning curves, existing culture, and
pressure to meet expectations;
•
Limited enforced segregation of duties in systems due to organisational size and limited
financial admin volume;
•
Pressure on results and profitability of subsidiaries;
•
Pressure to meet expectations of shareholders and third parties;
•
Pressure to meet ratios in relation to banking covenants;
•
Performance pressure on management and staff; and
•
Dependence on key clients.
Key elements of external fraud risk include “fake president” scams, middle
‑man fraud, phishing, identity
fraud, ransomware and hacking. These internal and external fraud risks are mitigated through internal
control measures. The BoD and subsidiary management teams review fraud risk annually with finance
staff. Awareness of external fraud risk is actively promoted within the organisation.
•
Awareness and measures to prevent external fraud include:
•
IT audits including penetration tests for business‑critical IT (such as the PIDZ platform);
•
Updates on attempted fraud/phishing via MSP providers (ICE and Novisource) or internal
IT/development teams (PIDZ); and
Procedures and monitoring of outgoing payments and disbursements.
Financial Risks: Almunda Professionals is a reliable business partner with significant intangible asset
balances on its statement of financial position due to recent acquisitions of kWh (2025),
ICE (2023) and
PIDZ (2022). Besides intangible assets, trade receivables and accrued revenue (revenue recognition) are
material balance sheet items. Key elements of financial risk include valuation of intangible assets,
assessment of trade receivables, revenue recognition and completeness. These risks are mitigated
through detailed internal impairment analysis for intangible assets. Within the subsidiaries, internal
controls are in place for receivables monitoring and collection. Procedures are established for correct
and complete revenue recognition.
Environmental and climate risks
Public consciousness around environmental and climate issues has grown substantially in recent years.
Although Almunda Professionals’ operations have no direct impact in this domain, it has for many years
incorporated considerations into its business practices
—
for example by offering employees alternative
transport options and aligning procurement policies toward environmentally and climate
‑friendly
products. The BoD deems that the effect of climate
‑related risks does not have material impact on the
amounts and disclosures in the financial statements, including judgments and estimates.
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Annual Report 2025
Shareholder information
Almunda Professionals is a public limited liability company (N.V.) incorporated under Dutch law. Its office
is located at Hoogoorddreef 56-L, 1101 BE Amsterdam, the Netherlands. Almunda Professionals is listed on
Euronext Amsterdam and is traded under the ticker symbol AMUND (ISIN NL0010696704).
Share capital
The authorised share capital of the company amounts to €
11 million, divided as follows:
•
40 million ordinary shares A with a nominal value of € 0,10 each;
•
60 million ordinary shares B with a nominal value of € 0,10 each;
•
10 million cumulative preference shares C with a nominal value of € 0
,10 each.
The table below shows the development of the number of outstanding shares of Almunda Professionals.
The B shares are listed. There are no outstanding C shares.
Dividend policy
This is a summary of the statutory profit appropriation provisions.
From the profit as shown in the adopted financial statements, the following items are first deducted, if
applicable:
•
Reserves required by law;
•
Losses from previous years that have not yet been covered;
•
Reserves deemed necessary by the Executive Board.
•
The general meeting may only resolve to use the company’s reserves based on a proposal by
the Executive Board that has been approved by the Supervisory Board.
The dividend policy of Almunda Professionals aims to retain sufficient available resources within the
group companies to provide a buffer against unforeseen setbacks and to allow for the execution of the
growth strategy.
Disclosure of substantial holdings
Based on notifications pursuant to the Dutch Financial Supervision Act (Wet op het financieel toezicht
–
Wft), the following shareholders were known as of 31 December 2025 to hold a substantial interest
(directly and/or indirectly):
31
31
December
December
2025
2024
Shares A
-
1.769.199
Shares B
22.272.813
19.282.166
22.272.813
21.051.365
Shareholder
Interest
P.P.F. de Vries
5% - 10%
J.P. Visser
10% - 15%
Value8 NV
70% - 80%
Annual Report 2025 20
An overview of substantial holdings can be found on www.afm.nl
under “Registers”, and then under
“Notification registers” the registers “Directors and Supervisory Board Members” and “Substantial holdings
and gross short positions”. As of 31 December 2025, the company is not aware of any potential
(derivative) interests in addition to these direct holdings.
Capital management
Objectives and policy
Almunda Professionals manages its capital with the aim of maintaining a solid financial position while
maximising shareholder value. The capital structure is evaluated annually, taking into account funding
requirements, dividend policy and solvency targets.
Capital structure and management measures
The company monitors its capital using the following indicators:
•
Solvency ratio: the ratio of equity to total assets. As of 31 December 2025, solvency amounts to
35,3% (2024: 38,0%).
•
Net debt/EBITDA ratio: a metric to assess financial leverage. As of 31 December 2025, this ratio is
2,7 (2024: 2,5), which the Board considers healthy.
•
Dividend payments: the company strives for a stable dividend payout, while retaining sufficient
capital for future growth.
Restrictions on distributable equity
Part of Almunda Professionals’ equity is not freely distributable to shareholders. These restrictions include
both legal constraints and contractual agreements with financiers.
Legal restrictions
Within the subsidiary PIDZ, a legal reserve has been recognised based on Dutch Civil Code (Book 2, Title
9) due to capitalised development costs. As of 31 December 2025, this legal reserve amounts to € 1,584
million. On a consolidated level, taking into account Almunda Professionals N.V.’s 80% interest, this equals
€
1,346 million. In accordance with IFRS, this legal reserve is not presented separately in the consolidated
equity, but is disclosed here for transparency.
Contractual restrictions (bank covenants)
The group has entered into financing agreements that include additional restrictions on the distribution
of dividends to shareholders. These loans were provided by ING Bank N.V. and Rabobank for the
acquisitions of PIDZ and Kalice Group B.V. (including its subsidiaries ICE and kWh Management),
respectively.
According to the loan terms for Kalice Group B.V., dividend distributions to third parties are prohibited if
the Senior debt/EBITDA ratio is higher than 1.5x, or would exceed this level as a result of the distribution.
Furthermore, any such distributions are strictly limited to the available free cash flow after meeting all
debt service obligations.
These restrictions also apply to other forms of capital withdrawal outside the normal course of business,
such as providing loans or guarantees to third parties. If these conditions are not met, dividend
distributions by the subsidiaries are not permitted,
including distributions to Almunda Professionals N.V.
as the parent company.
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Annual Report 2025
For PIDZ, an additional condition requires a debt service cover ratio of at least 1.2 to be maintained. If
these ratios are not met, dividend distributions by the subsidiaries are not permitted. These also apply to
distributions to Almunda Professionals N.V. as the parent company.
As of 31 December 2025, all covenants have been met, meaning there is potential headroom for dividend
distribution at group level. Almunda Professionals takes these legal and contractual restrictions into
account when determining dividend policy and assessing dividend proposals.
Debt and liquidity management
Almunda Professionals uses a combination of equity and external financing to meet its capital needs.
The main components of financing are:
•
Bank loans: as of 31 December 2025, the outstanding bank loans amount to € 1,875 million for
PIDZ
and €
2,468 million for Kalice, with scheduled repayments.
•
Credit facilities: facilities with major shareholder Value8 and external banks, totalling € 6
,55
million, of which €
4,691 million was utilised as of 31 December 2025.
•
Loans from minority shareholders: these loans have fixed terms and accrue interest annually.
Repayment is made at maturity, making them an important funding source. As of 31 December
2025, the outstanding balance is € 4,0 million. Repayment of these subordinated loans is due on
1 October 2026. It is intended that a refinancing will take place to meet this repayment. It is
expected that this refinancing will take place in a timely manner.
•
Tax liabilities: as a result of special deferral measures during the COVID-19 crisis, the company
has long-term payment arrangements with the Dutch Tax Authorities, including fixed
repayments and interest. As of 31 December 2025, the outstanding balance is € 0,9 million.
•
Cash position: the company held € 5,3 million in cash as of 31 December 2025. In combination
with the intended refinancing of the subordinated shareholder loans, sufficient to cover short-
term obligations.
Capital risk management and compliance
Almunda Professionals is not subject to capital restrictions imposed by external financiers, but complies
with covenants concerning debt/EBITDA ratios and interest coverage. The company ensures that
financial ratios remain within acceptable limits to safeguard operational continuity and enable strategic
growth.
Future capital allocation
For 2026, Almunda Professionals anticipates further investments in digitalisation and IT systems
(approximately €
0,3 million) and will maintain a flexible financing strategy to seize growth opportunities.
A revision of the capital structure will be considered in the context of strategic acquisitions or significant
market developments.
Annual Report 2025 22
Corporate Governance
Compliance with the Dutch Corporate Governance Code
Almunda Professionals strives for a corporate structure that balances the interests of the company, its
clients, shareholders, employees, and society. The Dutch Corporate Governance Code ("the Code") is a
key guideline in this respect. The Code outlines principles and best practice provisions that parties
involved with a company should observe in relation to one another. Compliance is based on the ‘comply
or explain’ principle. In 2025, the Supervisory Board (SB) determined that the Corporate Governance
Code was properly and adequately complied with within Almunda Professionals.
The revised Dutch Corporate Governance Code was published on 20 March 2025 and came into effect
for financial years beginning on or after 1 January 2025. Almunda Professionals has discussed the revised
Code with both the Management Board (MB) and the SB. No material changes to the application of the
Code have occurred or are expected.
Structure
Almunda Professionals is a public limited company (N.V.) incorporated under Dutch law with its
registered office in the Netherlands. Its shares are listed on Euronext Amsterdam. Almunda Professionals
operates a two-tier board structure. The SB and the MB a
re jointly responsible for the company’s
corporate governance structure and its oversight. This structure is reviewed annually. Key principles
include:
•
integrity,
•
openness and transparency,
•
entrepreneurship,
•
customer focus, and
•
reliability.
These principles are the foundation for Almunda Professionals’ long
-term value creation.
The company’s integrity policy is formalised in a Code of Conduct and Whistleblower Policy. Almunda
Professionals aims to operate in a responsible and sustainable manner. This responsibility includes
transparent and fair business practices, balancing commercial goals with stakeholder wellbeing and
environmental impact. The Code of Conduct and Whistleblower Policy are mandated by the MB and
communicated to the boards of group companies, and they are integrated into the existing frameworks
of those companies. No reports were filed under the whistleblower policy in the reporting year.
Management Board
The MB manages Almunda Professionals at the strategic, financial, and organisational levels. Board
members are appointed by the General Meeting of Shareholders. The MB consists of at least one person.
Supervisory Board
The SB oversees the MB’s policies and the general affairs of the company and its group entities. The SB
advises the MB. Its members are appointed by the General Meeting of Shareholders.
General Meeting of Shareholders
The General Meeting resolves matters such as:
•
the adoption of the financial statements,
•
approval of dividend distributions,
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Annual Report 2025
•
appointments of board members and supervisory directors,
•
remuneration policies for board members and supervisory directors, and
•
amendments to the articles of association.
Certain MB decisions, such as those involving fundamental changes to the identity or character of the
company, require shareholder approval. At least one General Meeting is held annually. Notice is
published on the company’s website.
Communication
Almunda Professionals values open and transparent communication with the financial community and
capital providers. It maintains periodic contact with analysts, investors, and financial media.
Communications are based on information published in press releases. The company has a disclosure
policy that defines what information is made public and when. Almunda Professionals adheres to public
disclosure requirements under AFM supervision, ensuring equal and timely access to information for all
shareholders.
Compliance and enforcement of the Code
Almunda Professionals endorses the principles of the Corporate Governance Code and largely complies
with the best practice provisions. Due to its relatively small size, it has opted not to fully implement all
provisions yet but acts in the spirit of the Code wherever possible. The main principles and deviations are
outlined in this section. A full list of ‘comply or explain’ positions is available in the Corporate Governance
document on the company’s website.
Audit best practices
Audit by an independent external auditor is a cornerstone of the governance system. CFA conducted the
audit for 2025. The auditor is invited to the General Meeting to answer shareholder questions about the
audit opinion. The audit plan is discussed in advance with the MB and SB. The auditor is also present at
the SB meeting where the annual accounts are reviewed.
The company does not maintain an internal audit function. The SB believes, given the company’s size
and focused business model, that such a function is not currently warranted. In line with best practice
1.3.6, Almunda Professionals implements alternative measures to ensure the evaluation and
improvement of internal risk management and control systems, using regular reports and monitoring
meetings.
Supervisory Board best practices
According to best practice 2.1.7(ii), less than half of the supervisory directors may be non-independent.
Since Peter Paul de Vries is also a director of major shareholder Value8, Almunda Professionals does not
currently meet this requirement. The same applies to best practice 2.1.9 regarding the independence of
the chairman. Given the company’s size, no SB committees have been established. The SB also serves as
the Audit Committee, fulfilling legal duties outlined in Article 2.2 of the Dutch Audit Committe
e Decree. Mr
de Vries qualifies as a financial expert under Article 39(1) of EU Directive 2014/56/EU. There is currently no
company secretary (2.3.10), again due to the company's size.
Shareholders Meeting best practices
The company has not issued preference or priority shares, nor has it issued depositary receipts. Due to its
size, shareholder meetings and presentations are not yet accessible via webcast, phone, or other means
(4.3.2).
Annual Report 2025 24
Diversity
The MB views diversity as a tool for enhancing impact, improving team collaboration, and achieving
better long-term results. Diverse teams are more creative and capable of making well-rounded
decisions. The SB supports this policy.
Diversity is also pursued in the composition of the MB and SB. While knowledge, skills, and experience
remain primary selection criteria, diversity-enhancing candidates will be given preference in case of
equal qualification. Almunda Professionals currently complies with the letter of Article 2:142b regarding
balanced SB composition and intends to further promote diversity on both boards.
Remuneration of the Supervisory Board
SB remuneration is not performance-related. It is determined by the General Meeting and is in line with
market practice for similar roles.
Member of the Supervisory Board
Peter Paul de Vries
Peter Paul de Vries (1967), Dutch nationality, has been a major shareholder and CEO of Value8 since
2008. He studied Business Economics at Erasmus University Rotterdam and has extensive experience with
listed companies. From 1989 to 2007, he worked at the
Dutch Investors’ Association (VEB), serving as
director for the last 12 years. He gained deep knowledge of corporate governance, investor relations, and
M&A, and built a strong network in business and finance.
Peter Paul de Vries was a core member of the Tabaksblat Committee (2003
–2004), chairman of
Euroshareholders (2005
–2010), and served in multiple supervisory roles, including at Euronext
Amsterdam. He currently serves on various boards including CTAC, Hawick Data and Morefield Group,
and as director of MKB Nedsense and Sucraf NV. Value8 owns approximately 72% of Almunda
Professionals, and Mr De Vries also holds shares through 3L Capital Holding BV.
He has served as supervisory director at Almunda Professionals since 20 December 2018, and was
reappointed on 27 June 2023 for a second four-year term, until the General Meeting of 2027.
Corporate Governance statement
This Corporate Governance statement is issued in accordance with Article 2a of the Decree on the
Content of Annual Reports, effective from 20 March 2025. The information required under Articles 3, 3a,
and 3b of the Decree is included in this annual report and incorporated by reference, as follows:
•
Compliance with the Code (Article 3): See this Corporate Governance section
•
Internal risk and control systems (Article 3a sub a): See the Report of the Management Board
•
Composition, appointment, authority, and functioning of the MB and SB (Article 3a sub c): See
this section and the Supervisory Board report
•
Voting rights and shareholder meeting procedures (Article 3a sub b): Each share entitles the
holder to one vote; no restrictions apply
•
Disclosure of capital and voting rights (Article 5:34 and 5:35 Wft): Almunda Professionals reports
to the AFM as required
•
Integrity policies (Article 3b): Covered in the Code of Conduct and Whistleblower Policy, available
on the company website
•
The diversity policy regarding the members of the Board of Directors and the Supervisory Board:
See this Corporate Governance section
•
Sustainable long-term value creation: See section long-term value creation
25
Annual Report 2025
Control and risk management systems
Throughout 2025, the Board of Directors and Supervisory Board continuously assessed the effectiveness
of existing risk management and control systems using formal processes, reports, and evaluations
The Board of Directors concludes that there is sufficient risk awareness within the organization, that the
internal risk management and control system generally functioned properly during the year under
review, and that no irresponsible risks were taken. The Board further states that the annual report
provides sufficient insight into any deficiencies in the functioning of internal risk management and
control systems concerning identified risks. There are no indications to assume that these systems will
fail to function properly in the current year, and the current state of affairs justifies applying the going
concern principle. The report states the relevant material risks and uncertainties for the next twelve
months.
The Board of Directors states that the internal risk management and control systems provide a
reasonable degree of certainty that the financial reports do not contain any material misstatements and
that the financial reporting process has been properly controlled. In addition, the systems provide an
appropriate level of certainty that the company's material operational and compliance risks have been
adequately managed and controlled throughout the reporting period.
The Management Board or Directors emphasizes that, by their nature, risk management and control
systems are designed to manage, rather than eliminate, the risk of failure to achieve business objectives.
The design and operating effectiveness of these systems will not be able to provide absolute assurance
that all possible risks have been fully identified and mitigated at all times. This statement on risk
management therefore does not provide absolute assurance, but declares about management of
material risks in line with the board's strategy and risk appetite.
Annual Report 2025 26
Report of the Supervisory Board
The Supervisory Board oversees the management and executive board and provides guidance and
advice. The Board also regularly reviews the financial reporting. Special attention is paid to transparency
in communication, and to compliance with accounting regulations, the requirements of the Dutch
Authority for the Financial Markets (AFM), Euronext, and other legal obligations.
Strategic developments
Almunda Professionals aims to create long-term value. The Supervisory Board (SB) is confident that the
targeted value creation
—serving the interests of shareholders and other stakeholders—will indeed be
achieved.
The healthcare sector is experiencing staff shortages, and the demand for sufficiently trained healthcare
professionals is expected to continue growing in the coming years. PIDZ is responding to two key trends:
the increasing demand for healthcare professionals and the flexibilization of the labour market. Following
the end of the enforcement moratorium on the DBA Act, a gradual shift from self-employment to
temporary and secondment employment is expected. To address this, the S
upervisory Board has
approved the adjustment of PIDZ’s business proposition. In addition to brokering self-employed
professionals (ZZP),
PIDZ will also start offering temporary and seconded staffing as of 2026.
Kalice (ICE and kWh)
operates in a growth market. The energy transition is leading to a changing and
dynamic energy market. This dynamic includes the rise of brokers, new market roles and stakeholders,
new entrants, and scale-ups. Kalice is well-positioned to benefit from this growth with an integrated
service offering at the intersection of market processes and digitalisation/ICT.
The themes on which Novisource positions its services contribute to innovation and improved services in
the financial sector. This is not only in the direct interest of the respective clients but also serves their
customers and thus society as a whole. Within the defined focus sectors, there is a declining demand for
generic roles, while demand for specialist knowledge and experience continues to grow.
The Supervisory Board supervised the implementation of the strategic policy in 2025 and believes that
the interests of all stakeholders (shareholders, clients, employees, suppliers, and society at large) are
being carefully balanced. Apart from the expansion of PIDZ’s business proposition, there is no reason to
revise or adjust the strategic choices made. The management team (Management Board and directors)
aims to grow PIDZ, ICE,
kWh and Novisource in both revenue and the number of professionals. The
Supervisory Board will monitor whether this growth is being realised.
Annual accounts and discharge
The SB has thoroughly read and extensively discussed with the management board the 2025 financial
statements and annual report. CFA audited the 2025 financial statements and issued an unqualified
audit opinion. The audit opinion from CFA
can be found in the “Other Information” section of this annual
report. According to the SB the report of the Management Board for 2025 meets transparency
requirements. The SB believes the financial statements provide a true and fair view of the financial
position and profitability of Almunda Professionals. Therefore, the SB proposes that the General Meeting
adopt the annual accounts. The SB also requests that the General Meeting grant discharge to the
Management Board and the SB for the policy conducted and the supervision provided during the past
financial year.
27
Annual Report 2025
Composition of the Supervisory Board
As of 18 September 2023, the SB consists of one member: Mr Peter Paul de Vries. In the coming months,
further efforts will be made to expand the composition of the SB, including the appointment of an
independent member.
The current composition of the SB does not comply with the Dutch Corporate Governance Code. Mr De
Vries is also a director at the company’s majority shareholder, which means the requirement under
provision 2.1.7ii—that at least half of the supervisory directors must be independent
—is not met. According
to 2.1.8ii, a supervisory director who also serves as a director of a legal entity holding more than 10% of the
shares is not considered independent. This deviation is accepted temporarily due to the company’
s
limited size. The SB believes the combination of experience and expertise enables the Board to fulfil its
duties appropriately.
At the General Meeting of Shareholders held on 27 June 2023, Mr de Vries was reappointed as a member
of the SB for a four-year term until the General Meeting of 2027. A retirement schedule has not yet been
established, as Mr De Vries has been appointed for a second four-year term, and it is assumed he will
complete this term.
The SB has had frequent consultations with the Management Board of Almunda Professionals throughout
2025. During the financial year, the Supervisory Board met six times.
In joint meetings with the Management Board, the following topics, among others, were discussed. Given
the company’s size, no separate committees have been formed; therefore, all topics were discussed
within the full SB:
•
Strategy and execution of the strategy, budgeting, financial developments, results, administrative
organisation, internal controls, and market developments;
•
Acquisition of kWh;
•
(Re)financing Kalice;
•
Acquisition opportunities;
•
Transformation to be achieved within Novisource;
•
Agenda requests and discussions with shareholders;
•
Annual report and dividend policy;
•
Press releases;
•
Employee matters, including performance evaluations of the executive team;
•
Organisational structure and general operational affairs;
•
Corporate governance (including investor relations and publicity);
•
Remuneration of the Management Board and executive team;
•
Appointment of CFA as auditor for the 2025 annual accounts;
•
Evaluation of the functioning of the Management Board. This evaluation was based on an
analysis of achieved objectives compared to those defined in the strategy-derived annual plans.
Discussions were also held with managers within the subsidiaries. Key poi
nts from the evaluation
were actively addressed, discussed between the members of the SB and the Management
Board, and follow-up actions are being monitored;
•
M&A projects.
In addition to Almunda Professionals’ strategic orientation, both regular and ad hoc topics were
addressed in various meetings between the SB and Management Board. These include subjects that, in a
larger SB, would typically fall under different committees, such as monitoring internal and external
Annual Report 2025 28
developments, executing the strategy, staffing (including management composition), and relations with
(major) shareholders.
Confidence in the future
Based on the quality of the organisation, market demand, and developments initiated in 2025, the SB
looks forward to further implementation of the chosen strategies at PIDZ, ICE,
kWh and Novisource.
The SB shares the expectation of the Management Board that Almunda Professionals will achieve a
positive result in 2026.
All four companies—PIDZ, ICE,
kWh and Novisource—have ample opportunities to continue growing and
developing over time. The SB supports management in pursuing further organisational and service
growth. The focus remains on organic growth.
Should opportunities arise to strengthen the companies through add
-on acquisitions, Almunda
Professionals will remain open to them.
Amsterdam,
24 April 2026
Supervisory Board
▬
Peter Paul de Vries, Chair
29
Annual Report 2025
Remuneration report
Introduction
The purpose of this report is to outline the remuneration policy for the Management Board of Almunda
Professionals and how it was implemented. The Supervisory Board is responsible for drafting and
overseeing the content of this report.
Remuneration of the Management Board
In appointing the new Management Board, the Supervisory Board applied the following principles:
The remuneration must be of such nature and level that:
•
A qualified and competent board can be attracted and retained; and
•
The long-term interests of shareholders and those of the board member are as aligned as
possible.
When formulating the remuneration policy, the strategic objectives aimed at long
-term value creation
are taken into account. Strategy implementation and feasibility, the business models applied by group
entities and the markets in which they operate, as well as the interests of stakeholders
—
including
shareholders
—
are integral components of the remuneration policy contributing to long-term value
creation. Furthermore, the internal pay ratios within the company and its affiliates are considered.
Total remuneration is benchmarked against that of companies of comparable size and complexity,
taking into account the actual time commitment. Almunda Professionals remains relatively small in size,
with the day-to-day operational responsibilities lying with the management of the operating companies.
Accordingly, the total compensation of the Management Board consists of fixed agreed
-upon fees. These
may either be annual fixed amounts or based on a management contract, with a fixed fee linked to
actual time spent. No variable performance-related compensation
—
in cash or shares
—
is granted to
the board.
Each year, the Supervisory Board evaluates whether the time commitment and contribution of the board
to long-term value creation warrants an adjustment to the remuneration structure. Depending on the
realisation of the strategy and related long
-term value creation, it may decide to amend the structure.
Fixed remuneration component
The Board does not hold an employment contract with Almunda Professionals or its subsidiaries but
operates under management agreements for fixed or indefinite periods, with a short notice period of two
months. These agreements are based on an assumed average part-time engagement. In 2025, the
management fee amounted to €
114 thousand excluding VAT, including expense reimbursement. The fee
may be revised if a significant deviation from the anticipated average time commitment is expected.
The Supervisory Board currently considers no increase in effort or compensation necessary to ensure a
qualitatively adequate composition of the Management Board to effectively execute the growth and
value creation strategy. Cost control at Almunda Professi
onals
—
which currently serves primarily a
supervisory and strategic role
—
is considered important. Therefore, no expansion of the board is
foreseen in the near term.
Annual Report 2025 30
Variable remuneration component
No specific targets or related variable elements, such as bonuses or profit-sharing, have been agreed
upon. The primary operational responsibilities rest with the management teams of PIDZ, ICE,
kWh and
Novisource
—
not with the Management Board.
Secondary employment conditions
As no employment contract exists, no fixed secondary employment benefits apply to the Management
Board. Business-related expenses, such as travel by car, are reimbursed by Almunda Professionals on a
declaration basis. The board members arrange their own pension provisions.
Severance payment
No termination payment has been agreed upon.
Change of control
No specific arrangements have been made in this respect. Such arrangements are also considered
unnecessary due to the flexible termination provisions in place.
Ultimate remedium
In accordance with Section 2:135(6) of the Dutch Civil Code, the Supervisory Board holds the right to
apply the ultimate remedium. This means it is authorised to adjust the value of any variable
remuneration components upward or downward if, in its opinion, such remuneration would lead to unfair
outcomes due to exceptional circumstances during the relevant performance period. Fairness is
assessed with regard to societal values and norms. Since no variable remuneration was granted to the
board during the reporting year, this clause is not applicable.
Claw back
In accordance with Section 2:135(8) of the Dutch Civil Code, the Supervisory Board is entitled to claw back
any variable remuneration granted based on incorrect (financial) information. This applies to both short
-
term and long-term bonuses, whether awarded/paid or not. To date, no specific performance targets or
related variable elements such as bonuses or profit-sharing have been agreed for the Management
Board of Almunda Professionals.
Remuneration 2025
The Supervisory Board, in the absence of the Management Board, reviewed the 202
5 objectives and
concluded there was no reason to adjust the current remuneration package. The following
remuneration-related amounts for the members of the Management Board were recognised in the
income statements for 2025 and 2024:
x
€ 1.000
2025
2024
Marco Mulder
114
119
Remko Herschel
-
-
114
119
31
Annual Report 2025
Remko Herschel is also affiliated with majority shareholder Value8 and has, due to this relationship,
waived any remuneration as a board member.
Pay ratio
In accordance with the Dutch Corporate Governance Code, the company is required to report on pay
ratios. The ratio reflects the relationship between the CEO’s remuneration and the average indirect
personnel expenses. The Supervisory Board considers this ratio acceptable and will continue to monitor
its development.
x
€ 1.000
Shareholding of the Executive Board
The Executive Board held no shares in Almunda Professionals during 2025 and 2024.
Remuneration of the Supervisory Board
Each year, the General Meeting of Shareholders determines the remuneration of the members of the
Supervisory Board. This remuneration can be reviewed annually and adjusted if necessary. The
remuneration consists of a single component: a fixed annual fee. T
here is no link between the company’s
performance and the remuneration of the Supervisory Board. Members of the Supervisory Board do not
receive any performance-based or equity-based compensation and do not accrue pension rights at
Almunda Professionals. Members of the Supervisory Board are not granted shares, stock options, or other
equity-based remuneration elements. They are subject to Almunda Professionals’ insider trading policy.
It should be noted that Peter Paul de Vries is a director of Value8 NV. Value8 NV holds a (direct and/or
indirect) interest in Almunda Professionals of between 70% and 80%. In addition, he is a shareholder in
Almunda Professionals through his personal holding company, 3L Capital Holding BV. Almunda
Professionals has not granted any loans or guarantees to members of the Supervisory Board.
The following amounts related to the members of the Supervisory Board are included in the income
statement for 2025 and 2024:
x
€ 1.000
2025
2024
Peter Paul de Vries
25
25
2021
2022
2023
2024
2025
MB remuneration
105
93
85
119
114
CEO remuneration
105
92
-
-
-
Average remuneration
92
86
97
104
84
Pay Ratio
1,1
1,1
-
-
-
Annual Report 2025 32
The consolidated financial statements
33
Annual Report 2025
Consolidated statement of profit or loss and
other comprehensive income for the year ended
31 December 2025
x € 1.000
The notes as included on pages 39 to 102 form an integral part of these consolidated financial
statements.
|
Net revenue
|
Notes 1
|
2025 31.395
|
202429.044
|
|
Other operating income
|
2
|
95
|
-
|
|
Total operating income
|
|
31.490
|
29.044
|
|
|
|
|
|
|
Cost of subcontracted work
|
3
|
8.032
|
4.288
|
|
Employee benefits expense
|
4
|
15.367
|
16.161
|
|
Amortization of other intangible assets
|
5
|
2.997
|
2.525
|
|
Depreciation of property, plant and
|
|
|
|
|
equipment
|
6
|
249
|
249
|
|
Depreciation of right-of-use assets Impairment losses on other intangible
|
7
|
780
|
654
|
|
fixed assets
|
8
|
-
|
65
|
|
Impairment losses / (reversals) onfinancial assets
|
9
|
-76
|
79
|
|
General and administrative expenses Sum of operating expenses
|
10
|
3.325 30.674
|
3.74727.768
|
|
Operating profit
|
|
816
|
1.276
|
|
|
|
|
|
|
Financial income
|
12
|
-
|
17
|
|
Financial expenses
|
12
|
-854
|
-926
|
|
Net finance costs
|
|
-854
|
-909
|
|
|
|
|
|
|
Share of profit of equity-accounted
|
|
|
|
|
investments
|
13
|
14
|
81
|
|
Profit before tax
|
|
-24
|
448
|
|
|
|
|
|
|
Tax expense
|
14
|
-247
|
-475
|
|
Total result for the period
|
|
-271
|
-27
|
|
|
|
|
|
|
Unrealized results: items not eligible for
|
|
-
|
-
|
|
reclassification to the income statement
|
|
|
|
|
|
|
|
|
|
Unrealized results: items eligible for
|
|
|
|
|
reclassification to the income statement
|
-
|
-
|
-
|
|
|
|
-
|
-
|
|
Total realized and unrealized results
|
|
-271
|
-27
|
Annual Report 2025 34
Consolidated statement of profit or loss and
other comprehensive income for the year ended
31 December 2025 (continued)
|
x € 1.000
|
Notes
|
2025
|
2024
|
|
Allocation of total consolidated resultfor the period
|
|
|
|
|
Total result for the period attributableto non-controlling interests
|
24
|
308
|
334
|
|
Total result for the period attributableto shareholders
|
|
-579
|
-361
|
|
Total result for the period
|
|
-271
|
-27
|
The notes as included on pages 39 to 102 form an integral part of these consolidated financial
statements.
|
|
2025
|
2024
|
|
Net result from continuing operations per share
|
-0,03
|
-0,02
|
|
Diluted net result from continuing operations per share
|
-0,03
|
-0,02
|
35
Annual Report 2025
Consolidated balance sheet 31 December 2025
|
x € 1.000 (after appropriation of result)
|
Notes
|
31 December 2025 31 December 2024
|
|
Assets
|
|
|
|
|
Goodwill
|
16
|
11.311
|
10.046
|
|
Other intangible assets
|
17
|
13.358
|
13.231
|
|
Property, plant and equipment
|
18
|
767
|
853
|
|
Right-of-use assets
|
19
|
2.129
|
1.923
|
|
Deferred tax assets
|
20
|
121
|
223
|
|
Receivables from associates andjoint ventures
|
21
|
-
|
42
|
|
Non-current assets
|
|
27.686
|
26.318
|
|
|
|
|
|
|
Receivables from associates andjoint ventures
|
21
|
-
|
208
|
|
Trade receivables and other receivables
|
22
|
7.427
|
5.430
|
|
Cash and cash equivalents
|
23
|
5.276
|
5.666
|
|
Current assets
|
|
12.703
|
11.304
|
|
Total assets
|
|
40.389
|
37.622
|
|
|
|
|
|
|
Equity
|
|
|
|
|
Issued capital
|
24
|
2.227
|
2.105
|
|
Share premium
|
24
|
5.973
|
5.948
|
|
Retained earnings
|
24
|
3.974
|
4.599
|
|
Equity attributable to shareholders
|
|
12.174
|
12.652
|
|
Non-controlling interests
|
24
|
2.092
|
1.652
|
|
Total equity
|
|
14.266
|
14.304
|
|
|
|
|
|
|
Non-current liabilities
|
|
|
|
|
Loans and borrowings
|
25
|
5.934
|
7.840
|
|
Deferred tax liabilities
|
20
|
3.011
|
3.037
|
|
Lease liabilities
|
26
|
1.314
|
1.323
|
|
Long-term tax liabilities
|
27
|
392
|
898
|
|
Other liabilities
|
28
|
72
|
-
|
|
Non-current liabilities
|
|
10.723
|
13.098
|
|
|
|
|
|
|
Current liabilities
|
|
|
|
|
Borrowings from credit institutions
|
29
|
695
|
712
|
|
Loans and borrowings
|
25
|
6.404
|
2.900
|
|
Tax liabilities
|
30
|
2.365
|
2.632
|
|
Trade payables and other liabilities
|
31
|
5.067
|
3.317
|
|
Lease liabilities
|
26
|
869
|
659
|
|
Current liabilities
|
|
15.400
|
10.220
|
|
Total liabilities
|
|
26.123
|
23.318
|
|
Total equity and liabilities
|
|
40.389
|
37.622
|
The notes on pages 39 to 103 are an integral part of these consolidated financial statements.
Annual Report 2025 36
Consolidated statement of changes in equity for
2025
x € 1.000
The notes as included on pages 39 to 103 form an integral part of these consolidated financial
statements.
|
|
Share capital
|
Share premium
|
Retained earnings
|
Equityattri-butableto share holders
|
Non-controllinginterest
|
Total
|
|
Balance at 1 January 2025 Issuance of A shares against
|
2.105
|
5.948
|
4.599
|
12.652
|
1.652
|
14.304
|
|
non-monetary contributionfrom shareholder Dividends
|
12 110
|
135 -110
|
-147 -17
|
- -17
|
- -
|
--17
|
|
Release of provision on
|
|
|
|
|
|
|
|
receivables Restructuring of
|
-
|
-
|
118
|
118
|
29
|
147
|
|
non-controlling interest Step acquisition SureCare
|
- -
|
- -
|
- -
|
- -
|
140 -37
|
140-37
|
|
Result for the period
|
|
|
|
|
|
|
|
attributable to shareholders Mutation
|
- 122
|
- 25
|
-579 -625
|
-579 -478
|
308 440
|
-271-38
|
|
Balance at 31 December 2025
|
2.227
|
5.973
|
3.974
|
12.174
|
2.092
|
14.266
|
Equity
attri-
butable
to
Non-
Share
Share
Retained
share
controlling
capital
premium
earnings
holders
interest
Total
Balance at 1 January 2024
2.002
6.051
4.987
13.040
1.408
14.448
Dividends
103
-103
-27
-27
-90
-117
Result for the period
attributable to shareholders
-
-
-361
-361
334
-27
Mutation
103
-103
-388
-388
244
-144
Balance at 31 December 2024
2.105
5.948
4.599
12.652
1.652
14.304
37
Annual Report 2025
Consolidated statement of cash flows for the
year ended 31 December 2025
|
x € 1.000
|
Notes
|
2025
|
|
2024
|
|
|
Operating activitiesNet result for the period
|
|
|
-271
|
|
-27
|
|
Adjustments for:Amortization of other intangible assets
|
5
|
|
2.997
|
|
2.525
|
|
Impairment losses on other intangible assets
|
8
|
|
-
|
|
65
|
|
Impairment losses / reversals fin assets
|
9
|
|
-76
|
|
79
|
|
Depreciation of property, plant and
|
|
|
|
|
|
|
equipment
|
6
|
|
249
|
|
271
|
|
Depreciation right-of-use assets
|
7
|
|
780
|
|
654
|
|
Net finance costs
|
12
|
|
854
|
|
909
|
|
Share of profit of equity-accounted
|
|
|
|
|
|
|
investments
|
13
|
|
-14
|
|
-81
|
|
Non-cash remeasurement gain SureCare
|
2
|
|
-95
|
|
-
|
|
Tax expense
|
14
|
|
247
|
|
475
|
|
Changes in working capital
|
|
|
|
|
|
|
Receivables from joint ventures
|
21
|
|
208
|
|
-56
|
|
Trade receivables and other receivables
|
22
|
|
438
|
|
-274
|
|
Trade payables and other liabilities
|
31
|
|
271
|
|
-331
|
|
Cash from operating activities
|
|
|
5.588
|
|
4.209
|
|
Taxes paid
|
14
|
|
-923
|
|
-1.122
|
|
Net cash from operating activities
|
|
|
4.665
|
|
3.087
|
|
Investing activities
|
|
|
|
|
|
|
Acquisitions of subsidiaries or other businesses,net of cash acquired
|
16
|
-2.425
|
|
-
|
|
|
Purchase of other intangible fixed assets
|
17
|
-1.909
|
|
-81
|
|
|
Purchase of property, plant and equipment
|
18
|
-52
|
|
-74
|
|
|
Disposal property, plant and equipment
|
18
|
1
|
|
-
|
|
|
Repayment received on loans associates
|
21
|
100
|
|
120
|
|
|
Interest received on loans
|
12
|
-
|
|
17
|
|
|
Net cash used in investing activities
|
|
|
-4.285
|
|
-18
|
The notes as presented on pages 39 to 103 form an integral part of these consolidated financial
statements.
Annual Report 2025 38
Consolidated statement of cash flows 2025 for
the year ended 31 December 2025 (continued)
|
x € 1.000
|
|
|
|
|
|
|
|
|
|
|
Notes
|
2025
|
2024
|
|
|
|
|
|
|
Net cash used in investing activities brought forward
|
-4.285
|
-18
|
|
|
|
|
|
|
Financing activities
|
|
|
|
|
Dividends paid to shareholders
|
24
|
-17
|
-27
|
|
Dividends paid to NCI
|
|
-90
|
-
|
|
Cash settlement NCI transaction Kalice
|
|
-240
|
-
|
|
Repayment (Drawn) credit facility
|
25
|
-16
|
515
|
|
Proceeds loan and borrowings
|
25
|
5.330
|
1.265
|
|
Repayment of loans and borrowings
|
16 and 25
|
-3.782
|
-2.900
|
|
Repayment of tax liabilities
|
27
|
-490
|
-472
|
|
Lease payment and interest paid on leases
|
19
|
-945
|
-879
|
|
Interest paid on loans and borrowings
|
12
|
-481
|
-724
|
|
Interest paid on tax liabilities
|
12
|
-39
|
-54
|
|
Net cash used in financing activities
|
|
-770
|
-3.276
|
|
Net change in cash and cash equivalents
|
|
-390
|
-207
|
Almunda Professionals has elected to determine the cash flows from operating activities using the
indirect method.
The notes as presented on pages 39 to 103 form an integral part of these consolidated financial
statements.
|
2025
|
|
2024
|
|
Cash and cash equivalents, beginning of year 5.666
|
|
5.873
|
|
Cash and cash equivalents, end of year 5.276
|
|
5.666
|
|
Net change in cash and cash equivalents -390
|
|
-207
|
39
Annual Report 2025
Notes and accounting policies
Notes to the consolidated financial statements
General information about Almunda Professionals
General
Reporting entity
Almunda Professionals is a listed holding company focused on participating in businesses that each
concentrate on deploying professionals for consultancy and support services to companies and
organizations in specific sectors.
Almunda Professionals is a public limited liability company (Naamloze Vennootschap) incorporated
under Dutch law. The head office of Almunda Professionals is located at Hoogoorddreef 56
-L, 1101 BE
Amsterdam, registered with the Dutch Chamber of Commerce under number 20060872. Almunda
Professionals is listed on Euronext Amsterdam under the ticker symbol "AMUND". The company’s statutory
seat is in Amsterdam.
The consolidated financial statements comprise the company itself and its subsidiaries (hereinafter
referred to as "the Group").
Activities
Almunda Professionals N.V. acts as a holding company and invests in businesses that focus on deploying
professionals for consultancy and support within specific sectors.
The activities of Novisource (segment: business IT professionals) consist of providing consultancy at the
intersection of business and IT, with a focus on the financial sector. The consultants support organizations
such as banks, insurers, and asset managers in translating technological developments into concrete
business processes.
PIDZ (segment: healthcare professionals) focuses on mediating between self-employed healthcare
professionals and care institutions. Its services are aimed at facilitating the flexible deployment of
healthcare personnel.
Kalice (segment: utility professionals) provides consultancy and project management within the Dutch
and Belgian utility sector. The professionals are active in areas such as the energy transition, process
optimization, regulation and compliance, and data-driven operations, supporting clients such as energy
suppliers, grid operators, and water utilities.
Throughout these financial statements, the terms "the group" or "Almunda Professionals" refer to Almunda
Professionals N.V. and its group companies Novisource,
PIDZ, and Kalice. When referring only to the parent
entity, "Almunda Professionals N.V." is used.
Composition of the Almunda Professionals Group
The participations of Almunda Professionals N.V. are listed below. These are included in the consolidated
financial statements of Almunda Professionals N.V. Unless otherwise stated, all these participations are,
directly or indirectly, wholly owned (100%)
and Almunda Professionals N.V. holds full or majority voting
rights.
Annual Report 2025 40
Where reference is made in these financial statements to the "Group" or "Almunda Professionals", this
refers to Almunda Professionals N.V. and its group companies Novisource,
PIDZ and Kalice. For individual
reference, we use "Almunda Professionals N.V."
Novisource
Novisource is a group of companies headed by Novisource Holding BV
. Novisource Holding BV holds a
100% interest in all its direct subsidiaries. The composition of Novisource is as follows:
•
Novisource Holding BV
o
Novisource BV
o
Bridgelane BV
PIDZ
PIDZ is an 80% subsidiary of Almunda Professionals NV. PIDZ is a group of companies headed by PIDZ
Holding BV. PIDZ Holding BV holds a 100% interest in all its subsidiaries. The composition of PIDZ is as
follows:
•
PIDZ Holding BV
o
Simmer & Cooper BV
o
PIDZ Zorg BV
o
The Factoring Company BV
o
Smiling Gents Company BV
o
PIDZ Uitzend BV
o
PIDZ Flex BV
o
PIDZ Talents BV
o
PIDZ Detachering BV
o
Qrabbl BV
o
Stikkr BV
o
SureCare Holding BV (as of 1 October 2025)
•
SureCare Zorgbeveiliging BV
•
SureCare BV
Kalice
Kalice is a 70% subsidiary of Almunda Professionals NV. Kalice is a group of companies headed by Kalice
Group BV. Kalice Group BV holds a 100% interest in all its subsidiaries. The composition of Kalice is as
follows:
•
Kalice Group BV
o
ICE Groep BV
•
ICE Interim BV
o
kWh Management BV
A BW2:403 declaration has been issued by Almunda Professionals NV for both Novisource Holding BV and
Novisource BV
Joint ventures
Up to and including 30 September 2025,
SureCare was classified as a joint venture from the perspective
of PIDZ Holding BV and accounted for using the equity method in accordance with IAS 28. As of 1 October
2025,
PIDZ Holding BV acquired the remaining 50% interest, obtaining full control over SureCare. From that
date, SureCare has been classified as a group company and is fully consolidated.
Basis of preparation of the financial statements
These financial statements relate to the financial year 2025, which ended on 31 December 2025.
41
Annual Report 2025
Going concern
The financial statements have been prepared on the basis of the going concern assumption.
The financial position of Almunda Professionals remains strong. Consolidated equity as at 31 December
2025 amounts to € 14,3 million, representing 35,3% of the balance sheet total (2024: 38,0%).
Net debt amounts to € 13,2 million and, relative to EBITDA, is considered to be at a healthy level. Apart
from potential acquisitions, this ratio is expected to decline further in the coming years.
At the group company PIDZ, the acquisition financing (outstanding balance at year-end: € 1,875 million)
will be fully repaid in 2026. The outstanding subordinated shareholder loans of € 4,0 million within PIDZ
will be refinanced in 2026. The Board of Directors expects this refinancing to be realised in a timely
manner. Based on the current financing structure
—
including the current account credit facility with
majority shareholder Value8
—
and the operating results, sufficient cash flows are expected to be
generated to meet all financial obligations. Accordingly, no going concern risks have been identified.
In addition, a thorough review of the valuation of goodwill has been performed, including the annual
impairment test. For PIDZ, ICE and kWh, it was concluded that no impairment of goodwill is required. For
further details, reference is made to the note on intangible assets in the consolidated balance sheet.
Presentation changes
Almunda Professionals has consistently applied its accounting policies to all periods presented in these
consolidated financial statements, including any amendments prescribed by new standards and
interpretations applicable to the Group. Reference is made to the section "New standards and
interpretations" for further information.
Statement of compliance
The consolidated financial statements have been prepared by the Board of Directors of the company in
accordance with International Financial Reporting Standards as adopted by the European Union (EU-
IFRS) and with Part 9 of Book 2 of the Dutch Civil Code. The consolidated financial statements were
authorised for issue by the Board of Directors on 24 April 2026. The financial statements will be submitted
for adoption by the shareholders at the Annual General Meeting of Shareholders.
Basis of measurement
The financial statements have been prepared on a historical cost basis, unless otherwise indicated.
Presentation and functional currency
The financial statements are presented in euros, which is the functional and presentation currency of
Almunda Professionals. All amounts are presented in thousands of euros, unless otherwise indicated.
Use of estimates and judgments
Preparation of the financial statements in accordance with IFRS requires management to make
judgments, estimates, and assumptions that affect the application of accounting policies and the
reported amounts of assets, liabilities, income and expenses. These estimates and associated
assumptions are based on historical experience, future expectations, and various other factors
considered reasonable under current circumstances.
The results form the basis for determining the carrying amounts of assets and liabilities that cannot be
directly derived from other sources. Actual results may differ from these estimates. Estimates and
underlying assumptions are continuously reassessed. Revisions to estimates are recognised in the period
in which the estimate is revised if the revision affects only that period, or in the period of revision and
future periods when the revision affects both the reporting period and future periods.
Annual Report 2025 42
For discussion of the specific line items in the financial statements that require judgments, estimates, or
assumptions, refer to the consolidated financial statements note “Use of estimates and judgments.”
Determination of fair value
In determining the fair value of an asset or liability, the Group uses observable market data wherever
possible. Fair values are classified into different levels based on a fair value hierarchy depending on the
inputs used in the valuation techniques. Three levels are defined:
•
Level 1: quoted market prices (unadjusted) in active markets for identical assets or liabilities.
•
Level 2: inputs other than Level 1 quoted market prices that are observable for the asset or
liability, either directly (e.g. as prices) or indirectly (derived from prices).
•
Level 3: unobservable inputs for the asset or liability that are not based on observable market
data.
If the inputs used for determining the fair value of an asset or liability span multiple levels of the
hierarchy, the fair value measurement in its entirety is classified in the same level as the lowest level
input that is significant to the measurement. The Group reclassifies transfers between levels in the fair
value hierarchy at the end of the reporting period during which the change occurs.
Material accounting policies
The accounting policies described below have been consistently applied by the entities of Almunda
Professionals to all periods presented in these consolidated financial statements.
Policies for consolidation
The consolidated financial statements include the financial data of Almunda Professionals and its
subsidiaries. For the composition of the group, reference is made to the note “Composition of the
Almunda Professionals Group.”
Business combinations
The Group applies the acquisition method for business combinations when the acquired bundle of
activities and assets meets the definition of a business and control has been transferred to the Group. To
determine whether a set of assets and activities constitutes a business, the Group assesses whether the
acquired set includes at least an input and a substantial process, and whether the acquired operations
can generate output.
The Group may apply a “concentration test,” a simplified assessment to determine whether an acquired
set of assets and activities is not a business. The concentration test is met if substantially all of the fair
value of the gross acquired assets is concentrated in a single identifiable asset or similar identifiable
assets.
Consideration transferred for the acquisition is generally measured at fair value, as are the identifiable
net assets acquired. Any resulting goodwill is tested annually for impairment. Any bargain purchase gain
is recognised immediately in profit or loss. Transaction costs are expensed when incurred, except those
incurred in issuing debt or equity instruments.
The consideration includes no amounts for settlement of pre-existing relationships; any such amounts
are generally recognised in profit or loss.
The fair value of contingent consideration is included at acquisition date. If an obligation to pay
contingent consideration qualifies as an equity instrument, no subsequent remeasurement is made and
43
Annual Report 2025
settlement is accounted for within equity. Otherwise, contingent consideration is remeasured at fair value
and changes are recognised in profit or loss.
If replacement awards (share‑based payments) granted to employees of the acquiree replace awards
they held, and they relate to past services, part or all of those replacement awards is included in the
consideration. The value is measured based on the fair value of the replacement awards compared to
the awards given up and the proportion relating to pre
-combination services.
Accounting for business combinations
Business combinations are accounted for on the acquisition date when control is transferred to Almunda
Professionals. Control exists when the Group has the ability to direct the financial and operational policies
of an entity to obtain benefits from its activities. In assessing control, the Group considers potential voting
rights exercisable at that time. If consideration is dependent on future events, a provisional estimate of
contingent consideration is recognised as a liability. Its valuation is based on facts and circumstances as
of the acquisition date. If events or circumstances within one year of acquisition provide additional
evidence about the conditions at acquisition, the contingent consideration is adjusted accordingly.
Subsidiaries
Subsidiaries are entities over which the Group has control. Control exists when the Group is exposed to
variable returns from its involvement and has the ability to influence those returns through its power over
the entity. The financial statements of subsidiaries are included from the date control is obtained until the
date control ceases.
Non‑controlling interests
Non‑controlling interests (third‑party interests) are initially measured at the proportionate share of the
acquiree’s identifiable net assets at acquisition. Changes in the Group
’s interest in a subsidiary that do
not result in loss of control are accounted for as equity transactions.
Loss of control
When the Group loses control of a subsidiary, its assets and liabilities, any non
‑
controlling interests, and
other equity components are derecognised. Any gain or loss is recognised in profit or loss. If the Group
retains interest in the former subsidiary, it is measured at fair value at the time of loss of control.
Interests in equity-accounted entities
Interests in associates and joint ventures are accounted for using the equity method. Associates are
entities over which the Group has significant influence but not control. A joint venture is an arrangement
over which the Group has joint control with rights to the net assets.
Equity-accounted investments are initially recorded at cost. Post-acquisition, the consolidated statement
includes the Group’s share of profit or loss and other comprehensive income of the investees up to the
date of loss of influence or joint control.
Elimination of intercompany transactions
Intragroup balances and transactions, including unrealised gains and losses (except those arising on
foreign currency transactions), are eliminated. Unrealised gains on transactions involving equity
-
accounted entities are eliminated to the extent of the Gr
oup’s interest. Unrealised losses are eliminated
similarly unless evidence indicates impairment.
Financial instruments
Financial assets and liabilities are recognised when the Group becomes a party to the contract. Initial
measurement (unless fair value through profit or loss) is at fair value plus or minus transaction costs.
Annual Report 2025 44
Trade receivables without a significant financing component are recognised at transaction price,
typically equal to fair value at the acquisition date.
Financial assets
The financial non-current assets include equity-accounted investments and loans and receivables,
including trade receivables, other receivables, and cash. Loans and receivables are financial instruments
with fixed or determinable payments not quoted in an active market. They are subsequently measured at
amortised cost if both criteria are met:
•
The business model is to hold them to realise contractual cash flows; and
•
The contractual terms give rise only to principal and interest payments.
After initial recognition, loans and receivables are measured at amortised cost using the effective
interest method, less impairment.
If contractual rights to cash flows expire or are transferred with nearly all risks and rewards, the asset is
derecognised. If the Group retains interest, it is treated separately.
Expected credit loss allowance
The Group recognises impairment allowances on financial assets measured at amortised cost. For trade
receivables and unbilled revenue, allowance is based on an individually assessed approach, primarily
using a provision matrix derived from historical credit loss experience, adjusted for forward-looking
information. Debtors in bankruptcy or in suspension of payments are fully provided for.
For other financial assets, the allowance is based on expected losses over the first 12 months unless
credit risk has significantly increased, in which case lifetime expected losses are recognized. The Group
assesses whether credit risk has increased at least twice a year using quantitative, qualitative, historic
and forward-looking information.
Objective evidence of impairment includes events like non-payment, restructuring, probable insolvency,
adverse changes in payment status, or observable data indicating cash flow declines in groups of
financial assets.
Financial liabilities
Financial liabilities are measured either at amortised cost or fair value through profit or loss. A liability is
measured at fair value through profit or loss if designated so on initial recognition, otherwise at
amortised cost using the effective interest method.
Financial liabilities include trade payables and accrued expenses. They are initially measured at fair
value plus costs, then at amortised cost. Early settlement features, transaction costs, and
premiums/discounts are considered.
A financial liability is derecognised when settled, cancelled, or expired.
Offsetting
Financial assets and liabilities are netted when the Group has a legally enforceable right and intends to
settle on a net basis or realise the asset and settle simultaneously.
Hedge accounting
Almunda Professionals does not apply hedge accounting.
45
Annual Report 2025
Net revenue
The Group generates revenue from personnel services in the form of secondment, project management
and matching. The method of recognition depends on the nature of the service and the role performed
by the Group. Net revenue from secondment, project management and matching consists of
consideration received or receivable from third parties during the year, measured at the fair value of the
services rendered, excluding any taxes charged thereon.
Net revenue from services or fixed fees is recognised in the statement of profit or loss once the Group has
satisfied its performance obligation, the client has obtained the right to use the delivered services,
collection of the agreed fee is probable (or has been collected), and any costs to complete the service
can be reliably estimated.
If services under a single contract are delivered over multiple reporting periods, the consideration is
allocated proportionally based on service delivery across the periods. For services rendered on a fixed
fee basis, these are performed over time on a best-efforts basis; no guarantees are provided during the
reporting year. Payment terms do not have a significant effect on revenue recognition.
Secondment and project management activities
For secondment and project management, the Group assigns employees or independent professionals
to clients under contractually agreed rates or fixed fees. In these activities, the Group acts as principal
and reports revenue on a gross basis. Revenue from secondment and project management is
recognised proportionally to performance.
Matching activities
For matching activities, the Group acts as an agent and simply facilitates that another party (an
independent professional) provides service to a client. Revenue from matching is reported on a net basis.
The revenue is recognised when the underlying service by the independent professional has been
delivered to the client.
Operating expenses
Operating expenses are presented using the nature (categorical) method and recognised in the year to
which they relate.
Finance income and expense
Finance expenses comprise interest expense and the unwinding of discounts on provisions and interest -
bearing debt. Finance income includes interest income. Both interest income and expense are
determined using the effective interest method and recognized in the statement of profit or loss.
Income taxes
Income taxes include current and deferred tax. They are recognized in the consolidated statement of
profit or loss and other comprehensive income, except where they relate to items recognised directly in
equity.
Current income tax
Current tax is calculated using applicable tax laws and rates as of the balance sheet date, taking into
account exempted profit components. Taxes related to those exempt components are recognized
directly in equity if so required.
Deferred tax
Deferred tax assets and liabilities arise on temporary differences between the carrying values of assets
and liabilities in the financial statements and their tax base. They are recognised under the accounting
policies and tax regulations described elsewhere in this report.
Annual Report 2025 46
Deferred tax assets and liabilities are offset if:
•
A legally enforceable right exists to offset current tax assets against current tax liabilities;
•
They relate to taxes levied by the same tax authority;
•
Deferred tax assets are recognised only to the extent it is probable they can be recovered
against future taxable profits (including carry forward of unused tax losses).
•
Deferred tax assets and liabilities are measured at tax rates expected to apply when the
underlying asset is realised or liability settled.
•
No deferred tax is recognised on:
o
Initial recognition of assets or liabilities that do not affect accounting profit or taxable
profit; and
o
Differences related to investments in subsidiaries where recovery is not probable in the
foreseeable future.
Property, plant and equipment
Property, plant and equipment are carried at historical cost less accumulated depreciation and
impairment losses. Historical cost includes expenditures directly attributable to acquisition.
Subsequent costs such as repair or maintenance are capitalised only when:
•
It is probable that additional future economic benefits will flow to the entity; and
•
The cost can be reliably measured.
All other costs are expensed in profit or loss as incurred.
Depreciation is charged on a straight-line basis over the estimated useful lives from the time the assets
are ready for use. Residual values and useful lives are reviewed annually and adjusted if necessary.
Gains and losses on disposals are recognised in profit or loss.
Lease agreements
At the inception of a contract, the Group assesses whether a contract is or contains a lease agreement. A
contract is or contains a lease agreement if it conveys the right to control the use of an identified asset
for a specified period in exchange for consideration. At the inception or upon modification of a contract
that contains a lease agreement, the Group allocates the consideration in the contract to each lease
component based on their relative standalone prices.
The Group recognizes a right-of-use asset and a lease liability at the lease commencement date. The
right-of-use asset is initially measured at cost, which includes the initial amount of the lease liability
adjusted for lease payments made on or before the commencement date, plus any initial direct costs
incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the
underlying asset or the site on which it is located, less any lease incentives received.
The right-of-use asset is subsequently depreciated using the straight
-line method from the
commencement date to the end of the lease term, unless the lease transfers ownership of the underlying
asset to the Group by the end of the lease term, or the cost of the right-of-use asset reflects that the
Group will exercise a purchase option. In such cases, the right-of-use asset is depreciated over the useful
life of the underlying asset, determined on the same basis as that of property, plant, and equipment.
Additionally, the right-of-use asset is periodically reduced by any impairment losses and adjusted for
certain remeasurements of the lease liability.
47
Annual Report 2025
The lease liability is initially measured at the present value of the lease payments that are not paid at the
commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be
readily determined, the Group’s incremental
borrowing rate. Generally, the Group uses its incremental
borrowing rate as the discount rate. The Group determines its incremental borrowing rate by obtaining
interest rates from various external financing sources and making certain adjustments to reflect the
terms of the lease and the type of leased asset.
Lease payments included in the measurement of the lease liability comprise the following:
•
Fixed payments, including in-substance fixed payments;
•
Variable lease payments that depend on an index or a rate, initially measured using the index or
rate as at the commencement date;
•
Amounts expected to be paid under a residual value guarantee; and
•
The exercise price under a purchase option that the Group is reasonably certain to exercise,
lease payments in an optional renewal period if the Group is reasonably certain to exercise an
extension option, and penalties for early termination of a lease unless the Group is reasonably
certain not to terminate early.
The lease liability is measured at amortized cost using the effective interest method. It is remeasured
when there is a change in future lease payments arising from a change in an index or rate, a change in
the Group’s estimate of the amount expected to be
paid under a residual value guarantee, a change in
the Group’s assessment of whether it will exercise a purchase, extension, or termination option, or a
revision to an in-substance fixed lease payment. When the lease liability is remeasured in this way, a
corresponding adjustment is made to the carrying amount of the right-of-use asset, or it is recorded in
profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.
The Group presents right-of-use assets that do not meet the definition of investment property under
‘property, plant, and equipment’ and lease liabilities under ‘borrowings’ in the balance sheet.
Short-term leases and leases of low-value assets
The Group has elected not to recognize right-of-use assets and lease liabilities for leases of low-value
assets and short-term leases (leases with a maximum term of 12 months), including IT equipment. The
Group recognizes the lease payments associated with these leases as an expense on a straight-line
basis over the lease term.
Goodwill
Acquisitions are accounted for using the purchase method of accounting. Goodwill arises from the
acquisition of subsidiaries and is determined based on the difference between the purchase price of the
acquisition and the net fair value of the acquired identifiable assets and liabilities, including contingent
liabilities, at the time of acquisition. Payments related to the acquisition are measured based on the cash
paid and payable as of the transaction date, as well as, where applicable, the fair value of e
quity
instruments (e.g., shares) used to finance the acquisition.
Contingent elements in the purchase price are measured at fair value at the time of acquisition and
recognized as a liability, with any deviations due to valuation differences recorded in the income
statement.
Goodwill is measured at cost less accumulated impairment losses. Costs related to an acquisition are
recognized in the income statement as incurred.
Annual Report 2025 48
Goodwill is allocated to cash-generating units. An impairment loss on goodwill is recognized in the
income statement, if applicable. An impairment loss related to goodwill is never reversed. Upon disposal
of an entity involving a loss of control, the carrying amount of the goodwill is included in the result.
Any negative goodwill arising from the acquisition of a participation is immediately recognized in the
income statement. Goodwill related to the acquisition of associated entities is included in the investment
in associated entities.
Other intangible assets
Other intangible assets have a finite useful life. These include, for example, customer lists, brand names,
and order backlogs (in the case of an acquisition).
They are recognized at cost less accumulated amortization and impairment losses. If intangible assets
are acquired in a business combination, the cost is equal to the fair value at the acquisition date. If there
is no active market for an asset, the cost is determined as the amount the entity would have paid in a
transaction between independent, well-informed parties willing to enter into a transaction, based on the
best available information. Amortization of other intangible assets is recognized on a strai
ght-line basis
in the statement of comprehensive income, in line with the estimated useful life of the asset. The useful
life of other intangible assets is reviewed annually at the balance sheet date and adjusted if necessary.
Impairment losses
The carrying amount of the Group’s assets, excluding deferred tax assets, is assessed at each reporting
date to determine whether there are indications of impairment. If such indications exist, the recoverable
amount of the relevant asset is determined. If it is not possible to determine the recoverable amount of
an individual asset, it is determined for the cash-generating unit to which the asset belongs. For the
purpose of impairment testing, assets are grouped at the lowest level at which separate cash f
lows can
be identified (cash-generating units). An impairment loss is recognized if the carrying amount of an
asset exceeds its recoverable amount. The recoverable amount is the higher of the asset’s fair value less
costs to sell and its value in use. An impairment loss is recognized immediately in the statement of
comprehensive income. An impairment loss on other assets is reversed if the indications used to
determine the impairment have improved. The impairment loss is reversed only to the extent that the
carrying amount of the asset does not exceed the carrying amount that would have been determined,
net of original depreciation and any residual value, had no impairment loss been recognized.
Receivables from participations
Receivables from participations relate to outstanding loans and other financial receivables that the
Company has from group companies and other participations. These receivables are initially measured
at fair value and subsequently measured at amortized cost using the effective interest method, less any
impairment losses.
When determining the valuation of receivables from participations, the creditworthiness of the relevant
participation and the financial position of the Company are taken into account. A provision for expected
credit losses is recognized if there is objective evidence that the Company will not be able to collect the
receivable in full. The provision is determined based on historical data, current financial information, and
forward-looking estimates of the participation’s repayment capacity.
Interest income from these receivables is recognized as part of financial income and expenses.
Receivables with a maturity of less than one year are presented as current assets, while receivables with
a longer maturity are included under non-current assets.
In the case of refinancing or modification of the contractual terms of a receivable, an assessment is
made as to whether the modified receivable should be treated as a new financial instrument or whether
49
Annual Report 2025
the original carrying amount should be adjusted. Changes in the provision for expected credit losses are
recognized directly in the income statement.
Trade receivables and other receivables
Trade receivables and other receivables are initially measured at fair value, which generally corresponds
to their nominal value. Subsequent measurement is at amortized cost using the effective interest
method, less any impairment losses. Impairment losses for trade receivables and other receivables are
recognized when it is probable that the Group will not be able to collect these receivables in full.
Provisions are determined based on an individual assessment of the collectability of the receivables. The
amount of the provision is equal to the difference between the carrying amount of the receivable and the
present value of the estimated future cash flows. Impairment losses are charged to the statement of
comprehensive income.
Cash and cash equivalents
The cash and cash equivalents item includes current account balances with Rabobank, ABN AMRO Bank
NV, and ING Bank NV. Cash and cash equivalents are measured at fair value, which is usually equal to
their nominal value.
Equity
Ordinary shares are classified as equity. Dividend distributions on ordinary shares are recognized as a
current liability in the period in which the dividend is approved by the shareholders. In the event of a
change due to the issuance of own shares, the amount received, net of directly attributable costs, is
recognized as a change in equity under share capital. If applicable, the amount is also recognized under
share premium.
Trade payables and other liabilities
Trade payables and other liabilities are initially measured at fair value. Subsequently, they are measured
at amortized cost. Due to their short-term nature, the fair value generally corresponds to the nominal
value.
Pensions and other employee benefits
All pension plans are defined contribution plans funded through contributions to entities not affiliated
with the Group. A defined contribution plan involves post
-employment benefits where the Group pays
fixed contributions to a separate entity. Under this plan, the Group has no legal or constructive obligation
to make additional contributions. If these entities lack sufficient funds to make pension payments to all
employees for services rendered in the current and prior periods, the Group has no legal or c
onstructive
obligation to contribute further. Obligations related to defined contributions to pension plans are
recognized as employee benefit expenses in the statement of comprehensive income during the period
in which the employees provide the related services. Prepaid contributions are recognized as an asset to
the extent that a cash refund or a reduction in future payments is available. Contributions payable under
a defined contribution plan that are due more than twelve months after the end of the peri
od in which
the employees provide the related services are discounted to their present value.
Earnings per share
The Group presents basic and diluted earnings per share (EPS) for ordinary shares. Basic earnings per
share is calculated based on the profit or loss attributable to the Group’s shareholders, divided by the
weighted average number of ordinary shares outsta
nding during the reporting period. For the calculation
of diluted earnings per share, the profit or loss attributable to the Group’s shareholders and the weighted
average number of ordinary shares outstanding during the reporting period are adjusted for al
l potential
dilutive effects on ordinary shares. This includes, among others, share options granted to employees and
directors. An estimate is also made of the shares due in respect of deferred payments on acquisitions.
Annual Report 2025 50
Segment information
An operating segment is a component of the Group that engages in business activities that may
generate revenues and expenses, including transactions with other components of the Group. All
operating results of an operating segment are periodically reviewed by the Board of Directors to make
decisions regarding resource allocation to the segment and to evaluate its performance. The review is
based on the available financial information per operating segment. The results are reported to
management per operating segment and include items that can be directly or reasonably attributed to
the segment. The operating activities are aggregated into the reporting segments Novisource,
PIDZ, and
ICE Interim.
The revenue generated in these segments relates to:
•
Business IT Professionals (Novisource);
•
Healthcare Professionals (PIDZ); and
•
Utility Professionals (Kalice).
New standards and interpretations
With the exception of the amendments listed below, the Group has consistently applied the accounting
policies outlined for all periods included in these consolidated financial statements.
Effective from the 2025 financial year, the following amendments to standards are in force:
•
Amendments to IAS 21 The Effects of Changes in Foreign Exchange Rates: Lack of Exchangeability
Additionally, the following standards or amendments thereto are expected to become effective in the
near future, but have not yet been early adopted by the Group:
•
Amendments to the Classification and Measurement of Financial Instruments (Amendments to
IFRS 9 and IFRS 7)
•
Amendments to IFRS 9 Financial Instruments and IFRS 7 Financial Instruments: Disclosures:
Contracts Referencing Nature-dependent Electricity
•
Annual Improvements to IFRS Accounting Standards
–
Volume 11
•
IFRS 18 Presentation and Disclosure in Financial Statements
•
IFRS 19 Subsidiaries without Public Accountability: Disclosures
The Group does not expect the above amendments and standards, with the exception of IFRS 18, to have
a significant impact on the consolidated financial statements. IFRS 18, which replaces IAS 1 Presentation
of Financial Statements and is effective for annual periods beginning on or after 1 January 2027, is
expected to have an impact on the presentation of the consolidated financial statements. The Group is
currently assessing the full impact of IFRS 18. EU endorsement of IFRS 18 and IFRS 19 is still pending as at
the date of these financial statements.
Use of estimates and judgments
Several items in the financial statements involve estimates made by management. Although these
estimates are supported by analyses and calculations to the extent possible, there is always some
degree of uncertainty. This uncertainty plays a particularly significant role when testing for impairment of
goodwill and other intangible assets. Historically, there have been no material deviations in the
settlement of estimated items from the previous financial year.
Goodwill and other intangible assets
The note on Intangible Assets and Goodwill provides information about the valuation of goodwill and
intangible assets and their testing for impairment. It also provides information about the valuation of the
51
Annual Report 2025
PIDZ platform, the customer portfolio, and other intangible assets, as well as their testing for impairment
and inefficiencies.
Deferred tax assets and liabilities
The note on Deferred Tax Assets and Liabilities includes information about the valuation of deferred tax
assets related to compensable losses. An estimate is made of future compensable tax losses based on
management’s judgment. The amount to be compensated
may ultimately differ from the estimate as of
the balance sheet date.
Receivables from participations
The note on Receivables from Participations provides information about the valuation of these
receivables and the assessment of credit risk. The provision for expected credit losses is determined
based on an evaluation of the financial position and repayment capacity of the participation, taking into
account historical data and forward-looking expectations.
When preparing the financial statements, the valuation of receivables from participations involves
judgment by management. The final settlement may differ from the estimates made.
Trade receivables and other receivables
The note on Trade Receivables and Other Receivables provides information about the valuation of trade
receivables and their testing for uncollectible amounts. An estimate is made of potentially uncollectible
trade receivables based on the judgment of account management and historical write-offs. The amount
ultimately received may differ from the estimate as of the balance sheet date. The note also includes a
sensitivity analysis for expected credit risk. When preparing the financial statements, the valuatio
n of
trade receivables involves judgment by management.
Provisions
Due to the nature of provisions in general, their determination relies significantly on estimates,
assumptions, and expectations about the future. The actual outcomes of these uncertain factors may
materially differ from the estimates made. The differences between actual outcomes and the recognized
provisions may therefore impact the results for the relevant periods.
Settlement of claims and disputes
In the normal course of business, the Group may be involved in disputes where the outcome is uncertain
as of the balance sheet date. Where applicable, a current estimate of potential obligations and related
costs arising from ongoing disputes is periodically made on a consistent basis.
Consolidated cash flow statement
The cash flow statement is prepared using the indirect method. Cash and cash equivalents for the cash
flow statement include the balance sheet items for cash and short
-term interest-bearing liabilities, which
form an integral part of the Group’s cash manag
ement. Taxes paid and received are included under
‘Cash flows from operating activities.’ Dividends paid are included under ‘Cash flows from financing
activities.’ Cash acquired is deducted from the acquisition price. Changes in assets and liabilities aris
e
from the acquisition and disposal of subsidiaries. These changes have been taken into account in
determining the cash flows.
Management of financial risks
Capital risk management
The objectives of Almunda Professionals in managing capital are:
Annual Report 2025 52
•
To maintain a sufficient level of equity to ensure the continuity of Almunda Professionals is not
jeopardized;
•
To generate returns for shareholders and benefits for other stakeholders; and
•
To maintain an optimal capital structure to reduce its costs.
To adjust or modify the capital structure, Almunda Professionals may adjust the dividend paid to
shareholders, repurchase Almunda Professionals shares, issue new shares, or sell assets to reduce debt.
Financial risk management
The activities of Almunda Professionals are exposed to various financial risks. The Group’s overall risk
management program focuses on minimizing potential adverse effects on its financial position.
A. Liquidity risk
B. Credit risk
C. Interest rate risk
D. Guarantees
E. Currency risk
A. Liquidity risk
Liquidity risk is the risk that Almunda Professionals will not be able to meet its financial obligations as they
become due. Liquidity management aims to ensure sufficient resources are available at all times to
meet operational and financial obligations. This is achieved through periodic cash flow forecasts,
scenario analyses, and maintaining sufficient headroom within existing credit facilities.
Liquidity management within Almunda Professionals is decentralized. Novisource,
PIDZ, and Kalice utilize
separately managed credit facilities. Novisource has a credit facility of up to €
750 thousand with
Rabobank, of which €
695 thousand was drawn as of the balance sheet date. In addition to these
decentralized facilities, Almunda has a group
-level overdraft facility of up to € 5 million with major
shareholder Value8. This facility is formally provided to Almunda Professionals N.V. but is available to
meet the financing needs of its group companies, including Novisource. As of the balance sheet date,
€
3.996 thousand was drawn. PIDZ
has a credit facility of up to €
500 thousand with ING, which was not
utilized in 2025. Kalice
has a credit facility of up to €
300 thousand with Rabobank,
which was not utilized
in 2025.
Liquidity management within Almunda Professionals aims to optimally utilize available cash and credit
facilities at a decentralized level. Due to applicable withdrawal restrictions at PIDZ and Kalice, it is
currently not possible to centrally optimize the use of available cash and credit facilities. Liquidity
forecasts are periodically prepared at a decentralized level for both the short and medium term.
Due to existing covenants and operational financing structures within PIDZ and Kalice, it is currently not
possible to fully reallocate available cash and credit facilities at the group level. Almunda Professionals
continues to strive to increase flexibility in capital management where possible. Within the operating
companies, liquidity forecasts are periodically prepared for both the short and medium term, taking into
account operational cash flows, investment needs, and financing opportunities.
For details on securities and applicable covenants, reference is made to the note “Off
-Balance Sheet
Obligations and Assets.”
Maturity analysis of contractual cash flows as of 31 December 2025
To support liquidity risk management, the following overview of contractual cash flows as of 31 December
2025 is included, arising from lease liabilities, bank financing, shareholder loans, deferred tax payments
53
Annual Report 2025
under the Dutch Covid-19 tax deferral scheme, and other financial obligations. The amounts shown
represent gross cash flows, including interest, based on the contractual terms applicable as of the
balance sheet date. The cash flows are broken down by expected maturity categories.
x
€ 1.000
A portion of the loans and borrowings presented in the maturity analysis above is due to be repaid or
refinanced in 2026. The PIDZ acquisition financing (outstanding balance: € 1,875 million) will be fully
repaid from operating cash flows. The subordinated
shareholder loans within PIDZ (€ 4,0 million) are due
to mature in 2026; the Board of Directors expects that this refinancing will be realised in a timely manner.
Together with the operating cash flows and the current account credit facility with majority shareholder
Value8 (see also "Events after the reporting date"), the Group expects to have sufficient liquidity to meet
its financial obligations as they fall due.
For loans with variable interest rates, the cash flow analysis is based on the interest rate applicable as of
31 December 2025.
The overdraft facility with Value8 has a credit limit of €
5 million and a term of 48 months from 19 April
2024. The amount drawn as of 31 December 2025, is included in the cash flow analysis, assuming full
repayment on the maturity date. The annual interest rate is 7%, payable in arrears. No contractual
repayments are required during the term, except in the case of special termination as specified in the
agreement.
The debt to the Tax Authorities relates to annuity loans under a COVID-19 payment arrangement. The
monthly instalments include both interest and principal and are included in the cash flow analysis based
on the fixed repayment schedule until the end of the term (October 2027).
B. Credit risk
Credit risk relates to the risk that a counterparty fails to meet its contractual obligations, which may
result in a financial loss for the Group. Almunda Professionals and its participations generally face limited
risk of credit concentration. The main items exposed to credit risk include trade receivables, amounts yet
to be received, revenue yet to be invoiced, and loans provided to participations. Trade receivables and
revenue yet to be invoiced are actively monitored, and a provision for expected credit losses is
recognized in accordance with IFRS 9 guidelines. Loans provided to participations are also subject to a
provision for credit losses, with the financial position and cash flows of the relevant participation taken
into account in the assessment. Additionally, other financial assets may be subject to credit risk,
depending on the specific nature of the receivable and the creditworthiness of the counterparty.
To manage exposure to credit risk, Almunda Professionals maintains a strict credit management policy.
The Group typically provides services to companies and organizations with a solid financial position and
closely monitors customers’ payment
behaviour. Where necessary, reminders and collection procedures
are employed to recover outstanding amounts. Revenue yet to be invoiced consists of services already
provided but not yet billed. This item carries inherent risks, particularly in cases of contractual
uncertainties or dependence on customer approvals. If there are indications that certain amounts may
not be fully collectible, a provision for expected credit losses is recognized. Despite these control
measures, uncollectible receivables cannot be entirely ruled out. Receivables are written off when it is
|
|
< 1 year
|
1-2 years
|
2-5 years
|
> 5 years
|
Total
|
|
Loans and borrowings (including interest)
|
7.522
|
1.289
|
5.587
|
-
|
14.398
|
|
Lease liabilities (including interest)
|
898
|
771
|
728
|
-
|
2.397
|
|
|
8.420
|
2.060
|
6.315
|
-
|
16.795
|
Annual Report 2025 54
reasonably determined that they are uncollectible, for example, in the case of bankruptcy or other
definitive circumstances.
The maximum exposure to credit risk is represented by the sum of outstanding receivables from
participations, trade receivables, revenue yet to be invoiced, and other receivables, as further detailed in
the relevant sections of the consolidated financial statements. The Group has implemented measures to
limit credit risk with respect to individual customers. Nevertheless, there is a concentration of revenue
with a number of large customers, as shown in the table below:
The concentration is presented per year and not per customer. This means that customer names may
vary from year to year.
C. Interest rate risk
Almunda Professionals is exposed to interest rate risks, which are limited solely to the Netherlands. The
interest rate risk policy aims to manage interest costs as efficiently as possible. The Group consciously
opts to maintain a portion of its financing at variable interest rates, as variable interest rates have
historically been lower on average over longer periods compared to fixed interest rates.
Interest rate risks may relate to both short-term and long-term financing. Novisource has a credit facility
of € 750 thousand with Rabobank at a variable interest rate of 1
-month Euribor + 3,75%,
of which € 695
thousand was drawn as of the balance sheet date. PIDZ
has a credit facility of € 500 thousand with ING
at a variable interest rate of 1-month Euribor + 3,5%, which was not utilized in 2025. Kalice has a credit
facility of € 300 thousand with Rabobank at a variable interest rate of 1
-month Euribor + 3,00%,
which was
not utilized in 2025.
In addition to the credit facilities, the Group has long-term loans with variable interest rates. PIDZ has
acquisition financing with ING at a variable interest rate of 3-month Euribor + 3,25%, with an outstanding
balance of €
1.875 million at the end of 2025. Kalice has acquisition financing with Rabobank at a fixed
interest rate of 4,93%, with a balance of € 2,468 million at the end of 2025.
The average effective interest rate paid on variable-rate loans was 5,2% in 2025, compared to 6,9% in
2024. The decrease reflects both the decline in 3-month Euribor rates during 2025 and the refinancing of
the ICE Rabobank acquisition loan (variable rate)
with the Kalice Rabobank acquisition loan (fixed rate of
4,93%) in October 2025. Following this refinancing, the PIDZ ING acquisition facility is the only remaining
variable-rate loan as at 31 December 2025.
To quantify the impact of interest rate risk, a sensitivity analysis was performed on the variable
-rate debt
outstanding at year-end (€ 1.875 thousand). A 1,0% increase in the variable interest rate would lead to an
increase in the Group's annual financing costs of approximately € 19 thousand. Conversely, a 1,0%
decrease in the interest rate would result in a reduction of financing costs by
approximately € 19
thousand.
Almunda Professionals actively monitors interest rate developments and periodically evaluates whether
hedging strategies, such as interest rate swaps or other derivatives, are appropriate to mitigate the
impact of interest rate changes. Currently, no such hedging instruments are used.
55
Annual Report 2025
D. Guarantees
Regarding guarantees, the Group’s policy is to issue financial guarantees only for 100% subsidiaries. For
Novisource Holding BV and Novisource BV, guarantees as referred to in Article 2:403 of the Dutch Civil
Code have been issued by the Group.
E. Currency risk
The Group has no activities in currencies other than the euro.
Annual Report 2025 56
Notes to the consolidated income statement
1. Net revenue
Information on operating activities
The Group categorizes its revenues by sectors, which correspond to the Group’s operating segments.
Three categories can be distinguished: revenue from Business & IT Professionals (Novisource),
revenue
from Healthcare Professionals (PIDZ)
and revenue from Utility Professionals (Kalice). For further
explanation, we refer to the explanation "Result per reporting segment."
Revenues include the expected consideration for services provided to third parties during the year and
are recognized when control over the promised service is transferred to the third party (e.g., the
customer).
The revenue per operating activity is as follows:
x
€ 1.000
The 2025 revenue for Utility Professionals includes a contribution of € 3
.553 thousand from kWh, which
was acquired on 30 September 2025 and consolidated from that date. The 2024 comparative figure
relates solely to ICE and therefore does not include a contribution from kWh.
The operating activity Business IT Professionals corresponds to the Business IT Professionals segment
(Novisource), the operating activity Healthcare Professionals corresponds to the Healthcare Professionals
segment (PIDZ), and the operating activity Utility Professionals corresponds to the Utility Professionals
segment (Kalice)
.
Information on services
The Group provides personnel services to its clients in the form of four different services: secondment,
project management,
matching and recruitment. These services are carried out by different components
within the Group. Secondment is offered by Novisource,
PIDZ, and Kalice. Project management is provided
by Novisource and ICE. Matching is performed by PIDZ. Recruitment is provided by Kalice.
Revenue from secondment and project management relates to revenue generated from the professional
deployment of in-house employees and independent external professionals at clients. For these services,
the Group acts as the principal in the transaction and has control over the promised service before it is
transferred to the customer. A performance obligation is the promise in an agreement to deliver an
agreed-upon service to the customer. Revenue is recognized on a gross basis at the moment control
over the service is transferred. The average payment term for invoices is 30 days from the invoice date.
Revenue from matching activities relates to revenue generated from facilitating agreements between
independent professionals and clients, including through the PIDZ platform and other intermediation
activities. For these services, the Group acts as an agent and is solely responsible for facilitating the
agreement between the client and the independent professional. The Group bears no responsibility for
the performance of the work by the professional. In this case, revenue is presented on a net basis and
|
|
2025
|
% Total
|
2024
|
% Total
|
|
Business IT Professionals
|
3.427
|
10,9%
|
4.800
|
16,5%
|
|
Healthcare Professionals
|
12.739
|
40,6%
|
14.642
|
50,4%
|
|
Utility Professionals
|
15.229
|
48,5%
|
9.602
|
33,1%
|
|
|
31.395
|
100,0%
|
29.044
|
100,0%
|
57
Annual Report 2025
consists of the intermediation fee received by the Group. The average payment term for invoices is 45
days from the invoice date.
Geographical information
Revenue by geographical area is determined based on the area where the activities take place (within
the Netherlands or abroad). The breakdown of revenue by geographical area is as follows:
|
x € 1.000
|
2025
|
2024
|
|
Netherlands
|
31.269
|
28.893
|
|
Outside Netherlands
|
126
|
151
|
|
|
31.395
|
29.044
|
Disaggregation by timing of revenue recognition
|
x € 1.000
|
|
|
|
|
2025
|
2024
|
|
Revenue recognized over time
|
31.069
|
29.044
|
|
Revenue recognized at a point in time
|
326
|
-
|
|
|
31.395
|
29.044
|
Revenue recognized at a point in time relates to recruitment activities, where revenue is recognized upon
successful placement of a professional with the client. These activities are carried out within the Utility
Professionals segment (kWh)
and were first consolidated as of 1 October 2025, which explains the
absence of a comparative figure for 2024. All other revenue is recognized over time.
Significant clients
In 2025 (and 2024), the Group did not generate more than 20% of its external income from consultancy
or matching activities from any single client. For further details on credit risk, reference is made to the
note "Management of Financial Risks."
Contract obligations
Contract obligations relate to the Group’s revenue recognition. For all contracts, the payment schedule
aligns with the way the Group allocates revenue to the financial years. In 2025 (and 2024), there were no
advance payments from clients, and the balance of contract obligations as of the end of 2025 and 2024
is € 0.
The contract obligations solely pertain to outstanding trade receivables.
2. Other operating income
As a result of the acquisition of the remaining 50% interest in SureCare Holding BV as per 1 October 2025,
the previously held interest has been remeasured to fair value, resulting in a remeasurement gain of
€
95 thousand.
x
€ 1.000
|
|
2025
|
2024
|
|
Revaluation gain on previously held interest in SureCare Holding B.V.
|
95
|
-
|
Annual Report 2025 58
3. Cost of subcontracted work
The costs of subcontracted work are as follows:
x
€ 1.000
4. Employee benefits expense
Break down Employee benefits expense by category
x
€ 1.000
Number of employees
During the financial year 2025, the average number of employees at the Group, expressed in full-time
equivalents, was 183 (2024: 175). Of these, 1 full-time equivalent (2024: 0,5) was employed outside the
Netherlands.
This workforce size (average number of employees) is distributed across different personnel categories
as follows:
|
in FTE
|
2025
|
2024
|
|
Consultants
|
65,0
|
71,0
|
|
Management of subsidiaries
|
6,0
|
5,0
|
|
Sales
|
20,0
|
43,0
|
|
Support
|
92,0
|
56,0
|
|
|
183,0
|
175,0
|
Remuneration of key management
Key management is defined as the Board of Directors and (former) directors of subsidiaries who qualify
as key management. The amounts below include all remuneration, including severance payments,
awarded to key management during the reporting period.
|
x € 1.000
|
2025
|
2024
|
|
Management fee
|
188
|
169
|
|
Salary
|
701
|
610
|
|
Bonus
|
-
|
-
|
|
Pension costs
|
23
|
24
|
|
Severance payments
|
68
|
88
|
|
Total
|
980
|
891
|
Remuneration of the Board of Directors
In 2025, the Board of Directors received a management fee of € 114 thousand (2024: € 119 thousand).
Further details are provided in the remuneration report. Almunda Professionals has not granted any loans
or issued guarantees to or on behalf of members of the Board of Directors. As of 31 December 2025, no
|
|
2025
|
2024
|
|
Freelancers and self-employed contracters
|
8.032
|
4.288
|
2025
2024
Wages and salaries
11.851
11.886
Social security contributions
1.994
2.084
Pension costs
473
484
Other personnel costs
1.049
1.707
15.367
16.161
59
Annual Report 2025
employee stock options are outstanding. No costs related to employee stock options have been
recognized in the income statement.
Remuneration of the Supervisory Board
In 2025, the Supervisory Board received a management fee of € 25 thousand (2024: € 25 thousand).
Further details are provided in the remuneration report. The remuneration of the Supervisory Board is not
linked to the company’s results. The amount of this remuneration is based on what is customary for a
supervisory board role at comparable organizations and is market-aligned. No loans or guarantees have
been granted to members of the Supervisory Board. Peter Paul de Vries is a direct/indirect shareholder of
Almunda Professionals through his personal company, 3L Capital Holding BV.
5. Amortization of other intangible fixed assets
The amortization of other intangible fixed assets is as follows:
|
x € 1.000
|
|
|
|
|
2025
|
2024
|
|
Amortization of matching platform
|
1.280
|
853
|
|
Amortization of customer portfolio
|
1.700
|
1.660
|
|
Amortization of software
|
17
|
12
|
|
|
2.997
|
2.525
|
6. Depreciation of property, plant and equipment
The depreciation costs of property plant and equipment are as follows:
x
€ 1.000
7. Depreciation of right-of-use assets
The depreciation costs of right-of-use assets are as follows:
|
x € 1.000
|
|
|
|
|
2025
|
2024
|
|
Depreciation costs of rented office buildings
|
358
|
279
|
|
Depreciation costs of leased vehicle fleet
|
422
|
375
|
|
|
780
|
654
|
8. Impairment losses on other intangible fixed assets
The impairment losses on other intangible fixed assets are as follows:
x
€ 1.000
|
|
2025
|
2024
|
|
Depreciation costs of office buildings
|
65
|
60
|
|
Depreciation costs of office equipment
|
128
|
146
|
|
Depreciation costs of vehicle fleet
|
57
|
65
|
|
|
250
|
271
|
|
Book gain on sale of tangible fixed assets
|
-1
|
-22
|
|
|
249
|
249
|
|
|
2025
|
2024
|
|
Impairment software
|
-
|
65
|
|
|
|
|
|
|
|
|
|
|
|
|
Annual Report 2025 60
9. Impairment losses / reversals on financial assets
|
The impairment losses / reversals on financial assets are as follows:
|
|
|
|
x € 1.000
|
|
|
|
|
2025
|
2024
|
|
Loss allowance for trade receivables
|
-76
|
79
|
10. General and administrative expenses
|
The general and administrative expenses are as follows:
|
|
|
|
x € 1.000
|
|
|
|
|
2025
|
2024
|
|
Housing expenses
|
86
|
298
|
|
Office expenses
|
212
|
82
|
|
Vehicle expenses
|
417
|
409
|
|
IT expenses
|
1.012
|
874
|
|
Selling expenses
|
463
|
719
|
|
General and administrative expenses
|
1.135
|
1.365
|
|
|
3.325
|
3.747
|
General costs primarily include accounting and advisory fees, remuneration of the Supervisory Board and
Board of Directors, and regular costs associated with the stock exchange listing.
11. Audit fees
x
€ 1.000
The aforementioned fees of our auditors have been charged to the company, its subsidiaries, and other
entities it consolidates, as stipulated in Article 2:382a, paragraphs 1 and 2 of the Dutch Civil Code.
12. Financial income and expenses
Financial income
The breakdown of financial income is as follows:
x
€ 1.000
|
|
2025
|
2024
|
|
Audit of the financial statements
|
180
|
353
|
|
Other assurance engagements
|
-
|
-
|
|
Other non-assurance services
|
-
|
-
|
|
Tax advisory services
|
-
|
-
|
|
|
180
|
353
|
|
|
2025
|
2024
|
|
Interest on loans to group companies SureCare
|
-
|
17
|
|
Interest on current account SureCare
|
-
|
-
|
|
|
-
|
17
|
61
Annual Report 2025
Financial expenses
The breakdown of financial expenses is as follows:
x
€ 1.000
|
|
2025
|
2024
|
|
Interest expense on cash and cash equivalents
|
51
|
54
|
|
Interest expense on loans and borrowings
|
637
|
713
|
|
Interest expense to the Tax Authorities
|
39
|
54
|
|
|
727
|
821
|
|
Interest expense on right-of-use assets
|
127
|
105
|
|
|
854
|
926
|
Annual Report 2025 62
13. Share of profit of equity-accounted investments
Up to and including 30 September 2025, the 50% interest in SureCare Holding BV was classified as a joint
venture and accounted for using the equity method in accordance with IAS 28. The amount represents
PIDZ's share of the result of SureCare Holding BV for the period 1 January 2025 through 30 September
2025.
x
€ 1.000
14. Tax expense
The tax expense is broken down as follows:
x
€ 1.000
Effective tax rate
In 2025, the effective tax rate on profit before tax was 82,3% (2024: 106,0%), which deviates from the
nominal tax rate. This is primarily due to a tax loss incurred within the Group for which no tax benefit has
been recognized, due to uncertainty regarding the realization of future taxable profits. This results in a
high effective tax rate.
|
|
2025
|
2024
|
|
Share of profit of equity-accounted investments
|
14
|
81
|
|
|
2025
|
2024
|
|
Current tax expense
|
|
|
|
Corporate income tax for the current financial year
|
610
|
1.051
|
|
Correction of prior periods
|
-165
|
127
|
|
|
445
|
1.178
|
|
Deferred tax expense
|
|
|
|
Recognition of previously unrecognized compensable losses
|
-43
|
-143
|
|
Impairment of recognized compensable losses
|
-
|
33
|
|
Utilisation of deferred tax asset on tax loss carryforwards
|
143
|
-
|
|
Differences between commercial and tax valuation
|
-298
|
-593
|
|
Effect of tax rate change
|
-
|
-
|
|
|
-198
|
-703
|
|
|
|
|
|
Tax expense on continuing operations
|
247
|
475
|
63
Annual Report 2025
The difference between the nominal tax rate in the Netherlands of 25,8% (2024: 25,8%) and the effective
tax rate on profit before tax is explained as follows:
x
€ 1.000
15. Earnings per share
amounts x € 1,000 (unless otherwise indicated)
quantities x 1,000
earnings per share x € 1
|
|
2025
|
|
2024
|
|
|
|
|
|
|
|
|
Profit before tax
|
-23
|
|
448
|
|
|
Nominal tax rate
|
25,8%
|
|
25,8%
|
|
|
|
|
|
|
|
|
Nominal corporate income tax
|
-6
|
25,8%
|
116
|
25,8%
|
|
|
|
|
|
|
|
Corporate income tax from prior years
|
-165
|
-36,8%
|
127
|
28,4%
|
|
Compensable losses not recognized for valuation
|
376
|
84,0%
|
424
|
94,8%
|
|
Exempt revaluation gain on investment in SureCare
|
-25
|
-5,5%
|
-
|
0,0%
|
|
Share of profit from participations
|
-3
|
-0,8%
|
-21
|
-4,7%
|
|
Investment allowance
|
-5
|
-1,2%
|
-10
|
-2,3%
|
|
Non-deductible amounts
|
19
|
4,4%
|
9
|
1,9%
|
|
Recognition of previously unrecognized compensable losses
|
100
|
22,3%
|
-143
|
-31,9%
|
|
Other effects
|
-44
|
-9,9%
|
-27
|
-6,0%
|
|
|
|
|
|
|
|
Effective corporate income tax
|
247
|
82,3%
|
475
|
106,0%
|
31
31
December
December
2025
2024
Net result from continuing operations
-579
-361
Net result from discontinued operations
-
-
Result for the period attributable to shareholders
-579
-361
Issued shares as of 1 January
21.051
20.021
Effect of issued shares
1.221
452
Weighted average number of shares
22.273
20.473
Weighted average number of shares during the year
22.273
20.473
Effect of granted options
-
-
Weighted average number of shares (diluted)
22.273
20.473
Net result from continuing operations per share
-0,03
-0,02
Net result from discontinued operations per share
-
-
Diluted net result from continuing operations per share
-0,03
-0,02
Diluted net result from discontinued operations per share
-
-
Annual Report 2025 64
The table below shows the total number of outstanding shares of Almunda Professionals. Class B shares
are included in the stock exchange listing.
Earnings per share adjusted for amortization and impairment (non-IFRS
measure)
In addition to basic earnings per share determined in accordance with IAS 33, the Group presents an
alternative earnings per share measure adjusted for amortization of other intangible assets and for
impairment losses on goodwill, other intangible assets and financial assets. This measure excludes the
non-cash impact of the amortization of intangible assets recognized in business combinations (primarily
customer relationships) and any related impairment charges. Management considers this measure to
provide useful additional information on the underlying performance of the Group; it is not a measure
defined under IFRS and should not be used as a substitute for earnings per share determined in
accordance with IAS 33. The measure is calculated on a basis consistent with the prior period.
amounts x € 1,000 (unless otherwise indicated)
,
quantities x 1,000
earnings per share x € 1
The adjustments reflect only the portion attributable to shareholders of the Company. The portion
attributable to non-controlling interests has been excluded.
|
|
31
|
31
|
|
|
December
|
December
|
|
|
2025
|
2024
|
|
Shares A
|
-
|
1.769.199
|
|
Shares B
|
22.272.813
|
19.282.166
|
|
|
22.272.813
|
21.051.365
|
31
31
December
December
2025
2024
Total result attributable to shareholders
-579
-361
Add: amortisation of other intangible assets
2.364
1.989
Add: impairment losses on goodwill
-
-
Add: impairment losses on other intangible assets
-
52
Add: impairment losses on financial assets
-61
63
Adjusted result attributable to shareholders
1.724
1.743
Weighted average number of shares during the year
22.273
20.473
Effect of granted options
-
-
Weighted average number of shares (diluted)
22.273
20.473
Earnings per share adjusted for amortisation and impairment
0,08
0,09
65
Annual Report 2025
Notes to the consolidated balance sheet
16. Goodwill
The movement in goodwill in 2025 and 2024 is as follows:
x
€ 1.000
Restructuring of Kalice and acquisition of kWh Management B.V.
Background
Almunda Professionals already held a 70% interest in ICE since 2023. In 2025, Almunda Professionals
acquired a complementary business,
kWh Management BV (kWh), which is active in the placement of
self-employed professionals in the energy transition sector. To combine both companies within a single
energy platform, the new intermediate holding company Kalice Group BV (Kalice) was incorporated. All
transaction steps were completed on 30 September 2025.
Following completion, the shareholding structure of Kalice is as follows:
Almunda Professionals NV 70%,
Jack & Jones Holding BV 15% and KWPH BV (former shareholder of kWh)
15%.
Contribution of ICE into Kalice
The contribution of ICE Groep BV into Kalice constitutes a transaction under common control, as the
ultimate controlling party remains unchanged. The transaction is accounted for using the book value
carry-over method (predecessor method)
. No revaluation or purchase price allocation was performed.
The goodwill previously recognised upon the acquisition of ICE remains presented at the Almunda
Professionals consolidated level. Reference is made to note 16 for further details on goodwill.
Acquisition of kWh Management B.V.
The acquisition of kWh by Kalice qualifies as a business combination under IFRS 3. The acquisition date is
30 September 2025. The total consideration amounts to € 3.846 thousand, financed through a
combination of Rabobank acquisition financing (€ 1.788 thousand), a share premiu
m contribution by
Almunda (€ 1.441 thousand), and a share premium contribution by J&J (€ 617 thousand). Reference is
made to note 16 for the purchase price allocation and goodwill recognised, and to note 25 for details on
|
|
2025
|
2024
|
|
Balance as of 1 January
|
|
|
|
Acquisition cost
|
12.319
|
12.319
|
|
Cumulative impairment
|
-2.273
|
-2.273
|
|
Carrying amount as of 1 January
|
10.046
|
10.046
|
|
|
|
|
|
Movements
|
|
|
|
Investments
|
-
|
-
|
|
Acquisitions through business combinations
|
1.265
|
-
|
|
Impairment
|
-
|
-
|
|
Net movements
|
1.265
|
-
|
|
Balance as of 31 December
|
|
|
|
Acquisition cost
|
13.584
|
12.319
|
|
Cumulative impairment
|
-2.273
|
-2.273
|
|
Carrying amount as of 31 December
|
11.311
|
10.046
|
|
|
|
|
Annual Report 2025 66
the financing. The non-controlling interest in Kalice (30% in aggregate) is recognised at the proportionate
share of the fair value of net identifiable assets, consistent with the partial goodwill method applied
throughout the Group.
Identifiable assets acquired and liabilities assumed
The following table presents the amounts recognised for identifiable assets acquired and liabilities
assumed at the acquisition date of 30 September 2025.
x
€ 1.000
The total consideration of € 3
.846 thousand was partially settled through the offset of an existing
receivable from KWPH B.V. of € 858 thousand, resulting in a net cash payment to KWPH B.V. of € 2
.988
thousand. After deducting cash acquired of € 597 thousand, the net cash outflow for the acquisition of
kWh Management B.V. amounts to € 2.391 thousand.
Measurement of fair values
•
Customer relationships were valued using the Multi-Period Excess Earnings Method (MEEM),
which estimates the present value of net cash flows expected to be generated by the customer
relationships, excluding cash flows attributable to supporting assets. The fair value amounts to
€
1.057 thousand. Customer relationships are amortised on a straight
-line basis over their
estimated useful life.
•
Right-of-use assets and lease liabilities were recognised at initial measurement equal to the
present value of remaining lease payments, discounted at an incremental borrowing rate (IBR)
of 5,74%, determined in accordance with Almunda's group policy.
•
The gross contractual amount of trade receivables acquired is €
826 thousand, of which no
amount was expected to be uncollectible at the acquisition date.
Goodwill
Almunda consistently applies the partial goodwill method. The non-controlling interest is measured at
the proportionate share of the fair value of identifiable net assets. Goodwill is therefore recognised only to
the extent of Almunda's 70% interest, amounting to € 1.113 thousand. This approach is consistent with the
treatment applied upon the acquisitions of PIDZ and ICE in prior years.
The goodwill recognised reflects the expected future earnings growth of kWh, its market position in the
energy transition sector and the anticipated strategic synergies arising from the combination with ICE
|
|
|
30
|
|
|
|
September
|
|
|
Note
|
2025
|
|
Customer portfolio
|
17
|
1.057
|
|
Property, plant and equipment
|
18
|
109
|
|
Right-of-use assets
|
19
|
176
|
|
Deferred tax assets
|
20
|
33
|
|
Trade receivables and other receivables
|
22
|
2.091
|
|
Cash and cash equivalents
|
23
|
597
|
|
Deferred tax liabilities
|
20
|
-306
|
|
Lease liabilities
|
26
|
-176
|
|
Trade payables and other liabilities
|
31
|
-1.326
|
|
Fair value of net identifiable assets acquired and liabilities assumed
|
|
2.255
|
67
Annual Report 2025
within Kalice. The goodwill is not deductible for income tax purposes, as it arises from a share
transaction.
x
€ 1.000
Acquisition-related costs
Acquisition-related costs amount to
€
43 thousand and have been recognised as an expense in the
income statement under 'Other operating expenses'.
Revenue and profit or loss since acquisition date
Since the acquisition date of 1 October 2025 through 31 December 2025,
kWh contributed revenue of
€
3.553 thousand and a profit after tax of € 131 thousand (on an IFRS basis, including amortisation of
customer relationships and IFRS 16 effects), of which € 92 thousand is attributable to shareholders of
Almunda.
kWh
generated revenue of € 12,4 million for the 2025 financial year. Profit after tax amounted to € 538
thousand (Dutch GAAP).
Acquisition of SureCare Holding BV
On 1 October 2025,
PIDZ acquired the remaining 50% interest in SureCare Holding BV from co-shareholder
Crowd Management Group BV for a consideration of €
54 thousand, obtaining full control. Prior to this
date, the 50% interest was classified as a joint venture and accounted for using the equity method.
SureCare provides supporting services and security to care institutions in the Netherlands, operating
through two subsidiaries: SureCare BV and SureCare Zorgbeveiliging BV
The previously held 50% interest was remeasured to fair value at the acquisition date, resulting in a
remeasurement gain of €
95 thousand recognised under 'Other operating income'. No purchase price
allocation was performed given the limited scale and balance sheet complexity of SureCare. The full
excess of consideration over net identifiable assets has been allocated to goodwill
.
|
|
30
|
|
|
September 2025
|
|
Total consideration transferred
|
3.846
|
|
Less: fair value of net identifiable assets and liabilities assumed
|
-2.255
|
|
Goodwill kWh Management B.V. (100%)
|
1.591
|
|
|
|
|
Attributable to Almunda — partial goodwill method (70%)
|
1.114
|
|
Non-controlling interest (30%)
|
477 1.591
|
Annual Report 2025 68
Identifiable assets acquired and liabilities assumed
The following table presents the amounts recognised for identifiable assets acquired and liabilities
assumed at the acquisition date of 1 October 2025.
x
€ 1.000
The loan from selling shareholder of € 50 thousand was repaid in October 2025. The repayment is
included in the consolidated statement of cash flows.
The consideration paid of € 54 thousand is presented net of cash acquired of € 161 thousand, resulting in
a net cash inflow of € 107 thousand under investing activities.
Goodwill
Almunda consistently applies the partial goodwill method. The non-controlling interest is measured at
the proportionate share of the fair value of identifiable net assets. Goodwill is therefore recognised only to
the extent of Almunda's 80% interest, amounting to € 152 thousand. This approach is consistent with the
treatment applied upon the acquisitions of PIDZ and ICE in prior years.
x
€ 1.000
The consideration paid of € 54 thousand is presented net of cash acquired of €
161 thousand, resulting in
a net cash inflow of €
107 thousand under investing activities. Since the acquisition date, SureCare
contributed
revenue of €
523 thousand and a profit
after tax of €
31 thousand to Almunda's consolidated
results.
Goodwill impairment
With respect to the recognized goodwill, Almunda Professionals distinguishes the following cash
-
generating units (CGUs):
|
|
|
1 October
|
|
|
Note
|
2025
|
|
Property, plant and equipment
|
18
|
17
|
|
Right-of-use assets
|
19
|
56
|
|
Deferred tax assets
|
20
|
25
|
|
Trade receivables and other receivables
|
22
|
317
|
|
Cash and cash equivalents
|
23
|
161
|
|
Lease liabilities
|
26
|
-56
|
|
Trade payables and other liabilities
|
31
|
-289
|
|
Loan from group company Loan from selling shareholder
|
21
|
-263 -50
|
Fair value of net identifiable assets acquired and liabilities assumed
-82
|
|
1 October
|
|
|
2025
|
|
Total consideration transferred
|
54
|
|
Fair value of previously held interest
|
54
|
|
Less: fair value of net identifiable assets and liabilities assumed
|
-82
|
|
Goodwill SureCare Holding BV (100%)
|
190
|
|
|
|
|
Attributable to Almunda — partial goodwill method (80%)
|
152
|
|
Non-controlling interest (20%)
|
38 190
|
69
Annual Report 2025
•
PIDZ (Healthcare Professionals);
•
ICE (Utility Professionals)
; and
•
kWh (Utility Professionals)
The impairment analysis for the goodwill of PIDZ,
ICE and kWh was conducted by determining the value in
use using the Discounted Cash Flow (DCF) Method. The DCF Method requires the use of unobservable
inputs, such as internal valuation models and estimates. Due to the limited availability of comparable
market data, reliance is placed on internal methods to estimate the fair value of PIDZ,
ICE and kWh. This
process involves a thorough evaluation of forecasts, discount rates, and other relevant factors. These
estimates fall under Level 3 of the fair value hierarchy, as they are not directly based on observable
market data.
Goodwill PIDZ
The goodwill for PIDZ arose from the acquisition of PIDZ Holding BV in 2022. In 2025,
PIDZ acquired an
additional 50% stake in SureCare, resulting in non-material goodwill of € 152 thousand. The carrying
amount of the goodwill related to PIDZ
as of 31 December 2025 is € 9.465 thousand (31 December 2024:
€
9.313 thousand).
For PIDZ, the cash flows are based on the expected development of the number of mediated hours within
the healthcare sector and the associated gross margin contribution per hour. The business model is
undergoing a transition: in addition to the core activity of self-employed professional mediation, a
temporary staffing proposition is being built up during the projection period, which will gradually increase
in significance. The cash flow forecasts reflect a decline in total mediated hours of approximately 13,7% in
2026, followed by annual volume growth of approximately 5% from 2027 onwards. This is consistent with
the expected shift from self-employed to temporary staffing services, as well as the structural growth in
demand for care driven by persistent staff shortages and high absenteeism rates. In addition to
mediation revenues, the cash flows also include contributions from software fees, factoring fees,
SureCare BV and Qrabbl BV.
Costs are forecasted based on expected inflation, volume growth, and estimates of future personnel
costs, including expenses related to the further development and operation of the new PIDZ platform and
the build-up of the temporary staffing proposition.
The projection period covers the years 2026 through 2030. After the projection period, a long
-term growth
rate of 2,0% has been applied, in line with the European Central Bank's long
-term inflation target.
The cash flow forecasts are based on the following key assumptions:
•
The number of mediated hours declines in 2026 as a result of continued uncertainty surrounding
the Dutch DBA Act and its enforcement, followed by a gradual recovery from 2027 onwards;
•
A structural shift in the business model from self-employed mediation to temporary staffing is
expected during the projection period, with the share of temporary staffing hours increasing
from 14% of gross margin in 2026 to 77% in 2030;
•
The service fee per hour is based on current pricing and contractual agreements, with an annual
indexation of approximately 3%;
•
The gross margin per temporary staffing hour is based on current market rates, with an annual
indexation of 3% to 4%.
The risk-free interest rate applied is 2,80%, based on a publication by Pablo Fernandez (May 2025). The
market risk premium is 5,30% (also per Pablo Fernandez). The company-specific risk premium (Alpha) is
set at 5,62%, based on a market-standard model (BDO model). The cost of debt is 5,28%, based on the
Annual Report 2025 70
current financing terms of the ING acquisition facility (3
-month Euribor + 3,25%). The capital structure is
based on a weighted average of comparable companies in the sector (source: Damodaran, January
2026), with a debt ratio of 24,94%. A nominal corporate income tax rate of 25,8% has been applied. Based
on these assumptions, the post-tax Weighted Average Cost of Capital (WACC) is determined at 13,72%.
The equivalent pre-tax WACC is approximately 18,5%.
Based on the performed impairment test, it has been determined that there is no impairment as of the
balance sheet date. The carrying amount of the CGU PIDZ, including goodwill, is € 16.688 thousand, while
the recoverable amount is determined at €
29.997
thousand. This results in a headroom of € 13
.289
thousand.
A sensitivity analysis was conducted for PIDZ, assuming an increase in the discount rate by 1 percentage
point. This scenario does not lead to an impairment.
ICE
The goodwill for ICE arose from the acquisition of ICE Groep BV in 2023. For ICE, the cash flows are based
on the expected growth in consultancy assignments within the Dutch energy sector. ICE provides
specialized consultants on both a project and consultancy basis, and develops standard products,
including services related to the implementation of the new Energy Act. ICE had an exceptionally strong
year in 2025, with revenue growing by 22% compared to 2024, driven by higher productivity, lower
absenteeism,
and increased average hourly rates. The cash flow forecasts assume broadly flat revenue
for 2026, reflecting prudent assumptions despite the strong 2025 performance, followed by annual
revenue growth of 5% throughout the projection period from 2027 to 2030. Based on historical growth
figures, these are conservative assumptions. Costs are forecasted based on expected inflation, volume
growth, and estimates of future personnel and operational costs. The projection period assumes a gross
margin of 24,9%, in line with historically achieved levels.
The projection period covers the years 2026 to 2030. After the projection period, a long-term growth rate
of 2,0% has been applied, in line with the European Central Bank's long
-term inflation target.
The cash flow forecasts are based on the following key assumptions:
•
Revenue growth is projected at approximately 0% for 2026, reflecting a prudent starting point
despite strong 2025 results, followed by 5% annual growth from 2027 onwards;
•
A gross margin of 24,9% has been assumed throughout the projection period, consistent with
historically achieved levels;
•
Personnel costs for 2026 reflect the full-year impact of indirect departments reaching their
target staffing levels in the fourth quarter of 2025, with an annual indexation of 4% applied from
2027 onwards;
•
Operating expenditures are based on the bottom-up 2026 budget of € 462 thousand, with an
annual increase of 3% applied from 2027 onwards.
The risk-free interest rate applied is 2,80%, based on a publication by Pablo Fernandez (May 2025). The
market risk premium is 5,30% (also per Pablo Fernandez). The company-specific risk premium (Alpha) is
set at 5,81%, based on a market-standard model (BDO model). The cost of debt is 5,68%, based on the
current financing terms of the Rabobank facility arranged at the level of Kalice Group B.V. (3 -month
Euribor + 3,65%). The capital structure is based on a weighted average of comparable companies in the
sector (source: Damodaran, January 2026), with a debt ratio of 23,61%. A nominal corporate income tax
rate of 25,8% has been applied. Based on these assumptions, the post-tax Weighted Average Cost of
Capital (WACC) is determined at 13,57%. The equivalent pre-tax WACC is approximately 18,3%.
71
Annual Report 2025
Based on the performed impairment test, it has been determined that there is no impairment as of the
balance sheet date. The carrying amount of the CGU ICE, including goodwill, is €
2.187 thousand, while the
recoverable amount is determined at € 5
.267
thousand. This results in a headroom of € 3
.080 thousand.
A sensitivity analysis was conducted for ICE, assuming an increase in the discount rate by 1 percentage
point. This scenario does not lead to an impairment.
Goodwill kWh
The goodwill for kWh arose from the acquisition of kWh Management BV on 30 September 2025. The
carrying amount of the goodwill related to kWh
as of 31 December 2025 is € 1.113 thousand.
kWh Management BV is the cash-generating unit (CGU) to which the goodwill has been allocated.
For kWh, the cash flows are based on the expected growth in two business lines: the mediation of self
-
employed professionals (interim) and recruitment, both focused on the energy, sustainability, and
circularity sectors. kWh has a nationwide network of interim professionals and serves government
agencies, utilities, consultancy and engineering firms, and other organizations active in the energy sector.
The interim business has grown strongly in recent years, with revenue growth of 44% in both 2024 and
2025. The cash flow forecasts assume a more moderate annual growth rate of 7% for the interim business
over the projection period from 2026 to 2030, which is a prudent assumption given the strong historical
growth and the expected autonomous growth in market segments such as heating, energy storage,
energy management systems, and hydrogen. For the recruitment business, annual revenue growth of 4%
has been assumed, in line with the average achieved over the past three years. Costs are forecasted
based on expected inflation, volume growth, and estimates of future personnel and operational costs.
The projection period covers the years 2026 to 2030. After the projection period, a long-term growth rate
of 2,0% has been applied, in line with the European Central Bank's long
-term inflation target.
The cash flow forecasts are based on the following key assumptions:
•
Interim revenue grows at 7% per year throughout the projection period, compared to 44% growth
in 2024 and 2025, representing a conservative starting point;
•
The gross margin on interim assignments is assumed to gradually recover from 13% in 2026 to
14% by the end of the projection period, below the target level of 15%, reflecting prudent
assumptions;
•
The gross margin on recruitment assignments is 100%, with annual revenue growth of 4%
throughout the projection period;
•
Personnel costs are indexed annually by 5%, comprising a 3% CPI-based increase and a
supplementary performance-related component; the number of recruitment consultants is
assumed to grow gradually from 7 at end-2025 to 10 by 2029;
•
Operating expenditures are based on the bottom-up 2026 budget of € 451 thousand, with an
annual increase of 3% applied from 2027 onwards.
The risk-free interest rate applied is 2,80%, based on a publication by Pablo Fernandez (May 2025). The
market risk premium is 5,30% (also per Pablo Fernandez). The company-specific risk premium (Alpha) is
set at 5,80%, based on a market-standard model (BDO model). The cost of debt is 5,68%, based on the
current financing terms of the Rabobank facility arranged at the level of Kalice Group B.V. (3 -month
Euribor + 3,65%). The capital structure is based on a weighted average of comparable companies in the
sector (source: Damodaran, January 2026), with a debt ratio of 23,61%. A nominal corporate income tax
rate of 25,8% has been applied. Based on these assumptions, the post-tax Weighted Average Cost of
Capital (WACC) is determined at 13.57%. The equivalent pre-tax WACC is approximately 18.3%.
Annual Report 2025 72
Based on the performed impairment test, it has been determined that there is no impairment as of the
balance sheet date. The carrying amount of the CGU kWh, including goodwill, is € 1.667 thousand, while
the recoverable amount is determined at €
3.788
thousand. This results in a headroom of €
2.122
thousand.
A sensitivity analysis was conducted for kWh, assuming an increase in the discount rate by 1 percentage
point. This scenario does not lead to an impairment.
17. Other intangible assets
Below is the movement in 2025 of other intangible assets:
|
x € 1.000
|
Matching platform
|
Customer portfolio
|
Software
|
Total
|
|
Balance as of 1 January
|
|
|
|
|
|
Acquisition cost
|
3.841
|
16.346
|
192
|
20.379
|
|
Cumulative amortization
|
-2.559
|
-4.495
|
-29
|
-7.083
|
|
Cumulative impairment
|
-
|
-
|
-65
|
-65
|
|
Carrying amount as of 1 January
|
1.282
|
11.851
|
98
|
13.231
|
|
|
|
|
|
|
|
Movements
|
|
|
|
|
|
Investments
|
1.510
|
399
|
-
|
1.909
|
|
Acquisitions through business combinations
|
-
|
1.197
|
18
|
1.215
|
|
Amortization
|
-1.280
|
-1.700
|
-17
|
-2.997
|
|
Impairment
|
-
|
-
|
-
|
-
|
|
Net movements
|
230
|
-104
|
1
|
127
|
|
|
|
|
|
|
|
Balance as of 31 December
|
|
|
|
|
|
Acquisition cost
|
5.351
|
17.942
|
210
|
23.503
|
|
Cumulative amortization
|
-3.839
|
-6.195
|
-46
|
-10.080
|
|
Cumulative impairment
|
-
|
-
|
-65
|
-65
|
Notes on the acquisition through business combinations
Acquisitions through business combinations relate to the customer portfolio recognized upon the
acquisition of kWh (€ 1
.057 thousand) and the acquisition of a franchise location within PIDZ that
qualified as a business combination (€ 140 thousand)
.
Carrying amount as of 31 December
1.512
11.747
99
13.358
73
Annual Report 2025
Notes on the remaining useful life of the matching platform
At the end of 2024, the Board decided to replace the existing matching platform with a new platform in
2025. As a result, the expected useful life of the old platform was shortened to 12 months in 2025, leading
to a prospective adjustment of the depreciation period. The remaining carrying amount of €
1.282
thousand was fully depreciated in 2025.
During 2025, investments were made in a new matching platform. This platform was not yet in use as of
31 December 2025 and was brought into service on 1 January 2026. The carrying amount of the new
platform as of 31 December 2025 amounts to €
1.510 thousand. Depreciation will commence on 1 January
2026 over an estimated useful life of 5 years.
Assessment of the valuation of the customer portfolio
The customer portfolio has a carrying amount of € 11.747 thousand as of 31 December 2025. As part of the
year-end closing, an assessment was conducted to determine whether there are indications of
impairment. Based on this assessment, there are no signals indicating an impairment.
Below is the movement in 2024 of other intangible assets:
|
x € 1.000
|
Matching platform
|
Customer portfolio
|
Software
|
Total
|
|
Balance as of 1 January
|
|
|
|
|
|
Acquisition cost
|
3.841
|
16.346
|
111
|
20.298
|
|
Cumulative amortization
|
-1.706
|
-2.835
|
-17
|
-4.558
|
|
Cumulative impairment
|
-
|
-
|
-
|
-
|
|
Carrying amount as of 1 January
|
2.135
|
13.511
|
94
|
15.740
|
|
|
|
|
|
|
|
Movements
|
|
|
|
|
|
Investments
|
-
|
-
|
81
|
81
|
|
Amortization
|
-853
|
-1.660
|
-12
|
-2.525
|
|
Impairment
|
-
|
-
|
-65
|
-65
|
|
Net movements
|
-853
|
-1.660
|
4
|
-2.509
|
|
|
|
|
|
|
|
Balance as of 31 December
|
|
|
|
|
|
Acquisition cost
|
3.841
|
16.346
|
192
|
20.379
|
|
Cumulative amortization
|
-2.559
|
-4.495
|
-29
|
-7.083
|
|
Cumulative impairment
|
-
|
-
|
-65
|
-65
|
|
Carrying amount as of 31 December
|
1.282
|
11.851
|
98
|
13.231
|
|
|
|
|
|
|
Amortization periods
In determining the relevant amortization periods, the Group uses assumptions and estimates. The Group
concluded that as of 31 December 2025, there was no reason to revise the current amortization periods.
The amortization periods for the main categories of other intangible fixed assets are as follows:
|
|
Term
|
|
Matching platform
|
5 years
|
|
Customer portfolio
|
9-11 years
|
|
Software
|
5 years
|
Annual Report 2025 74
18. Property, plant and equipment
Below is the movement in 2025 of property, plant and equipment:
x
€ 1.000
Below is the movement in 2024 of tangible fixed assets::
x
€ 1.000
|
|
Office buildings
|
Office equipment
|
Vehicle fleet
|
Total
|
|
Balance as of 1 January
|
|
|
|
|
|
Acquisition cost
|
594
|
778
|
178
|
1.550
|
|
Cumulative depreciation
|
-116
|
-490
|
-91
|
-697
|
|
Carrying amount as of 1 January
|
478
|
288
|
87
|
853
|
|
|
|
|
|
|
|
Movements
|
|
|
|
|
|
Investments
|
2
|
47
|
3
|
52
|
|
Acquisitions through business combinations
|
50
|
52
|
11
|
113
|
|
Depreciation
|
-65
|
-128
|
-57
|
-250
|
|
Disposals of acquisition cost
|
-
|
-
|
-1
|
-1
|
|
Disposals of cumulative depreciation
|
-
|
-
|
-
|
-
|
|
Net movements
|
-13
|
-29
|
-44
|
-86
|
|
|
|
|
|
|
|
Balance as of 31 December
|
|
|
|
|
|
Acquisition cost
|
646
|
877
|
191
|
1.714
|
|
Cumulative depreciation
|
-181
|
-618
|
-148
|
-947
|
|
Carrying amount as of 31 December
|
465
|
259
|
43
|
767
|
Office
Office
Vehicle
buildings
equipment
fleet
Total
Balance as of 1 January
Acquisition cost
594
704
263
1.561
Cumulative depreciation
-56
-344
-111
-511
Carrying amount as of 1 January
538
360
152
1.050
Movements
Investments
-
74
-
74
Acquisitions through business combinations
-
-
-
-
Depreciation
-60
-146
-65
-271
Disposals of acquisition cost
-
-
-85
-85
Disposals of cumulative depreciation
-
-
85
85
Net movements
-60
-72
-65
-197
Balance as of 31 December
Acquisition cost
594
778
178
1.550
Cumulative depreciation
-116
-490
-91
-697
Carrying amount as of 31 December
478
288
87
853
75
Annual Report 2025
Depreciation periods
In determining the relevant depreciation periods, the Group uses assumptions and estimates. The Group
concluded that as of 31 December 2025, there was no reason to revise the current depreciation periods.
Securities granted on tangible fixed assets
The carrying amount of tangible fixed assets pledged as security to external financiers is €
767 thousand
(2024: € 853 thousand).
19. Right-of-use assets
Under IFRS 16, the ongoing operational lease contracts for the vehicle fleet, as well as the rental of office
buildings, are recognized on the balance sheet as right-of-use assets. The Group has the economic, but
not the legal, ownership of these right-of-use assets. Further information on the associated lease
liabilities is provided in note 26 'Lease liabilities'.
The movements in the right-of-use assets in 2025 are as follows:
x
€ 1.000
For all similar contracts entered into in 2025, a uniform discount rate of 5,4% (2024: 7,2%) has been
applied.
|
|
Term
|
|
Office buildings
|
5-30 years
|
|
Office equipment
|
5-10 years
|
|
Vehicle fleet
|
5 years
|
Office
Vehicle
buildings
fleet
Total
Balance as of 1 January
Acquisition cost
1.659
1.574
3.233
Cumulative depreciation
-864
-446
-1.310
Carrying amount as of 1 January
795
1.128
1.923
Movements
Investments
365
405
770
Acquisitions through business combinations
231
-
231
Depreciation
-358
-422
-780
Disposals of acquisition cost
-248
-201
-449
Disposals of cumulative depreciation
248
186
434
Net movements
238
-32
206
Balance as of 31 December
Acquisition cost
2.007
1.778
3.785
Cumulative depreciation
-974
-682
-1.656
Carrying amount as of 31 December
1.033
1.096
2.129
The movements in the right-of-use assets in 2024 are as follows:
|
x € 1.000
|
|
|
|
|
|
Office
|
Vehicle
|
|
|
|
buildings
|
fleet
|
Total
|
|
Balance as of 1 January
|
|
|
|
|
Acquisition cost
|
1.529
|
1.096
|
2.625
|
|
Cumulative depreciation
|
-585
|
-355
|
-940
|
|
Carrying amount as of 1 January
|
944
|
741
|
1.685
|
|
|
|
|
|
|
Movements
|
|
|
|
|
Investments
|
130
|
889
|
1.019
|
|
Acquisitions through business combinations
|
-
|
-
|
-
|
|
Depreciation
|
-279
|
-375
|
-654
|
|
Disposals of acquisition cost
|
-
|
-411
|
-411
|
|
Disposals of cumulative depreciation
|
-
|
264
|
264
|
|
Net movements
|
-149
|
367
|
218
|
|
|
|
|
|
|
Balance as of 31 December
|
|
|
|
|
Acquisition cost
|
1.659
|
1.574
|
3.233
|
|
Cumulative depreciation
|
-864
|
-446
|
-1.310
|
|
Carrying amount as of 31 December
|
795
|
1.128
|
1.923
|
Total costs related to right-of-use assets
The total costs related to right-of-use assets are as follows:
x
|
€ 1.000
|
2025
|
2024
|
|
Depreciation costs of rented office buildings
|
358
|
279
|
|
Depreciation costs of leased vehicle fleet
|
422
|
375
|
|
Total depreciation costs
|
780
|
654
|
Total expenditures related to lease liabilities
The total expenditures related to lease liabilities are as follows:
|
x € 1.000
|
2025
|
2024
|
|
Lease payments for rented office buildings
|
449
|
223
|
|
Lease payments for leased vehicle fleet
|
369
|
551
|
|
Total lease payments
|
818
|
774
|
|
Interest payments on right-of-use assets
|
127
|
105
|
|
|
945
|
879
|
Interest expense on right-of-use assets
127
105
907
759
77
Annual Report 2025
|
Nature of lease activities
|
Number of right- of-use assets
|
Remaining term (years)
|
Number contracts option renewal
|
Number contracts buy option
|
|
Office buildings
|
12
|
4
|
12
|
-
|
|
Vehicle fleet
|
58
|
5
|
-
|
-
|
Depreciation periods
For the right-of-use assets, depreciation is based on the lease and rental terms.
20. Deferred tax assets and liabilities
The temporary differences between the valuation of assets and liabilities for financial reporting and their
tax base give rise to the recognition of deferred tax assets and liabilities. These temporary differences
relate to valuation differences concerning other intangible and tangible fixed assets, right-of-use assets,
capitalized forward loss carryforwards, and lease liabilities.
The movements in deferred tax liabilities and assets are fully recognized through the consolidated
income statement. There are no movements that are directly recognized through other comprehensive
income or directly in equity. The movements in deferred tax assets and liabilities in 2025 are as follows:
x
€ 1.000
|
|
Carrying amount 1 January 2025
|
Effect of tax rate change
|
Acquisition through business combi- nations
|
Addition
|
With- drawal
|
Carrying amount 31 December 2025
|
|
Fixed assets
|
|
|
|
|
|
|
|
Other intangible fixed assets
|
-3.037
|
-
|
-273
|
-17
|
316
|
-3.011
|
|
Right-of-use assets
|
15
|
-
|
-
|
-
|
-1
|
14
|
|
Compensable losses
|
208
|
-
|
25
|
17
|
-143
|
107
|
|
Total deferred tax liabilities and assets
|
-2.814
|
-
|
-248
|
-
|
172
|
-2.890
|
|
|
|
|
|
|
|
|
|
Deferred tax assets
|
223
|
-
|
25
|
17
|
-144
|
121
|
|
Deferred tax liabilities
|
-3.037
|
-
|
-273
|
-17
|
316
|
-3.011
|
|
|
-2.814
|
-
|
-248
|
-
|
172
|
-2.890
|
Annual Report 2025 78
The movements in deferred tax assets and liabilities in 2024 are as follows:
x
€ 1.000
Right-of-use assets
The deferred tax asset as of 31 December 2025, of € 14 thousand (2024: € 15 thousand) consists of a
deferred tax asset of € 564 thousand (2024: € 511 thousand) for the difference between the commercial
and tax valuation of lease liabilities and a deferred tax liability of €
550 thousand (2024: € 496
thousand) for the difference between the commercial and tax valuation of right-of-use assets.
Compensable losses
The composition of compensable losses is as follows:
x
€ 1.000
The balance of tax losses eligible for forward loss carryforward as of 31 December 2025, is € 2.112
thousand (2024: € 2.606 thousand). These losses are unlimitedly carried forward. The forward losses can
only be offset against profits of the respective company. The Group has estimated in the valuation of the
deferred tax that 20% (2024: 31%) of the compensable losses will be recoverable in the future.
|
|
Carrying amount 1 January 2024
|
Effect of tax rate change
|
Acquisition through business combi- nations
|
Addition
|
With- drawal
|
Carrying amount 31 December 2024
|
|
Fixed assets
|
|
|
|
|
|
|
|
Other intangible fixed assets
|
-3.623
|
-
|
-
|
-
|
586
|
-3.037
|
|
Right-of-use assets
|
8
|
-
|
-
|
-38
|
45
|
15
|
|
Compensable losses
|
97
|
-
|
-
|
143
|
-32
|
208
|
|
Total deferred tax liabilities and assets
|
-3.518
|
-
|
-
|
105
|
599
|
-2.814
|
|
|
|
|
|
|
|
|
|
Deferred tax assets
|
105
|
-
|
-
|
105
|
13
|
223
|
|
Deferred tax liabilities
|
-3.623
|
-
|
-
|
-
|
586
|
-3.037
|
|
|
-3.518
|
-
|
-
|
105
|
599
|
-2.814
|
|
|
Compen- sable loss
|
Expected to be compen- sable
|
Rate
|
Deferred tax asset
|
|
Fiscal unity Almunda Professionals
|
1.695
|
-
|
25,80%
|
-
|
|
Forward losses Qrabbl
|
267
|
267
|
25,80%
|
69
|
|
Forward losses PIDZ Detachering
|
52
|
52
|
25,80%
|
13
|
|
Forward losses SureCare Holding
|
98
|
98
|
25,80%
|
25
|
|
|
2.112
|
417
|
|
107
|
79
Annual Report 2025
21. Receivables from associates and joint ventures
The receivables from associates and joint ventures related to fixed and current receivables granted to
SureCare, a 50% participation of PIDZ that was accounted for using the equity method until 30 September
2025.
Business combination
On 1 October 2025,
PIDZ acquired the remaining 50% interest in SureCare Holding BV, resulting in full
consolidation of SureCare as a group company from that date. Prior to consolidation, repayments of
€
100 thousand were received on the loan during 2025. Upon consolidation, the remaining intercompany
receivables of € 263 thousand were eliminated in full.
Release of provision
In prior years, a provision of € 146 thousand had been recognized against the receivables from SureCare.
This provision originated from an equity correction recorded as of 1 January 2022 and was not recognized
through profit or loss. As SureCare became a group company on 1 October 2025 and the underlying
intercompany receivables were eliminated upon consolidation, the basis for this provision ceased to
exist. Consistent with the original recognition, the provision has been released directly to retained
earnings without impact on profit or loss. Reference is made to note 25. Equity for further details
.
x
€ 1.000
|
|
2025
|
2024
|
|
Balance as of 1 January
|
363
|
-
|
|
Refinancing
|
-
|
483
|
|
Repayments received
|
-100
|
-120
|
|
|
263
|
363
|
|
Elimination due to consolidation
|
-263
|
-
|
|
Less: provision for expecte credit loss
|
-
|
-146
|
|
Less: negative value of participation under the equity method
|
-
|
-55
|
|
Balance as of 31 December
|
-
|
162
|
|
Repayments to be received next year
|
-
|
-120
|
|
|
-
|
42
|
Annual Report 2025 80
Participation SureCare
The participation SureCare is accounted for as follows:
x € 1.000
The summarized financial information of SureCare for the period 1 January till 30 September 2025
(accounted for using the equity method) is as follows (2024 full financial year):
x € 1.000
Receivables from participations under current assets
The movements in receivables from participations (current) are as follows:
x
€ 1.000
22. Trade receivables and other receivables
Trade receivables and other receivables are as follows:
x
€ 1.000
|
|
2025
|
2024
|
|
Balance as of 1 January
|
-55
|
-136
|
|
Result after tax
|
14
|
81
|
|
Remeasurement to fair value
|
95
|
-
|
|
Acquisition of remaining 50%
|
54
|
-
|
|
Reclass to subsidiary
|
-108
|
-
|
|
|
-
|
-55
|
|
Provision
|
-
|
55
|
|
Balance as of 31 December
|
-
|
-
|
|
|
2025
|
2024
|
|
Net result from continuing operations
|
14
|
81
|
|
Result from discontinued operations
|
-
|
-
|
|
Total result for the period attributable to shareholders
|
14
|
81
|
2025
2024
Net revenue
1.451
2.676
Result after tax
27
162
Total assets
485
752
|
|
2025
|
2024
|
|
Loan to joint venture SureCare
|
-
|
50
|
|
Repayments to be received next year
|
-
|
120
|
|
Interest to be received
|
-
|
38
|
|
|
-
|
208
|
|
|
31 December 2025
|
31 December 2024
|
|
Trade receivables
|
3.966
|
3.095
|
|
Revenue yet to be invoiced
|
2.705
|
1.699
|
|
Other receivables
|
756
|
636
|
|
|
7.427
|
5.430
|
81
Annual Report 2025
Trade receivables
The trade receivables are as follows:
x € 1.000
Provision for expected credit losses
Trade receivables are valued net of expected credit losses. The movements in the provision for expected
credit losses are as follows:
x
€ 1.000
Trade receivables have a nominal term of less than one year. For the securities obtained, reference is
made to the note on securities granted on trade receivables. The total trade receivables amount to
€
3.966 thousand as of 31 December 2025 (31 December 2024: € 3.095 thousand).
The aging of trade receivables as of the balance sheet date is as follows:
x
€ 1.000
|
|
31 December 2025
|
31 December 2024
|
|
Trade receivables
|
4.106
|
3.311
|
|
Less: provision for expected credit losses
|
-140
|
-216
|
|
|
3.966
|
3.095
|
|
|
2025
|
2024
|
|
Balance as of 1 January
|
216
|
142
|
|
Additions charged to the income statement
|
-
|
79
|
|
Withdrawals charged to the provision
|
-
|
-5
|
|
Reversals credited to the income statement
|
-76
|
-
|
|
Balance as of 31 December
|
140
|
216
|
31
31
December
December
2025
2024
Net expired and not provided for
3.050
2.678
Expired and not provided for
< 30 days
489
306
31-60 days
436
65
61-90 days
-33
55
> 90 days
164
207
4.106
3.311
Less: provision for expected credit losses
-140
-216
Total
3.966
3.095
Annual Report 2025 82
Credit risk on trade receivables
The credit risk on trade receivables as of the balance sheet date is as follows:
|
x € 1.000
|
31-60
|
61-90
|
> 90
|
|
|
Expected credit risk as of 31 December 2025
|
days
|
days
|
days
|
Total
|
|
Expected credit risk
|
20%
|
0%
|
32%
|
25%
|
|
Gross amount
|
436
|
-33
|
164
|
567
|
|
Expected credit risk
|
87
|
-
|
53
|
140
|
Securities granted on trade receivables
The trade receivables of Novisource with a value of € 326 thousand (2024: € 324 thousand) have been
pledged as (silent) collateral to Rabobank for the credit facility. The trade receivables of PIDZ with a value
of € 2,4 million (2024: € 2,0 million) have been pledged as (silent) collateral to ING Bank NV for the credit
facility. The trade receivables of ICE with a value of €
770 thousand (2024: € 983 thousand)
and kWh with
a value of
€
826 thousand have been pledged as (silent) collateral to Rabobank for the credit facility.
Other receivables
Other receivables are as follows:
|
x € 1.000
|
31 December 2025
|
31 December 2024
|
|
Security deposits
|
110
|
106
|
|
Prepaid expenses
|
491
|
468
|
|
Other receivables
|
155
|
62
|
|
|
756
|
636
|
23. Cash and cash equivalents
Cash and cash equivalents are as follows:
x € 1.000
The bank balances earn interest based on the daily rate.
Restricted cash and cash equivalents
The cash held in blocked accounts relates to G-accounts required under the Chain Liability Act.
31-60
61-90
> 90
Expected credit risk as of 31 December 2024
days
days
days
Total
Expected credit risk
29%
75%
75%
66%
Gross amount
65
55
207
327
Expected credit risk
19
41
156
216
|
|
31 December 2025
|
31 December 2024
|
|
Bank balances
|
5.047
|
5.448
|
|
Cash and cash equivalents in blocked accounts
|
229
|
218
|
|
|
5.276
|
5.666
|
83
Annual Report 2025
Credit facilities
Novisource has a credit facility of € 750 thousand with Rabobank with a variable interest rate of 1
-month
Euribor + 3,75% and a commitment fee of 1,5% per year.
PIDZ
has a credit facility of € 500 thousand with ING Bank NV with a variable interest rate of 1
-month
Euribor + 3,5% and a commitment fee of 1,5% per year.
Kalice
has a credit facility of € 300 thousand with Rabobank with a variable interest rate of 1
-month
Euribor + 3,00% and a commitment fee of 1,0% per year.
For the amounts drawn, the remaining available capacity per credit facility, and the securities provided,
reference is made to the note on "Off-balance sheet obligations and assets".
24. Equity
The issued share capital of the company is €
11 million. The issued share capital is divided into:
•
40 million ordinary shares A of € 0,10;
•
60 million ordinary shares B of € 0,10; and
•
10 million cumulative preference shares C of € 0,10.
All shares are equally entitled to dividends and repayment of capital and carry one vote at the
shareholders' meeting of Almunda Professionals.
The table below shows the outstanding number of shares of Almunda Professionals. The B shares are
included in the listing. There are no outstanding C shares.
|
Number x 1
|
31
|
31
|
|
|
December
|
December
|
|
|
2025
|
2024
|
|
Shares A
|
-
|
1.769.199
|
|
Shares B
|
22.272.813
|
19.282.166
|
|
|
22.272.813
|
21.051.365
|
Issued share capital
The movements in the issued share capital are as follows:
x € 1.000
|
|
Shares A
|
Shares B
|
Total
|
|
|
2025
|
2024
|
2025
|
2024
|
2025
|
2024
|
|
Outstanding as of 1 January
|
177
|
168
|
1.928
|
1.834
|
2.105
|
2.002
|
|
Issuance of shares
|
12
|
-
|
-
|
-
|
12
|
-
|
|
Paid dividend
|
38
|
9
|
72
|
94
|
110
|
103
|
|
Conversion of A to B
|
-227
|
-
|
227
|
-
|
-
|
-
|
|
Outstanding as of 31 December fully paid
|
-
|
177
|
2.227
|
1.928
|
2.227
|
2.105
|
Annual Report 2025 84
(Stock) dividend
On 23 June 2025, Almunda Professionals N.V. distributed a choice dividend of €
0,06 per ordinary share
(ex-date 30 May 2025), offering shareholders the option between cash and stock. The default was stock
dividend, issued at a ratio of 1 new share for every 17 existing shares.
Stock dividend
In total, 821.904 new shares were issued as stock dividend, comprising 104.070 shares A and 717.834
shares B. The stock dividend has been charged to the share premium reserves at nominal value of €
0,10
per share, consistent with prior years.
Share premium
x € 1.000
Retained earnings
x
€ 1.000
Share issuance
During the financial year, Almunda issued 124,403 class A shares to shareholder Value8 N.V. in exchange
for the delivery of 124,403 class B shares. This transaction was carried out entirely within equity and had
no impact on total equity.
Dividend paid
On 23 June 2025, € 17 thousand (including dividend tax) was paid as cash dividend to shareholders.
Non-distributable reserves
A portion of the equity is not freely available for distribution to shareholders. This relates to a legal reserve
formed under Title 9, Book 2 of the Dutch Civil Code in connection with capitalized development costs at
a subsidiary. At the group level, thi
s amounts to €
1.346 thousand, representing 80% of the legal reserve of
€
1.584 thousand formed at the subsidiary. Under IFRS, this legal reserve is not presented separately in
the consolidated equity, but attention is drawn to it in this note.
Non-controlling interests
Almunda Professionals has three participations with a material non-controlling interest:
x
€ 1.000
|
|
Shares A
|
Shares B
|
Total
|
|
|
2025
|
2024
|
2025
|
2024
|
2025
|
2024
|
|
Balance as of 1 January
|
4.018
|
4.027
|
1.930
|
2.024
|
5.948
|
6.051
|
|
Issuance of shares
|
135
|
-
|
-
|
-
|
135
|
-
|
|
Paid dividend
|
-38
|
-9
|
-72
|
-94
|
-110
|
-103
|
|
Balance as of 31 December
|
4.115
|
4.018
|
1.858
|
1.930
|
5.973
|
5.948
|
2025
2024
Balance as of 1 January
4.599
4.987
Issuance of A shares against non-monetary contribution by shareholder
-147
-
Paid dividend
-17
-27
Result for the period attributable to shareholders
-579
-361
Release of provision on SureCare receivables (note 21)
118
-
Balance as of 31 December
3.974
4.599
85
Annual Report 2025
As of 1 October 2025, ICE Groep BV was contributed into the newly incorporated intermediate holding
company Kalice Group BV (transaction under common control). The non-controlling interest in ICE (30%,
J&J) was deconsolidated as of that date; simultaneously, a non-controlling interest of 30% in Kalice (J&J
15%, KWPH 15%) was recognised. Refer to note 16 for further details on this restructuring.
x
€ 1.000
|
|
|
Share of result
|
Share non-controlling interests
|
|
|
|
|
Company
|
Interest
|
2025
|
2024
|
2025
|
2024
|
|
PIDZ
|
20%
|
63
|
255
|
1.247
|
1.192
|
|
Kalice
|
30%
|
101
|
-
|
845
|
-
|
|
ICE
|
30%
|
144
|
79
|
-
|
460
|
|
|
|
308
|
334
|
2.092
|
1.652
|
|
|
2025
|
2024
|
|
Balance as of 1 January
|
1.652
|
1.408
|
|
Dividends declared to non-controlling interests
|
-
|
-90
|
|
Result for the period attributable to non-controlling interests
|
308
|
334
|
|
Goodwill SureCare Holding B.V. — NCI share (partial goodwill method, 20%)
|
-37
|
|
|
NCI share of release of provision on SureCare receivables (20%) (Note 21)
|
29
|
|
|
Deconsolidation ICE
|
-604
|
|
|
First consolidation Kalice
|
744
|
|
|
Balance as of 31 December
|
2.092
|
1.652
|
Annual Report 2025 86
Non-controlling interest in PIDZ
Below is the summarized financial information of the material non-controlling interest PIDZ, prior to any
intra-group eliminations:
x
€ 1.000
|
|
2025
|
2024
|
|
Percentage of non-controlling interest
|
20%
|
20%
|
|
|
|
|
|
Non-current assets
|
12.025
|
13.004
|
|
Current assets
|
6.093
|
8.118
|
|
Non-current liabilities
|
-2.744
|
-8.961
|
|
Current liabilities
|
-9.140
|
-6.198
|
|
|
|
|
|
Net assets
|
6.234
|
5.963
|
|
Carrying amount of non-controlling interest
|
1.247
|
1.192
|
|
|
|
|
|
Revenue
|
12.739
|
14.643
|
|
Profit or loss
|
315
|
1.279
|
|
Unrealized results
|
-
|
-
|
|
|
|
|
|
Profit or loss and unrealized results
|
315
|
1.279
|
|
Result attributable to non-controlling interest
|
63
|
255
|
|
Unrealized results attributable to non-controlling interest
|
-
|
-
|
|
|
|
|
|
Cash flow from operating activities
|
3.734
|
4.046
|
|
Cash flow from investing activities
|
-1.713
|
29
|
|
Cash flow from financing activities
|
-3.330
|
-3.366
|
|
Net increase or decrease in cash and cash equivalents
|
-1.309
|
709
|
87
Annual Report 2025
Non-controlling interest in ICE
Below is the summarized financial information of the material non-controlling interest ICE, prior to any
intra-group eliminations:
|
x € 1.000
|
2025
|
2024
|
|
Percentage of non-controlling interest
|
30%
|
30%
|
|
|
|
|
|
Non-current assets
|
2.752
|
2.933
|
|
Current assets
|
2.585
|
2.584
|
|
Non-current liabilities
|
-831
|
-1.789
|
|
Current liabilities
|
-2.494
|
-2.196
|
|
|
|
|
|
Net assets
|
2.012
|
1.532
|
|
Carrying amount of non-controlling interest
|
604
|
460
|
|
|
|
|
|
Revenue
|
8.604
|
9.602
|
|
Profit or loss
|
481
|
262
|
|
Unrealized results
|
-
|
-
|
|
|
|
|
|
Profit or loss and unrealized results
|
481
|
262
|
|
Result attributable to non-controlling interest
|
144
|
79
|
|
Unrealized results attributable to non-controlling interest
|
-
|
-
|
|
|
|
|
|
Cash flow from operating activities
|
907
|
392
|
|
Cash flow from investing activities
|
-20
|
-36
|
|
Cash flow from financing activities
|
-825
|
-801
|
|
Net increase or decrease in cash and cash equivalents
|
62
|
-445
|
Annual Report 2025 88
Non controlling interest in Kalice
Below is the summarized financial information of the material non-controlling interest Kalice, prior to any
intra-group eliminations:
x
€ 1.000
|
|
2025
|
|
Percentage of non-controlling interest
|
30%
|
|
|
|
|
Non-current assets
|
4.083
|
|
Current assets
|
6.113
|
|
Non-current liabilities
|
-3.496
|
|
Current liabilities
|
-3.881
|
|
|
|
|
Net assets
|
2.819
|
|
Carrying amount of non-controlling interest
|
846
|
|
|
|
|
Revenue
|
6.626
|
|
Profit or loss
|
336
|
|
Unrealized results
|
-
|
|
|
|
|
Profit or loss and unrealized results
|
336
|
|
Result attributable to non-controlling interest
|
101
|
|
Unrealized results attributable to non-controlling interest
|
-
|
|
|
|
|
Cash flow from operating activities
|
169
|
|
Cash flow from investing activities
|
-3.261
|
|
Cash flow from financing activities
|
3.820
|
|
Net increase or decrease in cash and cash equivalents
|
728
|
89
Annual Report 2025
25. Loans and borrowings
Movement overview of loans and borrowings
The movement in loans and credit facilities in 2025 is as follows:
x
€ 1.000
The movement in loans and credit facilities in 2024 is as follows:
x
€ 1.000
For further details on the financial risks associated with interest-bearing loans and the financial risk
management applied by the Group to mitigate these risks, reference is made to the note "Management
of financial risks".
ING Bank NV acquisition financing
The term of the financing agreement with ING Bank ends on 1 July
2026. A repayment of € 625 thousand
is made quarterly on the first day of each quarter. The interest (3-month EURIBOR + 3,25%) is payable
quarterly in arrears and is due no later than the first day of the following quarter. Securities include a
first-ranking pledge on the shares in PIDZ and its subsidiaries, a first-ranking pledge on business
Long
Carrying
term
Carrying
Carrying
Re-
portion
amount
amount as of
payments
as of
af of
Drawn
Re-
31
next
31
1 January
funds
payments
December
year
December
ING Bank N.V. acquisition loan
4.375
-
-2.500
1.875
-1.875
-
Rabobank acquisition loan
1.100
2.600
-1.232
2.468
-529
1.939
Subordinated loans minority
shareholders
3.300
-
-
3.300
-3.300
-
Credit facility majority
shareholder
1.265
2.730
-
3.995
-
3.995
Current account
minority shareholders
700
-
-
700
-700
-
10.740
5.330
-3.732
12.338
-6.404
5.934
Long
Carrying
term
|
|
Carrying
|
|
|
Carrying
|
Re-
|
portion
|
|
|
amount
|
|
|
amount as of
|
payments
|
as of
|
|
|
as of
|
Drawn
|
Re- 31
|
next
|
31
|
|
|
1 January
|
funds
|
payments
|
December
|
year
|
December
|
|
|
|
|
|
|
|
|
|
ING Bank N.V. acquisition loan
|
6.875
|
-
|
-2.500
|
4.375
|
-2.500
|
1.875
|
|
Rabobank acquisition loan
|
1.500
|
-
|
-400
|
1.100
|
-400
|
700
|
|
Subordinated loans minority shareholders
|
3.300
|
-
|
-
|
3.300
|
-
|
3.300
|
|
Credit facility majority shareholder
|
-
|
1.265
|
-
|
1.265
|
-
|
1.265
|
|
Current account minority shareholders
|
700
|
-
|
-
|
700
|
-
|
700
|
|
|
12.375
|
1.265
|
-2.900
|
10.740
|
-2.900
|
7.840
|
Annual Report 2025 90
equipment, other business assets, receivables from trade debtors and inventories, and a first
-ranking
pledge on all trademark rights and other intellectual property rights of PIDZ and its subsidiaries. The
remaining term of this financing is 0,75 years.
The loan for PIDZ is subject to financial covenants, including a Senior Net Leverage Ratio of maximum 1,5
and a Debt Service Cover Ratio (DSCR) of at least 1,2. These covenants are assessed quarterly and apply
solely to the financial position of PIDZ. As of 31 December 2025, all covenants have been complied with.
Given the remaining term of 0,75 years, the full outstanding balance of € 1.875 thousand is classified as
current. Dividend payments of up to 50% of excess cash flow are permitted, provided the Senior Net
Leverage Ratio does not exceed 1,5 at the time of payment.
Rabobank acquisition financing
During 2025, the existing Rabobank acquisition financing (opening balance: €
1.100 thousand) was repaid
in nine monthly instalments of €
33 thousand by ICE Groep BV, reducing the outstanding balance to
€
800 thousand. This balance was subsequently refinanced through a new financing agreement entered
into by Kalice Group BV with Rabobank in September 2025.
Under the new agreement, Rabobank provided a term loan of €
2.600 thousand to Kalice Group BV, of
which € 800 thousand was applied to refinance the existing ICE facility and €
1.800 thousand represents
additional proceeds used to finance the acquisition of shares in kWh Management BV. The loan is repaid
in 60 monthly instalments of €
44 thousand, commencing on the drawdown date. Three instalments
were made in 2025, resulting in a closing balance of €
2.468 thousand at 31 December 2025, of which
€
529 thousand is due within one year.
The interest rate is fixed at 4,93% per annum for a period of five years from the drawdown date. Securities
include a first pledge on all current and future business assets, inventories and rights/receivables of the
group, including all rights under insurance contracts, and a first pledge on all current and future
registered shares in the issued capital of kWh Management BV, with all rights attached to these shares
and resulting claims, financial rights and other rights. Dividend payments from excess cash f
low are
permitted provided the Senior debt/EBITDA ratio does not exceed 1,5 at the time of payment.
Subordinated loans from minority shareholders
The term of the subordinated loans from minority shareholders ends on 1 October 2026. The interest rate
is fixed at 6,0%. Interest payments are made annually from the excess cash flow of PIDZ, provided the
covenants of ING Bank NV are met.
Credit facility from majority shareholder
Almunda Professionals has a current account credit facility provided by majority shareholder Value8 with
a maximum credit limit of € 5 million. The credit facility carries an interest rate of 7% per year and has no
mandatory repayments during its term. The credit was entered into on 19 April 2024, for an indefinite
period and can be terminated by the lender after 48 months, at which point the outstanding balance
becomes immediately due. The facility is used to finance the operations and funding needs of gro
up
companies.
Current accounts from minority shareholders
The term of the current accounts from minority shareholders is indefinite. The interest rate is fixed at 1,5%.
Repayments are made from the excess cash flow of PIDZ, provided the covenants of ING Bank NV are
met.
Maturity analysis of loans and borrowings
The overview below shows the remaining term of the loans, broken down by contractual maturity dates,
calculated from the balance sheet date (31 December 2025).
91
Annual Report 2025
|
x € 1.000
|
|
|
|
|
|
|
|
|
ING Bank N.V. acquisition loan
|
|
< 1 year 1.875
|
1-2 years -
|
2-5 years -
|
> 5 years -
|
Total 1.875
|
|
|
Rabobank acquisition loan Subordinated loans minority shareholders
|
|
529 3.300
|
529 -
|
1.410 -
|
- -
|
2.468 3.300
|
|
|
Credit facility majority shareholder Current account minority shareholders
|
|
- 700 6.404
|
- - 529
|
3.996 - 5.406
|
- - -
|
3.996 700 12.339
|
|
|
The table below shows the comparable maturity analysis of loans as of 31 December 2024. x € 1.000
|
|
< 1 year
|
1-2 years
|
2-5 years
|
> 5 years
|
Total
|
|
|
ING Bank N.V. acquisition loan Rabobank acquisition loan Subordinated loans minority shareholders
|
|
2.500 400 -
|
1.875 700 3.300
|
- - -
|
- - -
|
4.375 1.100 3.300
|
|
26. Lease liabilities
The movements in lease liabilities 2025 are as follows:
x
€ 1.000
The portion due in 2025 is included under current liabilities. The portion due in 2026 and subsequent
years is presented here as a non-current liability.
Credit facility majority shareholder
-
-
1.265
-
1.265
Current account minority shareholders
-
700
-
-
700
2.900
6.575
1.265
-
10.740
Office
Vehicle
buildings
fleet
Total
Balance as of 1 January
872
1.110
1.982
Acquisitions through business combinations
231
-
231
New lease liabilities and modifications
365
405
770
Lease payments
-449
-369
-818
Balance as of 31 December
1.019
1.146
2.165
Lease payments next year
-419
-432
-851
Long-term portion as of 31 December
600
714
1.314
Annual Report 2025 92
The movements in lease liabilities 2024 are as follows:
x
€ 1.000
Maturity analysis of lease liabilities
The breakdown of lease liabilities as of 31 December 2025, is as follows:
|
x € 1.000
|
<1 year
|
1 - 5 years
|
> 5 years
|
Total
|
|
Office buildings
|
421
|
530
|
48
|
999
|
|
Vehicle fleet
|
432
|
553
|
160
|
1.145
|
|
|
853
|
1.083
|
208
|
2.144
|
The breakdown of lease liabilities as of 31 December 2024, is as follows:
x
€ 1.000
In the notes to lease liabilities and other long-term liabilities, different time classifications have been
used. For leases, a breakdown into <1 year, 1
–5 years, and >5 years has been chosen, in line with the
presentation of the lease liability in the balance sheet. For other long-term liabilities, a more detailed
breakdown (1 year, 2 years, 2
–
5 years, >5 years) has been applied, consistent with the contractual
maturity structure. This approach aligns with the nature and timing of the underlying cash flows.
27. Long-term tax liabilities
The movements in the item long-term tax liabilities are as follows:
x € 1.000
In 2020, the Tax Authorities granted Almunda Professionals and Novisource exceptional deferral for
corporate income tax, value added tax, and payroll tax due to the outbreak of the COVID-19 pandemic,
amounting to € 2,4 million. As of
1 October 2022, repayment has commenced in 60 fixed installments. The
|
|
Office buildings
|
Vehicle fleet
|
Total
|
|
Balance as of 1 January
|
965
|
772
|
1.737
|
|
New lease liabilities and modifications
|
130
|
889
|
1.019
|
|
Lease payments
|
-223
|
-551
|
-774
|
|
Balance as of 31 December
|
872
|
1.110
|
1.982
|
|
Lease payments next year
|
-283
|
-376
|
-659
|
|
Long-term portion as of 31 December
|
589
|
734
|
1.323
|
|
|
<1 year
|
1 - 5 years
|
> 5 years
|
Total
|
|
Office buildings
|
283
|
589
|
-
|
872
|
|
Vehicle fleet
|
376
|
734
|
-
|
1.110
|
|
|
659
|
1.323
|
-
|
1.982
|
|
|
2025
|
2024
|
|
Balance as of 1 January
|
1.388
|
1.860
|
|
Repayments during the financial year
|
-490
|
-472
|
|
Balance as of 31 December
|
898
|
1.388
|
|
Repayment obligation next year
|
-506
|
-490
|
|
Long-term portion as of 31 December
|
392
|
898
|
93
Annual Report 2025
long-term portion, amounting to € 898 thousand (2024: € 1,4 million), is included under the item long
-
term tax liabilities.
Interest on the amount of the granted exceptional deferral is payable. This interest was temporarily
reduced to 0,01% per year from 23 March 2020, and has been gradually increased back to its previous
level since 1 July 2022. As of 1 July 2022, the annual collection interest rate was set at 1%, rising to 2% on 1
January 2023, and then in two steps reaching 4% on 1 January 2024. The calculation of the installments
has taken this interest schedule into account.
28. Other liabilities
Stay bonus provision
This liability relates to a contractual stay bonus arrangement with one employee of kWh. The bonus of
€
72 thousand is payable provided the employee remains employed with the company through 1
January 2027. Should the employee leave prior to that date, no payment will be made.
The liability has been recognized at nominal value, given the relatively short remaining term of
approximately 18 months. No discounting has been applied as the time value of money is not considered
material over this period.
29. Borrowings from credit institutions
Borrowings from credit institutions are as follows:
x
€ 1.000
Novisource and Kalice have a current account facility with Rabobank. For the amounts drawn, the
remaining available capacity per credit facility, and the securities provided, reference is made to the
note on "Off-balance sheet obligations and assets".
|
|
31
|
31
|
|
|
December
|
December
|
|
|
2025
|
2024
|
|
Debts to credit institutions
|
695
|
712
|
|
Funds in transit
|
-
|
-
|
|
|
695
|
712
|
Annual Report 2025 94
30. Tax liabilities
The tax liabilities are as follows:
x
€ 1.000
In 2020, the Tax Authorities granted exceptional deferral for value added tax and payroll tax due to the
outbreak of the COVID-19 pandemic, amounting to € 2,4 million. As of 1 October 2022, repayment has
commenced, spread over a maximum period of 5 years. The short
-term portion, amounting to € 506
thousand (2024: € 490 thousand), is included under the item short-term tax liabilities.
31. Trade payables and other liabilities
Trade payables and other liabilities are as follows:
|
x € 1.000
|
2025
|
2024
|
|
Trade payables
|
2.067
|
1.165
|
|
Wages, salaries, and deferred compensation components
|
1.226
|
774
|
|
Accrued interest to credit institutions
|
31
|
297
|
|
Provision for audit fees
|
270
|
320
|
|
Debts to majority shareholder
|
165
|
30
|
|
Debts to minority shareholders
|
221
|
299
|
|
Other liabilities
|
1.087
|
432
|
|
|
5.067
|
3.317
|
A liability is classified as short-term if it is expected to be settled within twelve months. All "Other
liabilities" are short-term. The carrying amount of the other liabilities is virtually equal to their fair value.
31
31
December
December
2025
2024
Corporate income tax
165
712
Payroll taxes
480
416
Value added tax
1.196
1.014
Other taxes
18
-
1.859
2.142
Tax liabilities repayment obligation next year
506
490
2.365
2.632
95
Annual Report 2025
Off-balance sheet obligations and assets
Off-balance sheet obligations related to the fiscal unity
Almunda Professionals NV is the head of the fiscal unity for corporate income tax and value added tax,
including Novisource Holding BV, Novisource BV, and Bridgelane BV.
PIDZ Holding BV is the head of the fiscal unity for corporate income tax with all its 100% participations.
Kalice Group BV is the head of the fiscal unity for corporate income tax and value added tax with all its
100% participations.
SureCare Holding BV is the head of the fiscal unity for corporate income tax and value added tax with all
its 100% participations.
Financing
Credit facilities
Novisource has a current account facility with Rabobank with a maximum credit limit of € 750 thousand
and a variable interest rate of 1-month Euribor + 3,75% and a commitment fee of 1,5% per year. The facility
has no fixed term and can be terminated by Rabobank subject to the contractual conditions. As of
December 31, 2025, € 695 thousand has been drawn, leaving a remaining available capacity of € 55
thousand. The credit facility is used to finance the working capital needs of Novisource. Securities have
been granted in the form of pledges on trade receivables of group companies. No financial covenants
apply to this facility.
PIDZ
has a current account facility with ING Bank N.V. with a maximum credit limit of € 500 thousand, a
variable interest rate of 1-month Euribor plus a margin of 3,5%, and a commitment fee of 1,5% per year.
The facility has no fixed term and can be terminated by ING subject to the contractual conditions. No use
was made of this facility during the financial year, leaving the full capacity of € 500 thousand available
as of December 31, 2025. Securities have been granted in the form of pledges on trade receivables of
PIDZ. No financial covenants apply to this facility.
Kalice
has a current account facility with Rabobank with a maximum credit limit of € 300 thousand, a
variable interest rate of 1-month Euribor plus a margin of 3,00%, and a commitment fee of 1,0% per year.
The facility has no fixed term and can be terminated by Rabobank subject to the contractual conditions.
No use was made of this facility during the financial year, leaving the full capacity of € 300 thousand
available as of 31 December 2025. Securities have been granted in the form of pledges on trade
receivables of ICE and kWh. No financial covenants apply to this facility.
On 19 April 2024, Almunda Professionals entered into a current account credit financing agreement with
its majority shareholder Value8. The facility has a maximum credit limit of € 5 million and carries a fixed
interest rate of 7% per year, payable in annual installments in arrears. The agreement is entered into for
an indefinite period and can be terminated by Value8 subject to a minimum term of 48 months. The
facility may be used to finance the operations of Almunda Professionals and to meet the financing needs
of the group companies Novisource,
PIDZ, and Kalice. As of 31 December 2025, the drawn balance
amounts to €
3.996
thousand, leaving a remaining available capacity of €
1.004 thousand. Value8 may
demand securities at first request, and Almunda Professionals may not grant securities to third parties
without prior consent from Value8. Likewise, prior approval is required for dividend payments. No financial
covenants have been agreed.
Annual Report 2025 96
Securities
Securities related to the ING Bank NV acquisition financing include a first-ranking pledge on the shares in
PIDZ Holding BV and its subsidiaries, a first-ranking pledge on business equipment, other business assets,
receivables from trade debtors and inventories, and a first-ranking pledge on all trademark rights and
other intellectual property rights of PIDZ Holding BV and its subsidiaries.
With respect to the Rabobank financing provided to Kalice, the following securities have been granted by
the Borrowers: a pledge on all current and future business assets, all current and future means of
transport, all current and future inventories, all current and future rights/receivables with all rights and
securities related to these rights/receivables, including all rights under insurance contracts, and all
current and future registered shares in the issued capital of ICE and kWh, with all rights attached to these
shares and resulting claims, financial rights, and other rights.
Non-disposal clause
Under the terms of the ING Bank NV acquisition financing, dividend payments of up to 50% of excess cash
flow are permitted provided the senior net leverage does not exceed 1,5 at the time of payment.
Under the terms of the Rabobank financing, dividend payments are permitted from free cash flow after
meeting financing obligations, provided that the Senior debt/EBITDA ratio does not exceed 1.5x at the time
of, or as a result of, such payment.
Claims
Almunda Professionals is not involved in lawsuits of material nature or scope. Almunda Professionals has
taken out professional and business liability insurance for its activities. Additionally, a Directors and
Officers liability insurance has been arranged for the Board and the Supervisory Board.
Environmental and climate-related risks
Social awareness of environmental and climate issues has grown into a significant concern in recent
years. Although Almunda Professionals does not experience direct impacts from this in its service
delivery, it has been taking this into account in its operations for years, for example, by offering
employees alternative forms of transportation and aligning its procurement policy with environmentally
and climate-friendly products and their production. The Board judges that the effect of climate-related
risks does not have material implications for the items and disclosures, including judgments and
estimates, in the financial statements.
97
Annual Report 2025
Related parties
Transactions with related parties
Related parties include, among others, subsidiaries, joint ventures, members of the Supervisory Board,
members of the Board of Directors, and the majority shareholder. Transactions with related parties are
conducted on an arm’s length basis under terms com
parable to those with third parties.
During 2025, there were no transactions with related parties other than those mentioned here.
Credit facility provided by Value8
Value8 is the majority shareholder of Almunda Professionals and holds a direct and indirect interest in
Almunda Professionals of 70%
–80% as of the end of 2025. For a detailed explanation, reference is made to
the Register of Substantial Holdings and Gross Short Positions on www.afm.nl. On 19 April 2024, Value8
made available a credit facility with a size of € 5 million. The outstanding balance as of the balance
sheet date was €
3.996 (2024:
€
1.265 thousand)
. This credit facility incurs an interest rate of 7%. The
interest expense from this credit facility amounts to €
165 thousand (2024:
€
30 thousand)
. The term of
the facility is at least 48 months.
During the financial year, Almunda issued 124,403 class A shares to shareholder Value8 N.V. in exchange
for the delivery of 124,403 class B shares. This transaction was carried out entirely within equity and had
no impact on total equity.
Transactions with SureCare (joint venture)
Until 1 October 2025, SureCare was a 50% joint venture of PIDZ and thus a related party. On that date,
PIDZ
acquired the remaining 50% interest in SureCare, following which SureCare became a wholly-owned
subsidiary and was fully consolidated. From that date onwards, transactions with SureCare are
eliminated on consolidation and no longer disclosed as related party transactions.
In the period 1 January to 30 September 2025,
PIDZ
recharged €
260
thousand (2024: € 305 thousand) in
personnel costs (including car costs) to SureCare. The secondment was provided without a profit
markup and on arm's length terms.
Upon full consolidation of SureCare on 1 October 2025, the outstanding intercompany loans and
receivables were eliminated. The provision of € 146 thousand that had been
recognized against the loan
to SureCare was released directly to equity, consistent with the manner in which it was originally
recognised.
Management fees and rental charges
—
Jack & Jones Holding and KWPH
Jack & Jones Holding and KWPH are both minority shareholders in Kalice and jointly authorized directors
of Kalice Group and its subsidiaries.
In 2025, Jack & Jones Holding charged a management fee of € 150
thousand (2024: € 150 thousand), of which € 113 thousand related to ICE and € 38 thousand to Kalice
In
addition, Jack & Jones Holding charged rental costs of € 45 thousand (2024: € 25 thousan
d) for office
premises.
KWPH charged a management fee of € 38 thousand to Kalice in 2025. In addition, KWPH charged rental
costs of € 16 thousand for office premises.
All transactions were conducted on arm's length terms.
Remuneration of key management
For an explanation of the remuneration of key management, reference is made to note 4 of the
consolidated financial statements.
Annual Report 2025 98
Remuneration of member of the Supervisory Board
On 27 June 2023, Peter Paul de Vries was appointed as a member of the Supervisory Board. Mr. de Vries is
a director of Value8 and a shareholder of Almunda Professionals through his personal company 3L
Capital Holding BV Through this holding company, he charged a supervis
ory board fee of € 25 thousand.
Remuneration to members of the Board of Directors
Remko Herschel, a member of the Board of Directors, is employed by Value8 as an investment director.
He has waived a director’s fee at Almunda Professionals.
Marco Mulder, also a member of the Board of Directors, received remuneration for his directorial role in
2025. This remuneration was invoiced to Value8 and recharged to Almunda Professionals without a
markup. The total costs for 2025
amount to € 114 thousand.
99
Annual Report 2025
Results per reporting segment
The Group applies segmentation based on the industry in which each organizational and legal entity
(vertical) operates. Each segment is managed separately by a local management team.
As of the financial year 2024, Almunda Professionals has adjusted the naming of its reporting segments
to better reflect the actual activities of the participations and the manner of internal management. For
Novisource, the name has been changed from "IT Consultancy" to "Business & IT Professionals", aligning
with the broader service offering of business consultancy, IT consultancy, and secondment of
professionals. Additionally, the segment names for PIDZ and ICE have been updated. For PIDZ, the
segment name has been changed from "Matching Activities" to "Healthcare Professionals", reflecting the
expansion of PIDZ’s activities, which now include, alongside the mediation of independent healthcare
professionals (self-employed professionals), also secondment and temporary employment of
healthcare staff. The new name mirrors the broader service provision of PIDZ within the healthcare sector.
For ICE, the name has been changed from "Utility Consultancy" to "Utility Professionals", to account for t he
combination of consultancy and personnel services within the utilities sector. These changes ensure a
uniform and consistent presentation of segment information, in line with how the management of
Almunda Professionals steers the participations as indep
endent entities ("verticals").
Almunda Professionals NV acts as a holding company and does not generate operational revenue itself.
For this reason, the holding activities are not reported as a separate segment. The table below includes
the reconciliation of the segment profit before tax of €
583 thousand (2024: € 1.067 thousand) to the
consolidated profit before tax of the Group of negative
€
24 thousand (2024: € 447).
x
€ 1.000
The segment Business & IT Professionals encompasses the activities of Novisource (Novisource Holding
BV and its group companies), and the type or category of clients for the services is primarily in the
financial sector (banks, insurers, and pension funds)
.
The segment Healthcare Professionals encompasses the activities of PIDZ (PIDZ Holding BV and its group
companies), and the type or category of clients for the services is predominantly in the healthcare
sector.
The segment Utility Professionals encompasses the activities of Kalice (ICE and kWh). The type or
category of clients for the services is primarily in the utility sector (network operators, suppliers, metering
companies, and program responsible parties within the energy sector). As of 1 October 2025, kWh has
been included in the segment Utility Professionals following its acquisition by Kalice. The results of kWh
are consolidated from the acquisition date and are therefore included in the segment figures for a period
of three months (October through December 2025).
The information used by the Board to assess progress and make decisions is based on these segments.
Each segment prepares a monthly financial report for the Board of Directors and Supervisory Board. The
Board of Directors evaluates the business performance per segment using this report (performance
|
|
2025
|
2024
|
|
Business & IT Professionals
|
-804
|
-917
|
|
Healthcare Professionals
|
306
|
1.650
|
|
Utility professionals
|
1.081
|
334
|
|
Total segments
|
583
|
1.067
|
|
Almunda Professionals (standalone, listed company)
|
-607
|
-619
|
|
Consolidated result before tax
|
-24
|
448
|
Annual Report 2025 100
monitoring). The financial reporting includes segment information related to the income statement and
associated KPIs, the balance sheet, and working capital. The annual budget (year plan) and forecasts
are also prepared at the level of these segments. The primary performance measure used by the Group
is EBITDA. The local management teams provide an explanation of their segment’s performance in this
report.
The accounting policies for the valuation and determination of results of the segments are consistent
with the policies applied in the preparation of these consolidated financial statements. The assets,
revenues, and results of a segment include items dire
ctly attributable to that segment. Transactions
between companies belonging to the segments are conducted on an arm’s length basis. In the financial
information per segment, we eliminate transactions between segments.
101
Annual Report 2025
The segment information for 2025 is as follows, with the column "Other" containing the non-allocated
amounts related to holding activities and consolidation entries. The totals reconcile with the consolidated
statements:
Amounts x € 1.000, personnel numbers in FTE
|
|
Business & IT Profes- sionals
|
Healthcare Pro- fessionals
|
Utility Pro- fessionals
|
Other
|
Total
|
|
Net revenue from third parties
|
3.427
|
12.739
|
15.229
|
-
|
31.395
|
|
Other operating income
|
-
|
95
|
-
|
-
|
95
|
|
|
3.427
|
12.834
|
15.229
|
-
|
31.490
|
|
|
|
|
|
|
|
|
Cost of subcontracted work
|
32
|
661
|
7.339
|
-
|
8.032
|
|
Employee benefits expense
|
3.722
|
6.359
|
5.276
|
10
|
15.367
|
|
Amortization
|
-
|
2.663
|
334
|
-
|
2.997
|
|
Depreciation
|
114
|
568
|
347
|
-
|
1.029
|
|
Impairment losses on financial assets
|
-
|
-76
|
-
|
-
|
-76
|
|
General and administrative expenses
|
274
|
1.935
|
699
|
417
|
3.325
|
|
|
4.142
|
12.110
|
13.995
|
427
|
30.674
|
|
|
|
|
|
|
|
|
Financial income
|
-
|
-
|
-
|
-
|
-
|
|
Financial expenses
|
-89
|
-432
|
-153
|
-180
|
-854
|
|
Result from participations
|
-
|
14
|
-
|
-
|
14
|
|
Result before tax
|
-804
|
306
|
1.081
|
-607
|
-24
|
|
|
|
|
|
|
|
|
Amortization
|
-
|
2.663
|
334
|
-
|
2.997
|
|
Depreciation
|
114
|
568
|
347
|
-
|
1.029
|
|
Net finance costs
|
-89
|
-432
|
-153
|
-180
|
-854
|
|
Share of profit of equity-accounted investments
|
-
|
14
|
-
|
-
|
14
|
|
EBITDA
|
-601
|
3.955
|
1.915
|
-427
|
4.842
|
|
|
|
|
|
|
|
|
Non-current assets
|
316
|
12.025
|
8.712
|
6.633
|
27.686
|
|
Current assets
|
2.106
|
6.093
|
6.940
|
-2.436
|
12.703
|
|
Total assets
|
2.422
|
18.118
|
15.652
|
4.197
|
40.389
|
|
|
|
|
|
|
|
|
Total liabilities
|
2.004
|
11.883
|
8.205
|
4.031
|
26.123
|
|
|
|
|
|
|
|
|
Consultants
|
25,0
|
-
|
40,0
|
-
|
65,0
|
|
Management of subsidiaries
|
1,0
|
3,0
|
2,0
|
-
|
6,0
|
|
Sales
|
3,0
|
2,0
|
15,0
|
-
|
20,0
|
|
Support
|
3,0
|
72,0
|
17,0
|
-
|
92,0
|
|
Total personnel in permanent employment
|
32,0
|
77,0
|
74,0
|
-
|
183,0
|
Annual Report 2025 102
The segment information for 2024 is as follows, with the column "Other" containing the non-allocated
amounts related to holding activities and consolidation entries. The totals reconcile with the consolidated
statements:
Amounts x € 1.000, personnel numbers in FTE
|
|
Business & IT Profes- sionals
|
Healthcare Pro- fessionals
|
Utility pro- fessionals
|
Other
|
Total
|
|
Net revenue from third parties
|
4.800
|
14.642
|
9.602
|
-
|
29.044
|
|
Other operating income
|
-
|
-
|
-
|
-
|
-
|
|
|
4.800
|
14.642
|
9.602
|
-
|
29.044
|
|
|
|
|
|
|
|
|
Cost of subcontracted work
|
224
|
309
|
3.755
|
-
|
4.288
|
|
Employee benefits expense
|
4.846
|
7.075
|
4.240
|
-
|
16.161
|
|
Amortization
|
-
|
2.217
|
308
|
-
|
2.525
|
|
Depreciation
|
150
|
471
|
282
|
-
|
903
|
|
Impairment losses on other intangible fixed assets
|
-
|
65
|
-
|
-
|
65
|
|
Impairment losses on financial assets
|
-
|
79
|
-
|
-
|
79
|
|
Other operating expenses
|
393
|
2.243
|
543
|
568
|
3.747
|
|
|
5.613
|
12.459
|
9.128
|
568
|
27.768
|
|
|
|
|
|
|
|
|
Financial income
|
-
|
17
|
-
|
-
|
17
|
|
Financial expenses
|
-104
|
-631
|
-140
|
-51
|
-926
|
|
Share of profit of equity-accounted investments
|
-
|
81
|
-
|
-
|
81
|
|
Result before tax
|
-917
|
1.650
|
334
|
-619
|
448
|
|
|
|
|
|
|
|
|
Amortization
|
-
|
2.217
|
308
|
-
|
2.525
|
|
Depreciation
|
150
|
471
|
282
|
-
|
903
|
|
Impairment losses on other intangible fixed assets
|
-
|
65
|
-
|
-
|
65
|
|
Net finance costs
|
-104
|
-614
|
-140
|
-51
|
-909
|
|
Result from participations
|
-
|
81
|
-
|
-
|
81
|
|
EBITDA
|
-663
|
4.936
|
1.064
|
-568
|
4.769
|
|
|
|
|
|
|
|
|
Non-current assets
|
340
|
13.004
|
2.933
|
10.041
|
26.318
|
|
Current assets
|
3.162
|
8.118
|
2.584
|
-2.560
|
11.304
|
|
Total assets
|
3.502
|
21.122
|
5.517
|
7.481
|
37.622
|
|
|
|
|
|
|
|
|
Total liabilities
|
2.278
|
15.159
|
3.984
|
1.897
|
23.318
|
|
|
|
|
|
|
|
|
Consultants
|
32,0
|
-
|
39,0
|
-
|
71,0
|
|
Management of subsidiaries
|
2,0
|
2,0
|
1,0
|
-
|
5,0
|
|
Sales
|
3,0
|
37,0
|
3,0
|
-
|
43,0
|
|
Support
|
4,0
|
45,0
|
7,0
|
-
|
56,0
|
|
Total personnel in permanent employment
|
41,0
|
84,0
|
50,0
|
-
|
175,0
|
103
Annual Report 2025
Events after the reporting date
Increase of Value8 current account credit facility
On 14 April 2026, Almunda Professionals and Value8 signed an addendum to the current account credit
facility originally dated 19 April 2024, increasing the credit limit from € 5,0 million to € 6,5 million with
retroactive effect from 1 January 2026. The remaining terms of the facility, including interest rate and
maturity, are unchanged. The increase further strengthens the Group's liquidity position and, as at the
date of authorisation of these financial statements, provides additional headroom to meet financing
needs in 2026.
Buyout of franchise locations
After the balance sheet date, PIDZ Holding B.V. acquired the operations of the franchise locations in
Nijmegen and Roermond for a total consideration of approximately € 0,6 million. These acquisitions are
in line with the Group's strategy to centralise its franchise network.
Annual Report 2025 104
Standalone
financial statements
105
Annual Report 2025
Standalone statement of profit or loss for the
financial year ending 31 December 2025
x € 1.000
Notes
2025
2024
Employee benefits expense
1
10
-
General and administrative expenses
2
418
569
Sum of operating expenses
428
569
Operating profit
-428
-569
Financial expenses
3
-180
-52
Net finance costs
-180
-52
Share of profit from subsidiaries
5
19
292
Profit before tax
-589
-329
Tax expense
6
10
-33
Total result for the period
-579
-362
Annual Report 2025 106
Standalone balance sheet as of 31 December
2025
(after appropriation of result)
x € 1.000
Notes
31 December 2025
31 December 2024
Assets
Goodwill
11.311
10.046
Property, plant and equipment
7
1
Subsidiaries
8
7.379
7.067
Non-current assets
18.691
17.113
Receivables from group companies
9
-
210
Other receivables
10
8
12
Tax receivables
11
-
163
Cash and cash equivalents
12
10
6
Current assets
18
391
Total assets
18.709
17.504
Equity
Issued capital
13
2.227
2.105
Share premium
13
5.973
5.948
Legal reserve
13
1.267
51
Retained earnings
13
2.707
4.548
Total equity
12.174
12.652
Non-current liabilities
Loans and borrowings
14
3.996
1.265
Long term tax liabilities
15
156
358
Total non-current liabilities
4.152
1.623
Current liabilities
Tax liabilities
16
414
384
Debt to group companies
17
1.562
2.576
Trade payables and other liabilities
18
407
269
Current liabilities
2.383
3.229
Total liabilities
6.535
4.852
Total equity and liabilities
18.709
17.504
107
Annual Report 2025
Notes to the standalone financial statements
General
Accounting policies for the preparation of the standalone financial statements
The standalone financial statements of the company are prepared in accordance with the statutory
provisions of Article 9 of Book 2 of the Dutch Civil Code. In the standalone financial statements, we apply
the valuation and result determination policies used in the consolidated financial statements. These
include the policies for presenting financial instruments as equity or liabilities. The option to apply these
policies is provided by Article 2:362(8) of the Dutch Civil Code.
Participations are valued at net asset value based on the valuation policies for assets and liabilities as
outlined in the notes to the consolidated financial statements.
The company, where applicable, makes use of the option to eliminate expected credit losses on the
carrying amount of loans and receivables from the company to participations, rather than eliminating
them on the carrying amount of the participations according to the net asset value.
The standalone financial statements form part of the 2025 annual accounts of Almunda Professionals.
Accounting policies for valuation and result determination
The accounting policies for valuation and result determination for the standalone financial statements
are the same as those for the consolidated financial statements. Where no further policies are specified,
reference is made to the policies stated in the consolidated financial statements. An overview of the
valuation policies is included in the notes to the consolidated financial statements.
The share in the result of participations includes the company’s share in the results of these
participations. Results from transactions involving the transfer of assets and liabilities between the
company and its participations, or among participations, are not recognized to the extent that they are
considered unrealized.
Fiscal unity
Almunda Professionals NV, together with its subsidiaries Novisource Holding BV, Novisource BV, and
Bridgelane BV, forms a fiscal unity for the levy of corporate income tax and value added tax. Each of the
companies is jointly and severally liable for the tax payable by all entities involved in the fiscal unity
under standard conditions.
Goodwill
Goodwill arising from the acquisition of subsidiaries is recognized separately on the company's balance
sheet. This goodwill represents Almunda Professionals’ share of goodwill recognized at group level in
connection with acquisitions of subsidiaries, consistent with the partial goodwill method applied
throughout the Group. The carrying amount and impairment testing of goodwill are further described in
note 16 of the consolidated financial statements.
Participations in subsidiaries
Participations in subsidiaries are valued at net asset value. This also applies to other entities over which
the company can exercise dominant control or has central management. The net asset value is
determined by valuing the assets, provisions, and liabilities and calculating the result according to the
policies applied in the consolidated financial statements.
Annual Report 2025 108
Participations: treatment of losses
If the share of losses attributable to the company exceeds the carrying amount of the participation,
including separately presented goodwill and other unsecured receivables, further losses are not
recognized unless the company has provided securities on behalf of the participation, or has incurred
obligations or made payments on its behalf. In such cases, the company recognizes a provision for these
obligations.
Participations: treatment of unrealized results
Results from transactions between the company and its participations are eliminated in proportion to the
company’s interest in these participations, to the extent that these results have not been realized through
transactions with third parties. Losses are not eliminated if there is an impairment of an asset.
Financial instruments
Reference is made to the information provided in the consolidated financial statements. With respect to
intercompany receivables and payables, the fair value equals the carrying amount, so no impairment
has been recognized in the financial statements.
Legal reserve for participations
For participations valued using the equity method, a legal reserve is formed for the difference between
the company’s share in the equity of the participation and the carrying amount of the investment. This
legal reserve is presented separately under equity and is not available for distribution to shareholders.
109
Annual Report 2025
Notes to the standalone statement of profit or
loss
1. Employee benefits expense
Break down Employee benefits expense by category
x
€ 1.000
Employees
During the financial year 2025, the average number of employees was 0,1 FTE (2024: nil). The sole
employee joined the company in December 2025.
2. General and administrative expenses
x
€ 1.000
General costs include the remuneration to members of the Board of Directors and Supervisory Board, the
costs of the stock exchange listing, legal and other advisory fees, and the fees of the statutory auditor.
3. Financial expenses
Financial expenses
|
x € 1.000
|
|
|
|
|
2025
|
2024
|
|
Interest expense on loans and borrowings
|
165
|
30
|
|
Interest expense to the Tax Authorities
|
15
|
22
|
|
|
180
|
52
|
|
|
|
|
|
|
|
|
2025
2024
Wages and salaries
9
-
Social security contributions
1
-
Pension costs
-
-
Other personnel costs
-
-
10
-
2025
2024
Office costs
-
1
IT costs
17
19
Selling costs
1
4
General costs
400
545
418
569
Annual Report 2025 110
4. Fee of auditor
The fees charged by the external auditor, as referred to in Article 2:382a of the Dutch Civil Code, are
explained in note 11 of the consolidated financial statements.
5. Share of profit from subsidiaries
The share of profit from subsidiaries is as follows:
x
€ 1.000
6. Tax expense
The income tax expense is broken down as follows:
x
€ 1.000
Within the fiscal unity, a tax loss was incurred during the reporting year. As no tax benefit has been
recognized for this loss—due to uncertainty regarding the recoverability of future taxable profits
—
no
corporate income tax expense has been included in the standalone financial statements of Almunda
Professionals.
Financial instruments
The notes to the consolidated financial statements provide information on the Group’s exposure to credit
risk, liquidity risk, and market risk, as well as the objectives, policies, and procedures of the Group for
managing and measuring these risks and the
Group’s capital management. These risks, objectives,
policies, and procedures for managing and measuring these risks, as well as the capital management,
are equally applicable to the standalone financial statements of Almunda Professionals N.V. Additionall
y,
further quantitative disclosures are provided below. The company recognizes no credit risk with respect
to receivables from group companies.
Off-balance sheet assets and liabilities - Fiscal unity
For further details, reference is made to the consolidated financial statements.
2025
2024
Novisource
-804
-915
PIDZ
251
1.024
ICE
337
183
Kalice
235
-
19
292
2025
2024
Current tax expense
Corporate income tax for the current financial year
-
-
Correction of prior periods
-10
-
-10
-
Deferred tax expense
Recognition of previously unrecognized compensable losses
-
-
Impariment of recognized compensable losses
-
33
-
33
Tax expenses on continuing operations
-10
33
111
Annual Report 2025
Remuneration of members of the Board of Directors
For a detailed overview, reference is made to the consolidated financial statements.
Transactions with related parties
For further details, reference is made to the consolidated financial statements.
Proposed appropriation of the 2025 result
The dividend policy of Almunda Professionals aims to retain sufficient funds within the company to allow
room for implementing the growth strategy. The growth strategy primarily involves investments to
achieve organic growth.
In light of the underlying developments at Almunda Professionals, it is proposed to maintain the dividend
at
€ 0,06 per share. Considering the pursued reduction of Almunda Professionals’ net debt position, the
option is offered to receive the dividend of
€ 0,06 as a stock dividend at the shareholder’s choice. The
ratio of the stock dividend will be communicated at a later date. This proposal will be submitted for
approval to the shareholders at the General Meeting of Shareholders.
|
|
|
|
2025
|
2024
|
|
Novisource
|
|
|
419
|
1.223
|
|
PIDZ
|
|
|
4.988
|
4.771
|
|
ICE
|
|
|
-
|
1.073
|
|
Kalice
|
|
|
1.972
|
-
|
|
|
|
|
7.379
|
7.067
|
|
|
|
|
|
|
|
The total share of result from participations is €
|
19 thousand (2024: € 292 thousand).
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Annual Report 2025 112
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Notes to the standalone balance sheet
7. Property, plant and equipment
Below is the movement in 2025 of property, plant and equipment:
x
€ 1.000
Depreciation periods
In determining the relevant depreciation periods, the Company uses assumptions and estimates. The
company concluded that as of 31 December 2025, there was no reason to revise the current depreciation
periodds.
8. Participations in group companies
The participations in group companies are as follows:
x
€ 1.000
Office
Office
Vehicle
buildings
equipment
fleet
Total
Balance as of 1 January
Acquisition cost
-
-
-
-
Cumulative depreciation
-
-
-
-
Carrying amount as of 1 January
-
-
-
-
Movements
Investments
-
1
-
1
Acquisitions through business combinations
-
-
-
-
Depreciation
-
-
-
-
Disposals of acquisition cost
-
-
-
-
Disposals of cumulative depreciation
-
-
-
-
Net movements
-
1
-
1
Balance as of 31 December
Acquisition cost
-
1
-
1
Cumulative depreciation
-
-
-
-
Carrying amount as of 31 December
-
1
-
1
Term
Office buildings
5-30 years
Office equipment
5-10 years
Vehicle feet
5 years
113
Annual Report 2025
Novisource
Novisource is a 100% participation of Almunda Professionals and is legally established in Amsterdam. The
movements during the financial years 2025 and 2024 are as follows:
x
€ 1.000
PIDZ
PIDZ is an 80% participation of Almunda Professionals and is legally established in Eindhoven. The
movements during the financial years 2025 and 2024 are as follows:
x
€ 1.000
The release of the provision on SureCare receivables of € 118 thousand has been recognised directly in
retained earnings, consistent with the manner in which the provision was originally recognised as an
equity correction as of 1 January 2022. Following the full consolidation of SureCare as of 1 October 2025,
the basis for this provision ceased to exist.
ICE
ICE is a 70% participation of Almunda Professionals and is legally established in Breukelen. The
movements during the financial years 2025 and 2024 are as follows:
x
€ 1.000
The transfer of the interest in ICE to Kalice represents a transaction under common control, as the
ultimate controlling party remained unchanged. In accordance with the Group's accounting policy for
such transactions, the transfer has been accounted for a
t book value using the predecessor method,
without revaluation or recognition of goodwill.
Kalice
Kalice is a 70% participation of Almunda Professionals and is legally established in Breukelen. The
movements during the financial year 2025 is as follows:
x
€ 1.000
2025
2024
Balance as of 1 January
1.223
6.238
Dividend payment
-
-4.100
Share in the result
-804
-915
Balance as of 31 December
419
1.223
2025
2024
Balance as of 1 January
4.771
3.747
Release on provision on receivables
118
-
Partial goodwill method SureCare
-152
-
Share in the result
251
1.024
Balance as of 31 December
4.988
4.771
2025
2024
Balance as of 1 January
1.073
1.100
Dividend payment
-
-210
Share in the result
337
183
Transfer to Kalice
-1.410
-
Balance as of 31 December
-
1.073
Annual Report 2025 114
9. Receivables from group companies
x
€ 1.000
No securities have been provided for the receivables from group companies, and no interest is charged.
10. Other receivables
x
€ 1.000
The term of the receivables is less than one year. The carrying amount is equal to the fair value
.
11. Tax receivables
x
€ 1.000
12. Cash and cash equivalents
x
€ 1.000
2025
2024
Balance as of 1 January
-
-
Investments
1.737
-
Share in the result
235
-
Balance as of 31 December
1.972
-
31
31
December
December
2025
2024
Current account ICE
-
210
31
31
December
December
2025
2024
Prepaid expenses
7
-
Other receivables
1
12
8
12
31
31
December
December
2025
2024
Corporate income tax
-
163
31
31
December
December
2025
2024
Bank balances
10
6
Cash and cash equivalents in blocked accounts
-
-
10
6
115
Annual Report 2025
13. Equity
The movements in equity in 2025 are as follows:
x € 1.000
Legal reserve for participation
In accordance with Article 2:389(6) of the Dutch Civil Code, a legal reserve for participation has been
formed amounting to €
1.267 thousand. This reserve pertains to Almunda Professionals' share (80%) in
the legal reserve for participation formed by PIDZ, which relates to capitalized development costs for
software at PIDZ.
The movements in equity in 2024 are as follows:
x
€ 1.000
Equity
attri-
butable
to
Issued
Share
Legal
Retained
share
capital
premium
reserve
earnings
holders
Balance as of 1 January
2.105
5.948
51
4.548
12.652
Issuance of A shares as non-monetary
contribution by shareholder
12
135
-
-147
-
Dividends
110
-110
-
-17
-17
Movement legal reserve
-
-
1.216
-1.216
-
Release of provision for receivables
-
-
-
118
118
Result for the period
attributable to shareholders
-
-
-
-579
-579
Mutation
122
25
1.216
-1.841
-478
Balance as of 31 December
2.227
5.973
1.267
2.707
12.174
|
|
|
Issued capital
|
Share premium
|
Legal reserve
|
Retained earnings
|
Equityattri-butabletoshareholders
|
|
Balance as at 1 January
|
|
2.002
|
6.051
|
-
|
4.987
|
13.040
|
|
Dividends
|
|
103
|
-103
|
-
|
-27
|
-27
|
|
Formation of legal reserve for participation Result for the period
|
|
-
|
-
|
51
|
-51
|
-
|
|
attributable to shareholders
|
|
-
|
-
|
-
|
-361
|
-361
|
|
Mutation
|
|
103
|
-103
|
51
|
-439
|
-388
|
Balance as at 31 December
2.105
5.948
51
4.548
12.652
Annual Report 2025 116
14. Loans and borrowings
The overview loans and borrowings, including short-term repayment obligations, is as follows::
x
€ 1.000
Below is the movement schedule of outstanding loans in 2025 and 2024:
x
€ 1.000
Almunda Professionals has a current account credit facility provided by majority shareholder Value8 with
a maximum credit limit of € 5 million. The credit facility carries an interest rate of 7% per year and has no
mandatory repayments during its term. The credit was entered into on 19 April 2024 for an indefinite
period and can be terminated by the lender after 48 months, at which point the outstanding balance
becomes immediately due. The facility is used to finance operations and the funding needs of group
companies.
15. Long-term tax liabilities
x € 1.000
In 2020, the Tax Authorities granted exceptional deferral for value added tax due to the outbreak of the
COVID-19 pandemic, amounting to approximately € 968 thousand. As of 1 October 2022, this is being
repaid over a maximum period of 5 years. The short-term portion, amounting to € 202 thousand (2024:
€
195 thousand), is included under current liabilities.
Long term portion
Short-term portion
31
31
31
31
December
December
December
December
2025
2024
2025
2024
Credit facility majority shareholder
3.996
1.265
-
-
2025
2024
Balance as of 1 January
1.265
-
Drawn funds
2.731
1.265
Balance as of 31 December
3.996
1.265
Repayment obligation next year
-
-
Long term portion as of 31 December
3.996
1.265
2025
2024
Balance as of 1 January
553
741
Repayments during the financial year
-195
-188
Balance as of 31 December
358
553
Repayment obligation next year
-202
-195
Long term portion as of 31 December
156
358
117
Annual Report 2025
16. Tax liabilities
|
|
|
|
|
x € 1.000
|
|
|
|
|
31
|
31
|
|
|
December
|
December
|
|
|
2025
|
2024
|
|
Payroll taxes
|
4
|
-
|
|
Value added tax
|
208
|
189
|
|
Short-term tax liabilities
|
202
|
195
|
|
|
414
|
384
|
|
|
|
|
|
17. Debts to group companies
|
|
|
x € 1.000
No securities have been provided for the debts to group companies, and no interest is charged.
18. Trade payables and other liabilities
|
x € 1.000
|
31 December
|
31December
|
|
|
2025
|
2024
|
|
Trade payables
|
53
|
16
|
|
Wages, salaries and deferred compensation components
|
1
|
-
|
|
Provision for audit fees
|
143
|
203
|
|
Debts to majority shareholder
|
165
|
30
|
|
Other liabilities
|
45
|
20
|
|
|
407
|
269
|
31
31
December
December
2025
2024
Current account Novisource
1.562
2.576
Annual Report 2025 118
Events after the reporting date
Increase of Value8 current account credit facility
On 14 April 2026, Almunda Professionals and Value8 signed an addendum to the current account credit
facility originally dated 19 April 2024, increasing the credit limit from € 5,0 million to € 6,5 million with
retroactive effect from 1 January 2026. The remaining terms of the facility, including interest rate and
maturity, are unchanged. The increase further strengthens the Group's liquidity position and, as at the
date of authorisation of these financial statements, provides additional headroom to meet financing
needs in 2026.
Amsterdam,
24 April 2026
Supervisory Board: Peter Paul de Vries
Board of Directors: Remko Herschel and Marco Mulder
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Annual Report 2025
Other information
Annual Report 2025 120
Statutory provisions regarding profit
appropriation
Article 23 of the Articles of Association of Almunda Professionals N.V. stipulates the following regarding
profit appropriation:
Profit appropriation and distributions.
Article 23
23.1 From the profit as shown in the adopted annual accounts, the following shall be formed first, where
applicable:
•
the reserves that must be maintained under the law;
•
the uncovered losses from previous years shall be offset; and
•
the reserves deemed necessary by the Board shall be formed.
23.2 After the application of the provisions in Article 23.1, a dividend shall, if possible, be distributed on
each share C equal to a percentage of six percent (6%) calculated over the nominal amount, increased
by the amount of share premium paid upon the first issuance of share C. Such a distribution by the
company is only possible to the extent that its equity exceeds the amount of the paid
-up and called-up
share capital, increased by the reserves that must be maintained under the law or the Articles of
Association.
23.3 If and to the extent that the profit as shown in the adopted annual accounts is insufficient to fully
effect the distribution referred to in Article 23.2, the shortfall, after the application of Article 23.1, shall be
distributed:
•
at the expense of the profit of the next financial year or the next financial years for which the
profit is sufficient for such distribution; and
•
at the expense of the company’s reserves, to the extent permitted by law.
In the application of this paragraph, the holders of shares C shall be treated equally in proportion to the
amount paid per share C.
23.4 If the issuance of shares C takes place during the course of a financial year, the dividend on the
relevant shares C for that financial year shall be reduced pro rata to the first day of issuance.
23.5 From the profit remaining after the application of the previous paragraphs, such an amount per
share A and share B shall be distributed to the holders of shares A and B as the remaining profit, reduced
by the aforementioned distributions and any reservations determined by the general meeting, allows,
provided that no further dividend distribution shall be made on shares C.
23.6 Notwithstanding the provisions of Articles 9.3 and 23.3, only the holders of shares A and B are entitled
to distributions made at the expense of reserves formed pursuant to Article 23.5.
23.7 Notwithstanding the provisions of Article 23.6 and Article 24, the general meeting may only dispose
of the company’s reserves upon a proposal from the Board that has been approved by the Supervisory
Board.
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Annual Report 2025
INDEPENDENT AUDITOR'S REPORT
To: The shareholders and supervisory board of Almunda Professionals N.V.
Report on the audit of the financial
statements 2025 included in the annual report
Our opinion
We have audited the financial statements 2025 of Almunda Professionals N.V. based in Amsterdam. The
financial statements comprise the consolidated and standalone financial statements.
In our opinion:
•
the accompanying consolidated financial statements give a true and fair view of the financial
position of Almunda Professionals N.V. as at 31 December 2025 and of its result and its cash flows
for 2025 in accordance with International Financial Reporting Standards as adopted by the
European Union (EU-IFRS) and with Part 9 of Book 2 of the Dutch Civil Code;
•
the accompanying standalone financial statements give a true and fair view of the financial
position of Almunda Professionals N.V. as at 31 December 2025 and of its result for 2025 in
accordance with Part 9 of Book 2 of the Dutch Civil Code.
The consolidated financial statements comprise:
1.
the consolidated balance sheet as at 31 December 2025;
2.
the following statements for the year ended 31 December 2025:
the consolidated statements of profit or loss and other comprehensive income, changes in equity and
cash flows; and
3.
the notes comprising material accounting policy information and other explanatory information.
The company standalone statements comprise:
1.
the standalone balance sheet as at 31 December 2025;
2.
the standalone statement of profit or loss for the financial year ending 31 December 2025; and
3.
the notes to the standalone financial statements comprising a summary of the accounting policies
and other explanatory information.
Basis for our opinion
We conducted our audit in accordance with Dutch law, including the Dutch Standards on Auditing. Our
responsibilities under those standards are further described in the 'Our responsibilities for the audit of the
financial statements' section of our report.
We are independent of Almunda Professionals N.V. in accordance with the EU Regulation on specific
requirements regarding statutory audit of public-interest entities,
the Wet toezicht
accountantsorganisaties (Wta, Audit firms supervision act), the Verordening inzake de onafhankelijkheid
van accountants bij assurance-opdrachten (ViO, Code of Ethics for Professional Accountants, a
regulation with respect to independence) and other relevant independence regulations in the
Netherlands. Furthermore we have complied with the Verordening gedrags- en beroepsregels
accountants (VGBA, Dutch Code of Ethics for Professional Accountants).
We believe the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
opinion.
Annual Report 2025 122
Information in support of our opinion
We designed our audit procedures in the context of our audit of the financial statements as a whole and
in forming our opinion thereon. The following information in support of our opinion was addressed in this
context, and we do not provide a separate opinion or conclusion on these matters.
Materiality
Based on our professional judgement we determined the materiality for the financial statements as a
whole at EUR 600.000. The materiality is based on 2% of net revenue,
which we consider to be the most
appropriate benchmark given the nature of the company activities and the focus of users of the financial
statements on operational performance. Net revenue is, in our view, the most relevant measure of the
company’s financial performance. We have also taken into account misstatements and/or possible
misstatements that in our opinion are material for the users of the financial statements for qualitative
reasons.
We agreed with the supervisory board that misstatements in excess of EUR 30.000, which are identified
during the audit, would be reported to them, as well as smaller misstatements that in our view must be
reported on qualitative grounds.
Scope of the group audit
Almunda Professionals N.V. is at the head of a group of components. The financial information of this
group is included in the financial statements of Almunda Professionals N.V.
We performed risk assessment procedures throughout our audit to determine which of the Group’s
components are likely to include risks of material misstatement to the Group Financial Statements. To
appropriately respond to those assessed risks, we planned and performed further audit procedures,
either at component level or centrally. We identified 5 components associated with a risk of material
misstatement. For 2 out of these 5 components we involved component auditors. We as group auditor
audited the remaining components. We set component performance materiality levels considering the
component’s size and risk profile.
We have performed substantive procedures for 100% of Group revenue and 100% of Group total assets. At
group level, we assessed the aggregation risk in the remaining financial information and concluded that
there is less than a reasonable possibility of a material misstatement.
Based on our risk assessment, we determined the nature, timing and extent of audit procedures to be
performed, including determining the components at which to perform audit procedures.
In supervising and directing our component auditors, we:
•
Held risk assessment discussions with the component auditors to obtain their input to identify
matters relevant to the group audit.
•
Issued group audit instructions to component auditors on the scope, nature and timing of their
work, and received written communication about the results of the work they performed.
•
Held meetings with 2 component auditors in person and/or virtually to discuss relevant
developments, understand and evaluate their work.
•
Inspected the work performed by 2 component auditors and evaluated the appropriateness of
audit procedures performed and conclusions drawn from the audit evidence obtained, and the
relation between communicated findings and work performed. In our inspectio
n we mainly
focused on significant risks, or specific matters which were determined to be relevant for the
audit.
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Annual Report 2025
By performing the procedures mentioned above at components, together with additional procedures at
group level, we have been able to obtain sufficient appropriate audit evidence about the group's
financial information to provide an opinion on the financial statements.
Audit approach fraud risks
We identified and assessed the risks of material misstatements of the financial statements arising from
fraud. During our audit we obtained an understanding of the entity and its environment and the
components of the system of internal control, including t
he risk assessment process and management's
process for responding to the risks of fraud and monitoring the system of internal control and how the
management board exercises oversight.
For those parts of the group where component auditors are responsible for the audit, we place reliance
on the substantive audit procedures performed by the component auditor on the relevant component
financial statements. This reliance encompasses the testing of journal entries, the review of management
estimates for indications of bias, and the evaluation of the rationale behind adjustments made during
the preparation of the financial statements. By doing so, we ensure that the audit work performed at the
component level contributes effectively to the overall group audit approach and addresses areas of risk
identified within each component.
The procedures described are based on auditing standards and are not primarily intended to detect
fraud. We specifically focused our procedures to mitigate the risk of management breaching internal
control measures in the following areas:
•
Journal entries and other adjustment made during the preparation of the financial statements;
•
Estimates and estimation process; and
•
Significant transactions outside the ordinary course of business.
Audit work and observations:
•
We evaluated the design and implementation of internal control measures that mitigate fraud
risks. We assessed the process of financial reporting including processing manual journal entries.
•
We selected journal entries based on risk criteria, such as, among others, journal entries in the
closing process, consolidation and preparation of the financial statements.
•
We evaluated whether the judgements and decisions made by management in making the
accounting estimates included in the financial statements indicate a possible bias that may
represent a risk of material misstatement due to fraud. Management insights, estimates and
assumptions that might have a major impact on the financial statements are disclosed in Notes
to the consolidated financial statements, section “Use of estimates and ju
dgements”.
•
For significant transactions, we evaluated whether the business rationale of the transactions
suggests that they may have been entered into to engage in fraudulent financial reporting or to
conceal misappropriation of assets.
•
We considered available information and made enquiries with management, and others within
the group.
In accordance with our professional standards, we also considered the risk of overstatement in revenue
recognition as a significant risk associated with fraud. For details of procedures performed we refer to the
key audit matter “Revenue recognition” for t
he details of our audit approach. We have communicated
our risk assessment and audit approach and results to the management board and to the supervisory
board.
Our work did not reveal any indication of fraud that could result in a material misstatement.
Annual Report 2025 124
Audit approach going concern
The management board have performed its going concern assessment and has not identified any going
concern risks. To evaluate the management board assessment, we have performed, the following
procedures:
•
We considered whether The Executive Board’s assessment of the going concern risks includes all
relevant information of which we are aware as a result of our audit and we assessed the key
assumptions and principles underlying the management board assessment of the going
concern risks; and
•
we analysed the financial position of the Company as at year-end and compared it to the
previous financial year in terms of indicators that could identify going concern risks. We
considered the group level assessment and also assessments at component level. We have
specifically inquired management about refinancing plans of the short term obligations and
have received their plans and analysis. We have verified also the refinancing conditions required
and track record and performance of the company.
•
We have assessed the budgeted and forecasted cash flows for the upcoming years.
•
Furthermore, apart from the refinancing we have also assessed the sufficient availability of the
credit lines at the group level and at component levels to be available as potential buffer (both
for credit facilities at banks as well as from the majority shareholder).
The outcome of our risk assessment procedures on the going concern assessment, including our
consideration of findings from our audit procedures on other areas did not give reason to perform
additional audit procedures on the management board going concern assessment.
Our key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our
audit of the financial statements. We have communicated the key audit matters to the supervisory
board. The key audit matters are not a comprehensive reflection of all matters discussed.
Valuation of Goodwill
Description
The valuation of goodwill is reviewed annually for potential impairment. In this review, assumptions and
estimates are made, for example regarding expected growth, future cash flows, and the applicable
discount rate. This entails a risk of incorrect assumptions resulting in an incorrect valuation of goodwill or
incomplete disclosures regarding the safety margin and sensitivity analysis.
Based on the results of the goodwill impairment test, the management board did not record any
impairment in 2025 (Note 16 of the Notes to the Consolidated Balance Sheet). The carrying amount of the
goodwill related to PIDZ Holding B.V. as at 31 December 2025 is € 9,465,000. The goodwill related to ICE
Groep B.V. as at 31 December 2025 is € 733,000. The goodwill related to kWh Management B.V. as at 31
December 2025 is €1,113,000.
Our approach
We have verified the reasonableness of the identified cash-generating units (CGU) and cash flow
forecasts, which are included in the annual goodwill impairment test, compared with the approved
budgets. We have also confirmed the reasonableness of applied assumptions by assessing how the risks
have been taken into account in the developments surrounding the DBA Act, compared assumptions
with external and market growth data, and analysed the sensitivities in the valuation model. We have
included a valuation expert in our audit team who has assisted in the verification of the assumptions
used by Almunda Professionals N.V., in the final growth rate value, the discount rates before tax, the
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valuation methodology and the valuation model. Finally, we evaluated the adequacy of the company's
disclosure.
Our observation
Based on our procedures performed, we did not identify any reportable findings related to valuation of
Goodwill.
Acquisition of kWh Management BV
Description
On 30 September 2025 Almunda Professionals N.V. has acquired a majority stake of 70% in kWh
Management B.V. from a third party. Management treated the transaction as a business acquisition and
performed purchase price allocation (PPA). During PPA intangible assets in a form of Customer Portfolio
were identified in amount of €1,197,000. Goodwill was recognized using a partial goodwill method in
amount of €1,113,000.
Our approach
We performed procedures on the purchase price allocation determined in accordance with IFRS 3
Business Combinations. As part of our work, we reviewed the purchase agreement related to the
acquisition of the shareholding in kWh Management B.V. and other tra
nsaction-related documents. We
also tested the allocation of the acquisition price to the identified assets and liabilities of the acquired
company and the goodwill paid. To this end, we included a valuation expert in our audit team who
assisted us in the audit of the assumptions used by Almunda Professionals N.V. in this regard, in
particular the cash flow forecasts, the discount percentages, the valuation methodology and the
valuation model. Finally, we evaluated the adequacy of the company's disclosure.
Our observation
Based on our procedures performed, we did not identify any reportable findings related to Acquisition of
kWh Management B.V.
Revenue recognition
Description
We have paid specific attention to revenue recognition in our audit approach. For Almunda Professionals
N.V., we have specifically identified the risk of overstatement of revenue (occurrence or early cut -off).
Our approach
On the risk of overstatement of revenue we performed the following procedures in addition to the ones
above:
•
Evaluation of design and implementation of internal controls around sales process and
memorial journal entries;
•
Tests of details based on a representative sample selection and testing invoices, approved hours
(where applicable), contracts and payments received.
•
Evaluation of memorial bookings mainly consisting of “to be invoiced” position. Evaluation of the
“to be invoiced” position with subsequent invoiced revenue or hours written.
Our observation
Based on our procedures performed, we did not identify any reportable findings related to revenue
recognition
Annual Report 2025 126
Report on the other information included in the annual report
The annual report contains other information, in addition to the financial statements and our auditor's
report thereon.
Based on the following procedures performed, we conclude that the other information:
•
is consistent with the financial statements and does not contain material misstatements;
•
contains all the information regarding the report of the management board and the other
information as required by Part 9 of Book 2 of the Dutch Civil Code.
We have read the other information. Based on our knowledge and understanding obtained through our
audit of the financial statements or otherwise, we have considered whether the other information
contains material misstatements.
By performing these procedures, we comply with the requirements of Part 9 of Book 2 of the Dutch Civil
Code and the Dutch Standard 720. The scope of the procedures performed is substantially less than the
scope of those performed in our audit of the financial statements.
Management is responsible for the preparation of the other information, including the management
report in accordance with Part 9 of Book 2 of the Dutch Civil Code and other information as required by
Part 9 of Book 2 of the Dutch Civil Code.
Report on other legal and regulatory requirements and ESEF
Engagement
We were engaged by the supervisory board as auditor of Almunda Professionals N.V. on 25 November
2025, as of the audit for the year 2025 and have operated as statutory auditor ever since that financial
year.
No prohibited non-audit services
We have not provided prohibited non-audit services as referred to in Article 5(1) of the EU Regulation on
specific requirements regarding statutory audit of public-interest entities.
European Single Electronic Format (ESEF)
Almunda Professionals N.V. has prepared its annual report in ESEF. The requirements for this are set out in
the Delegated Regulation (EU) 2019/815 with regard to regulatory technical standards on
the specification of a single electronic reporting format (hereinafter: the RTS on ESEF).
In our opinion the annual report prepared in XHTML format,
including the (partly) marked-up
consolidated financial statements as included in the reporting package by Almunda Professionals N.V.,
complies in all material respects with the RTS on ESEF.
Management is responsible for preparing the annual report including the financial statements in
accordance with the RTS on ESEF,
whereby management combines the various components into one
single reporting package.
Our responsibility is to obtain reasonable assurance for our opinion whether the annual report in this
reporting package complies with the RTS on ESEF.
We performed our examination in accordance with Dutch law, including Dutch Standard 3950N
'Assurance-opdrachten inzake het voldoen aan de criteria voor het opstellen van een digitaal
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Annual Report 2025
verantwoordingsdocument' (assurance engagements relating to compliance with criteria for digital
reporting).
Our examination included among others:
•
Obtaining an understanding of the entity's financial reporting process,
including the preparation
of the reporting package;
•
Identifying and assessing the risks that the annual report does not comply in all material
respects with the RTs on ESEF and designing and performing further assurance procedures
responsive to those risks to provide a basis for our opinion, including:
o
Obtaining the reporting package and performing validations to determine whether the
reporting package containing the Inline XBRL instance document and the XBRL extension
taxonomy files have been prepared in accordance with the technical specifications as
included in the RTS on ESEF;
o
Examining the information related to the consolidated financial statements in the
reporting package to determine whether all required mark-ups have been applied and
whether these are in accordance with the RTS on ESEF.
Description of responsibilities regarding the financial
statements
Responsibilities of management and the supervisory board for the financial statements
Management is responsible for the preparation and fair presentation of the financial statements in
accordance with EU-IFRS and with Part 9 of Book 2 of the Dutch Civil Code. Furthermore, management is
responsible for such internal control as management det
ermines is necessary to enable the preparation
of the financial statements that are free from material misstatement, whether due to fraud or error.
As part of the preparation of the financial statements, management is responsible for assessing the
company's ability to continue as a going concern. Based on the financial reporting frameworks
mentioned, management should prepare the financial statements using the going concern basis of
accounting, unless management either intends to liquidate the company or to cease operations, or has
no realistic alternative but to do so.
Management should disclose events and circumstances that may cast significant doubt on the
company's ability to continue as a going concern in the financial statements.
The supervisory board is responsible for overseeing the company's financial reporting process.
Our responsibilities for the audit of the financial statements
Our objective is to plan and perform the audit engagement in a manner that allows us to obtain
sufficient appropriate audit evidence for our opinion.
Our audit has been performed with a high, but not absolute, level of assurance, which means we may not
detect all material misstatements, whether due to fraud or error, during our audit.
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. The materiality affects the nature, timing and extent of our audit
procedures and the evaluation of the effect of identified misstatements on our opinion.
Annual Report 2025 128
We have exercised professional judgement and have maintained professional scepticism throughout the
audit, in accordance with Dutch Standards on Auditing, ethical requirements and independence
requirements. Our audit included among others:
•
identifying and assessing the risks of material misstatement of the financial statements, whether
due to fraud or error, designing and performing audit procedures responsive to those risks, and
obtaining 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;
•
obtaining 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 entity's internal control;
•
evaluating the appropriateness of accounting policies used and the reasonableness of
accounting estimates and related disclosures made by management;
•
concluding on the appropriateness of management's use of the going concern basis of
accounting, and based on the audit evidence obtained, whether a material uncertainty exists
related to events or conditions that may cast significant doubt on the company'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 a company to cease to continue as a going concern.
•
evaluating the overall presentation, structure and content of the financial statements, including
the disclosures; and
•
evaluating whether the financial statements represent the underlying transactions and events in
a manner that achieves fair presentation.
We are responsible for planning and performing the group audit to obtain sufficient appropriate audit
evidence regarding the financial information of the entities or business units within the group as a basis
for forming an opinion on the financial stateme
nts. We are also responsible for the direction, supervision
and review of the audit work performed for purposes of the group audit. We bear the full responsibility for
the auditor's report.
We communicate with the supervisory board regarding, among other matters, the planned scope and
timing of the audit and significant audit findings, including any significant findings in internal control that
we identify during our audit. In this respect we also submit an additional report to the audit committee in
accordance with Article 11 of the EU Regulation on specific requirements regarding statutory audit of
public-interest entities. The information included in this additional report is consistent with our audit
opinion in this auditor's report.
We provide the supervisory board with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence,
and where applicable, related
safeguards.
From the matters communicated with the supervisory board, we determine the key audit matters: those
matters that were of most significance in the audit of the financial statements. We describe these
matters in our auditor's report unless law or regulation precludes public disclosure about the matter or
when, in extremely rare circumstances, not communicating the matter is in the public interest.
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Annual Report 2025
Amsterdam, 24 April 2026
CFA - Cravo, Fortes, Antão & Associados, SROC, Lda.
Registration with AFM n.º
13020158
Registration with OROC n.º 87
Registration with CMVM n.º 20161415
__________________________________________
Represented by
Drs. L.Y. Wang RA
Annual Report 2025 130
Colofon
Naam van de verslaggevende entiteit of een andere vorm
Almunda Professionals N.V.
van identificatie
Domicilie van de entiteit
Amsterdam, Nederland
Rechtsvorm van de entiteit
Publieke onderneming
Land van oprichting
Nederland
Adres van de statutaire zetel van de entiteit
Hoogoorddreef 56-L, 1101 BE Amsterdam
Hoofdvestiging
Amsterdam
Beschrijving van de aard van de activiteiten van de entiteit
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