2
3
CONTENT
Board of directors report .............................................................. 4
Consolidated accounts Duett Software Group AS ...................... 11
Auditors report ............................................................................. 40
4
Duett Software Group AS (the “Company”) is the
owner of Duett AS in Norway and Skyhost Aps in
Denmark (together the “Subsidiaries”). The Com-
pany and its Subsidiaries is the “Duett Software
Group” or “the Group”. Duett Software Group AS is
owned by Duo Holdings AS. Duo Holdings AS is
owned by AKKR as majority owner together with
management and employees of Duett AS and
Skyhost.
STRATEGY
The group’s main strategy is to develop and
offer software and hosting in the Norwegian and
Danish markets. Duett AS operates in Norway
and is the provider of software and hosting ser-
vices to accounting offices and their customers.
SkyHost Aps operates in the Danish market and
is a provider of task management, fleet manage-
ment and time registration software to munici-
palities, contractors and leasing companies.
Duett Software Group AS acquired SkyHost Aps
on 16 April 2021. The acquisition rationale for
Skyhost was to increase the Groups breadth of
software offering, expand the group’s presence
in a new geography and cross-sell SkyHost’s
functionality to customers of Duett AS in Nor-
way.
In both the Norwegian and Danish markets, we
offer modern solutions based on future-oriented
technology and which are developed in-house.
The uniqueness of the solutions, value-added
functionality, deep industry expertise and high
customer service have differentiated Duett Soft-
ware Group from others in the market.
The strategy of the Group is to continue to
leverage these assets with both our existing
products and new initiatives to further increase
the group’s presence in the market
.
ENVIRONMENT
The group is committed to ensuring that its
operations are safe and do not harm either
the employees or the natural environment.
The group also strives to provide all em-
ployees with a healthy and safe working
environment. Quality, health, safety and the
environment are integral aspects of the
Group’s activities, and systems are in place
to monitor and follow up any accidents or
incidents. The nature of the business in-
volves a low risk of pollution of the external
environment. The most critical input factor
with regard to the environment is electricity.
CORPORATE GOVERNANCE
Board of Directors and management are com-
mitted to promoting good corporate govern-
ance. The Group believes that good corporate
governance builds trust among shareholders,
customers and other stakeholders, and thus
supports maximum value creation over time.
Background and
operation
5
Management and organization regularly adapt
to ensure the Group is equipped to effectively
manage all obligations to bond holders, custom-
ers, employees, authorities and other stakehold-
ers.
DIALOGUE BETWEEN THE COMPANY
AND ITS STAKEHOLDERS
The communication between the company and
shareholders primarily takes place at the Com-
pany’s Annual General Meeting and via company
announcements.
THE GENERAL MEETING AND THE
BOARD OF DIRECTORS
The General Meeting has the final authority over
the Company. The Board of Directors emphasize
that shareholders are given detailed informa-
tion and an adequate basis for the decisions to
be made by the General Meeting. The General
Meeting elects the Board of Directors, which
currently consists of four members.
The Board of Directors of Duett Software Group
is the same in 2022 compared to 2021.
“Quality, health, safety
and the environment are
integral aspects of the
company’s activities”
6
The Board members are:
• Chairman of the Board:
Adam Dawid Malinowski (b. 1986)
• Board member:
Bjørnar Håkensmoen (b. 1969)
• Board member:
Maurice Andre Hernandez (b. 1981)
• Board member:
Rachel Lee Spasser (b. 1967)
Duett Software Group has Board insurance with a
coverage of 50 mnok.
AMENDMENT OF ARTICLES
OF ASSOCIATION
The company is in the process of surveying its
suppliers in accordance with the requirements
of the Transparency Act. The deadline for submit-
ting a report on the Transparency Act is 30 June
2023. The report will be published on
www.duett.no
BOARD RESPONSIBILLITIES
The Board of Directors’ main tasks include partic-
ipating in, developing, and adopting the Group’s
strategy, performing the relevant control functions
and serving as an advisory body for the executive
management. The Board reviews and adopts the
Group’s plans and budgets. Items of major strate-
gic or financial importance for the Group are items
processed by the Board. The Board is responsible
for hiring the CEO and defining his or her work in-
structions as well as setting of his or her compen-
sation. The Board periodically reviews the Group’s
policies and procedures to ensure that the Group
is managed in accordance with good corporate
governance principles, upholding high ethics.
SOCIAL RESPONSIBILITY
The company’s Board of Directors and manage-
ment have implemented guidelines for values and
ethics. The goal is to create a corporate culture
that contributes to good business standards.
Raising awareness of the guidelines has been the
company’s main action in this area. The Group
has not had any known violations of the policy.
The Board of Directors receives regular financial
reports on the Group’s business and financial
status.
“The company also
strives to provide all
employees with a
healthy and safe
working environment”
7
FINANCIAL REPORTING
The Board of Directors receives regular financial
reports on the Group’s business and financial
status.
Notification of meetings and discussion of items
The Board schedules regular meetings each year.
Ordinarily, the Board meets four times a year.
Additional meetings may be convened on an ad
hoc basis.
All Board members receive regular information
about the Group’s operational and financial pro-
gress in advance of the scheduled Board meet-
ings. The Board members also regularly receive
operations reports and participate in strategy
reviews. The Group’s business plan, strategy
and risks are regularly reviewed and evaluated
by the Board. The Board Members are free to
consult the Group’s senior executives as needed.
Ordinarily, the Chairman of the Board proposes
the agenda for each Board meeting. Besides the
Board Members, Board meetings are attended by
the executive management. Other participants
are summoned as needed. The Board approves
decisions of particular importance to the Group
including the strategies and strategic plans, the
approval of significant investments, and the ap-
proval of business acquisitions and disposals.
CONFLICTS OF INTEREST
In a situation involving a member of the Board
personally, this member will exclude him or her-
self from the discussions and voting on the issue.
The Board’s self-evaluation
The Board’s composition, competencies, work-
ing methods and interaction are discussed on
an ongoing basis and evaluated formally on an
annual basis. The composition of the Board is
considered appropriate in terms of professional
experience and relevant special competences to
perform the tasks of the Board of Directors. The
Board of Directors continuously assesses wheth-
er the competencies and expertise of members
need to be updated.
THE TRANSPARENCY ACT
The company is in the process of surveying its
suppliers in accordance with the requirements of
the Transparency Act. The deadline for submit-
ting a report on the Transparency Act is 30 June
2023. The report will be published on www.duett.
no.
EMPLOYEES, MANAGEMENT AND THE
BOARD OF DIRECTORS
During 2022 Duett AS increased the number of
employees from 112 to 117, represented by 87
men and 30 women. The increase in employees
is part of a strategic initiative to increase the
capacity of the development department in order
to be even more proactive in the development of
a future-oriented software. Skyhost Aps have 19
employees, represented by 16 men and 3 women
at the turn of the year.
Duett Software Group AS has worked continuous-
ly through 2022 to ensure a common corporate
culture across the group. The company practices
a policy of equal treatment of employees and pro-
motes a positive working environment and sees
this as the key to being an attractive employer. No
accidents or injuries were registered in 2022. The
sickness absence rate for 2022 was 4,5% (4%).
To ensure that our employees reach their full
potential we encourage personal development
and learning by providing continuous training and
education. The Group also had an ongoing lead-
ership program in 2022 for a selected group of
employees. The program is designed to develop
talents who can take more responsibility in the
future.
EQUALITY REPORT
The right to equality is the right of all human
beings to be equal in dignity, to be treated with
respect and consideration and to participate on
an equal basis with others in the work life. We
work actively, purposefully and systematically
to promote equality and prevent discrimination
on the basis of gender, pregnancy, maternity or
adoption leave, caregiving duties, ethnicity, reli-
gion, beliefs, disability, sexual orientation, gender
identity, gender expression, or combinations of
these grounds. The topic of gender equality and
discrimination work is a working area for the
working environment committee in the company.
8
The work on gender equality includes recruit-
ment, pay and working conditions, promotions,
development opportunities, facilitation and the
possibility of combining work and family life. In
connection with the recruitment of staff, candi-
dates are selected on the basis of the qualifica-
tion principle and all announcements are free of
discriminatory variables.
CHRO and CEO have reviewed all the companies’
guidelines in the various personnel policy areas.
This is also followed up by HR through ongoing
follow-up work throughout the year.
ANALYSIS
To ensure our efforts to promote equality and
prevent discrimination, analyses are carried out
at least four times a year. This is in connection
with year-end, annual salary adjustments and
reports to our owners. An employee survey has
been conducted. We also decided that the annual
employee survey will be followed up with three
smaller surveys throughout 2023. This means
that from 2023, one main survey and three pulse
surveys will be conducted to get an even better
picture of our employees’ job satisfaction.
To further strengthen the analysis work, a new
HRIS solution has been procured and will be im-
plemented January 2023. This HR system gives
us better capacity to make data-driven analyses,
assessments and decisions that support our
equality work.
WHISTLEBLOWER
We have also made it possible for employees
to report censurable conditions in a simple and
responsible manner through a whistleblowing
solution to Ernst & Young AS.
EMPLOYMENT CONDITIONS
We have a clear policy for our employees to be
offered permanent full-time positions. In 2022, we
had no temporary employees and only 8% of the
employees had a part-time position. Men make
up 70% of the part-time positions. The part-time
positions are voluntary. Our employees also have
access to comprehensive health insurance that
ensures our employees good health services
in physical and mental health. In the autumn of
2022, we started to provide a new low-threshold
service within mental health care.
GENDER BALANCE
As with other tech companies, we have a to low
percentage of women. The total gender balance
in the company was 25,6% women and 73,4 %
men. Although we strive to create a good gender
balance, female candidates do not appear in our
recruitment processes for technical positions.
The board of Duett Software Group AS has con-
sisted of four members, 1 of whom were women.
SALARY BALANCE
Our Salary Policy stipulates that the determina-
tion and adjustment of pay must consider the
following aspects:
1. The company’s financial situation
2. Competition in the recruitment market
3. The qualification of the employee or
candidate
4. The employee’s performance
5. Feedback from the employee
In order to carry out an objective analysis of the
gender balance in terms of pay, the positions are
classified based on five levels (Individual Contrib-
utor 1-5). The IC levels are based on the principle
in the salary policy that positions at each level
are assessed based on the same criteria (com-
petition in the recruitment market, qualifications,
the extent to which the position is results-driven).
The management team is excluded due to few
leaders on the different management levels.
GOING-CONCERN ASSUMPTIONS
The Board of Directors confirms that the as-
sumption of a going-concern is met and that the
annual financial statements have been prepared
in accordance with this assumption.
9
Financial
results
Duett Software Group AS is the holding company
for the group and is owned by Duo Holdings AS.
Duo Holdings AS have presented consolidated
accounts in accordance with Norwegian GAAP
and for all practical purposes is the consolidated
accounts for Duo Holdings AS the same as Duett
Software Group AS. The main difference is bank
deposits in Duo Holdings AS.
2022
REVENUE
Total revenues for 2022 increased by 7,5% to NOK
264.3 million (NOK 245.9 million)
OPERATING EXPENCES
The total operating expences amounted to NOK
289.2 million (NOK 263.4 million).
The salary and personnel expences for 2022 was
NOK 84.1 million (73.0) which is up 15.2% com-
pared to 2021. Measured as a percentage of total
revenues for the whole group, salary and personnel
expences is stable with 29.7% in 2021 and 31.8% in
2022.
Depreciation and amortization increased from NOK
94.4 million in 2021 to NOK 100.8 million in 2022.
Other operating expences increased from NOK 17.7
million in 2021 to NOK 29.6 million in 2022.
NET FINANCE
Net finance for 2022 was negative NOK 37.7
million (NOK 27.9 million). Net finance both years
are primarily interest expences, and the increase
in interest expences was primarily due to higher
interest rate.
PROFIT AND LOSS AND INCOME TAXES
Loss before tax was NOK 62.6 million in 2022
compared to loss before tax of NOK 45.4 million in
2021. Income tax was a net benefit of NOK 8.2
million in 2022 compared to NOK 6.2 million in
2021.
Loss after tax was NOK 54.4 million
compared to NOK 39.3 million in 2021.
CASH FLOW
Cash flow from operating activities
Duett Group had a positive cash flow of NOK 55.9
million in the period between January and Decem-
ber 2022 compared to NOK 79.3 million in 2021.
Net cash flow from investments was NOK -23.7
million (NOK -118.5 million)
Duett Group acquired Skyhost Aps in Denmark in
April 2021 for total purchase price of NOK 164.6
million, of which NOK 102.8 was settled in cash and
NOK 61.8 million was settled in shares (see Note
22). Duett Group capitalized a total of NOK 21.7
of employee expences and consultancy related to
product development in 2022, compared NOK 19.3
million in 2021.
Net cash flow from financing activities in 2022 was
NOK -47.2 million (NOK 111.6 million)
Total cash and cash equivalents available at the end
of 2022 were NOK 58.8 million (NOK 73.0 million)
FINANCIAL POSITION
At the end of December 2022, Duett Software
Group AS’s total assets amounted to NOK 898.6
million (NOK 972.3 million). Non-current assets
amounted to NOK 815.2 million (NOK 876.9 million).
Current assets amount to a total value of NOK 83.4
million (NOK 95.4 million) of which NOK 58.8 million
(NOK 73.0 million) is cash and cash equivalents. Ac-
counts receivables amounted to NOK 14.5 million
(NOK 15.2 million).
At the end of December 2022, Duett Group’s
non-current liabilities amounted to NOK 572.8 mil-
lion (NOK 588.5 million). Of this, leasing obligations
represented NOK 15.5 million (NOK 19.7 million)
and were calculated in accordance with IFRS 16.
Current liabilities at the end of 2022 was NOK 71.1
million (NOK 83.3 million). Accounts payables
amounted to NOK 11.7 million (NOK 12.2 million).
Leases amounted to NOK 10.5 million (NOK 10.0
million). Prepaid revenue amounted to NOK 11.7
million (NOK 24.3 million). Other current liabilities at
the end of 2022 were NOK 22.9 million (NOK 20.2
million).
10
EQUITY
Total equity amounted to NOK 254.6 million (NOK
300.5 million). The equity ratio is 28.4% (30.9%). See
consolidated statement of changes in equity for
details.
HOLDING COMPANY
The company had an operating revenue of NOK
31.4 million (NOK 38.7 million), which for both years
are group contributions from subsidiaries. The oper-
ating profit for the year was NOK 28.2 million (NOK
36.0 million). Net financial items were negative by
NOK 33.1 million (NOK 24.8 million), while the profit
before tax was NOK -4.9 million (NOK 11.2 million)
and profit after tax was NOK -8.9 million (NOK 6.5
million).
DIVIDEND
The company is in an expansion phase where
investments in product, services and geographical
expansion are prioritized and the Board therefore
proposes that no dividends be paid for 2022.
RISK
The Group’s regular business activities involve
exposure to different types of risk. The group han-
dles such risks proactively and the Board regularly
analyzes its operations and potential risk factors
and takes steps to reduce risk exposure. The Group
has quality systems implemented in line with the
requirements that apply to the business. Financial
risk factors are discussed in Note 3.
The Board of Directors receives regular reports on
financial results from the Group. The Board consid-
ers that risk management and internal control of the
group is adequate in terms of the size and nature of
the business. According to the law, annual meetings
are held with the external auditor.
RESEARCH AND DEVELOPMENT
The company is developing its own software. The
company develops financial systems with func-
tionality adapted to different industries. The main
industries are agriculture, real estate, contractors
and craftsmen. Continuous development is crucial
to ensure competitiveness in the future and there-
by the basis of existence for the business. Carrying
value of own developed software at the end of
2022 was NOK 47.1 million (NOK 48.0 million),
which is the book value of self-developed software
from the balance sheet in the company accounts.
See note 12 for detailed information about capital-
ized and total costs for development.
OUTLOOK
This forward-looking statement reflects our current
view of the outlook based on how we view today’s
operating results. The outlook is subject to risk and
uncertainty as the views expressed relate to future
events and circumstances.
The group plans to continue its growth through
organic growth initiatives, cross-sell and geograph-
ic expansions opportunities in both Duett AS and
SkyHost ApS.
We will continue to focus on developing our own
innovative solutions that will modernize the way
the accounting industry performs its services. We
will also, through both proprietary solutions and
partnerships, further develop the range of services
that accountants can offer their customers in all
industries. In terms of merger and aquisitions, we
will continue to pursue interesting opportunities to
strengthen our geographic presence and expand
our solution offering.
11
Revenue
NOK 264.3
MILLIONS
RESEARCH AND
DEVELOPMENT
We are increasing the number of
employees in the development
department to increase competitive-
ness
No people have been laid off
temporarily during COVID,
which has been very impor-
tant for us as a company.
The operating profit
before deprecation
and amortization was
75.9 in 2022 vs 76.8
in 2021
NOK 75.9
MILLIONS
have increased to 264.3 in
2022 vs 245.9 in 2021
EFFECTS OF COVID AND A MORE UN-
STABLE WORLD SITUATION AS A RE-
SULT OF THE WAR IN UKRAINE
The period 2020 to 2022 have been extraordinary
because of the global pandemic and the war in
Ukraine. The unstable situation has led to more
uncertainty and changed framework conditions.
Although the situation has had little impact on
the group’s operations and performance, our
employees have been introduced to a completely
different working environment and employee
safety has been one of our most important focus
areas.
To ensure that we do our part to reduce the phys-
ical and psychological impact of the pandemic
on our employees, we have had a clear strategy
to take the necessary actions to avoid redundan-
cies and downsizing. We already had the digital
solutions required to continue our business as
usual. Working remotely highlighted the need
for adequate workspace, as well as the need for
social interaction with our colleagues.
No people have been laid off temporarily, which
has been very important for us as a group. We
did not want to create uncertainty, but rather
strengthen our commitment and show how we
value our most valuable resources —
our employees.
Tynset, April 20, 2023
Adam David Malinowsky
Chairman of the board
Maurice Andre Hernandez
Board member
Rachel Lee Spasser
Board member
Bjørnar Håkensmoen
Board member
Erik Harrell
CEO
12
We confirm that, to the best of our knowledge, the financial statements for the period from 1 January to 31
December 2022 have been prepared in accordance with applicable standards and give a true and fair view
of the Group’s assets, liabilities, financial position and results of operations. We confirm that the Board of
Directors report provides a true and fair view of the development and performance of the business and
the position of the group, together with a description of the key risks and uncertainty factors that they are
facing.
Declaration by the Board
of Directors
Tynset, April 20, 2023
Adam David Malinowsky
Chairman of the board
Maurice Andre Hernandez
Board member
Rachel Lee Spasser
Board member
Bjørnar Håkensmoen
Board member
Erik Harrell
CEO
13
Profit and loss
Consolidated statement of profit and loss Notes 2022 2021
Revenue 5 264 323 704 245 887 952
Materials, software and services 13 74 720 266 78 358 520
Salary and personell costs 6 84 131 275 73 008 517
Other operating expences 7,8 29 564 171 17 715 939
Depreciation and amortizations 11,12 100 827 931 94 359 279
Operating expences 289 243 642 263 442 255
Operating profit/loss(-) -24 919 938 -17 554 303
Finance income 9 1 010 019 27 906
Finance expences 9 38 721 185 27 952 607
Net finance -37 711 166 -27 924 701
Profit/loss(-) before tax -62 631 105 -45 479 004
Income tax expences 10 -8 219 220 -6 202 881
Profit/loss(-) after tax -54 411 885 -39 276 123
Attributable to:
Equity holders of the parent company -54 411 885 -39 276 123
Consolidated statement of other comprehensive income
Net profit/(loss) after tax
-54 411 885 -39 276 123
Items that will not be reclassified to profit and loss
Foreign currency translation differences - foreign operations 8 582 296 -102 131
Other comprehensive income for the period, net of tax 8 582 296 -102 131
Total comprehensive income for the period -45 829 589 -39 378 254
Attributable to:
Equity holders of the parent company -45 829 589 -39 378 254
14
Financial position
Consolidated statement of financial position
(Amounts in NOK)
Notes 2022 2021 1 January 2021
ASSETS
Non-current assets
Property and equipment 11 16 059 616 16 203 819 18 427 914
Intangible assets 12 346 648 079 408 811 246 366 495 458
Goodwill 12 429 461 301 424 906 555 342 561 676
Right of use assets 8 23 879 318 26 978 774 30 377 023
Other investments 2 501 2 501 2 501
Total non-current assets 816 050 815 876 902 894 757 864 571
Current assets
Inventory 1 482 607 1 865 154 215 369
Accounts receivables 15 14 460 781 15 204 740 9 260 467
Other receivables and prepayments 16 8 635 781 5 268 732 5 648 605
Cash and deposits 14 58 844 134 73 048 920 602 693
Total current assets 83 423 303 95 387 546 15 727 134
TOTAL ASSETS 899 474 119 972 290 441 773 591 705
15
EQUITY AND LIABILITIES Notes 2022 2021 1 January 2021
Equity
Share capital 19 3 493 200 3 493 200 3 000 000
Other paid in capital 368 770 887 368 770 887 307 499 987
Total paid in capital 372 264 087 372 264 087 310 499 987
Other equity and exchange differences
Other equity and exchange differences -117 592 647 -71 763 058 -32 384 804
Total other equity -117 592 647 -71 763 058 -32 384 804
Total equity 254 671 440 300 501 029 278 115 183
Non-current liabilities
Bonds 17 490 998 806 488 560 062 340 000 000
Lease liabilities 8 15 461 501 19 717 947 24 322 665
Deferred tax 10 66 369 115 80 178 317 66 580 556
Total non-current liabilities 572 829 422 588 456 326 430 903 221
Current liabilities
Credit facility 14 0 0 3 394 327
Accounts payables 11 763 137 12 179 632 8 968 922
Lease liabilities 8 10 460 740 9 969 760 8 428 605
VAT and other public taxes 10 532 271 13 648 154 8 152 052
Current tax payable 10 4 581 237 3 078 761 5 958 562
Prepaid revenue 5 11 709 220 24 289 113 19 491 461
Other current liabilities 18 22 926 653 20 167 665 10 179 373
Total current liabilities 71 973 257 83 333 086 64 573 302
TOTAL EQUITY AND LIABILITIES 899 474 119 972 290 441 773 591 705
Tynset, April 20, 2023
Adam David Malinowsky
Chairman of the board
Rachel Lee Spasser
Board member
Bjørnar Håkensmoen
Board member
Erik Harrell
CEO
Maurice Andre Hernandez
Board member
16
Cashflow
Consolidated statement of cashflows
(Amounts in NOK)
Notes 2022 2021
Operating activities
Profit/loss(-) before tax -62 631 105 -45 479 004
Taxes paid -5 245 972 -5 958 562
Depreciation and amortization 101 351 375 94 359 280
Net finance 37 711 166 27 924 698
Change in:
Trade receivables 985 932 -5 944 273
Inventory 476 801 -1 649 785
Trade payables -441 951 3 210 710
Prepaid revenue -12 983 210 4 797 652
Other net working capital -2 500 335 8 075 263
Cashflow operating activities 56 722 700 79 335 980
Investing activities
Capitalized development costs 12 -22 591 385 -19 274 454
Purchase of tangible and intangible assets -1 999 666 -1 396 365
Net paid cash in business combination 22 0 -97 841 502
Casflow investing activities -24 591 051 -118 512 321
Financing activities
Bonds 17 0 500 000 000
Expences related to establishment of bond 0 -13 051 154
Repayment of debt 17 0 -340 000 000
Payment of lease 8 -10 225 724 -9 545 733
Paid interest -36 953 009 -22 386 218
Net change credit facility 0 -3 394 327
Cashflow financing activities -47 178 733 111 622 568
Net change in cash and cash equivalents -15 047 084 72 446 227
Cash and cash equivalents at the beginning of period 73 048 920 602 693
Foreign currency translation differences for cash and cash equivalents 842 298 0
Cash and cash equivalents at end of period 58 844 134 73 048 920
17
Equity
Consolidated statement of changes in equty
(Amounts in NOK)
Note Share
capital
Other paid in
capital
Exchange
differences
Other equity Total Equity
Opening balance on January 1 2021 3 000 000 307 499 987 0 -32 384 804 278 115 183
New equity
493 200 61 270 900 0 0 61 764 100
Total comprehensive income for the period
0 0 -102 131 -39 276 123 -39 378 254
Closing balance on December 31 2021 22 3 493 200 368 770 887 -102 131 -71 660 927 300 501 029
New equity 0 0 0 0 0
Total comprehensive income for the period 0 0 8 582 296 -54 411 885 -45 829 589
Closing balance on December 31 2022 3 493 200 368 770 887 8 480 165 -126 072 812 254 671 440
18
NOTE 1
Corporate information
The Parent Company Duett Software Group AS with
Norwegian corporate identity number 923 311 459, is
a corporation domiciled in Norway with headquarter in
Tynset, Norway. The consolidated financial statements
include the company and its subsidiaries (together referred
to as the “Group”). The board of directors authorised for
issue the consolidated financial statements on 20
April 2022, to be approved by the general meeting.
Duett Software Group AS is the owner of Duett AS in
Norway and Skyhost Aps in Denmark. Duett Software
Group AS is owned by Duo Holdings AS. Duo Holdings
AS is owned by Accel-KKR together with management
and employees of Duett and Skyhost.
On 16 April 2021 The Group acquired 100% of the issued
share capital of Skyhost Aps. See note 22 for more
information. Going concern basis of accounting
The consolidated financial statements have been
prepared on a going concern basis.
COVID-19
Although Covid-19 has had little impact on the group’s
operations and performance, our employees have been
introduced to a completely different working environment
and employee safety has been one of our most important
focus areas during 2021 and 2022. To ensure that we do
our part to reduce the physical and psychological impact
of the pandemic on our employees, we have had a clear
strategy throughout 2021 and 2022 to take the necessary
actions to avoid redundancies and downsizing.
We already had the digital solutions required to continue
our business as usual. Working remotely highlighted the
need for adequate workspace, as well as the need for
social interaction with our colleagues. Our employees
are our most valuable resource, and no employee has
been laid off permanently or temporarily during 2021 and
2022.
“Our employees are our
most valuable resource,
and no employee has
been laid off permanently
or temporarily during
2021 and 2022”
19
NOTE 2
Summary of significant
Accounting Principles
2.1 BASIS FOR PREPARATION
The consolidated financial statement for Duett Software
Group AS have been prepared in accordance with
International Financial Reporting Standards and relevant
interpretations as adopted by the EU (“IFRS”) and the
Norwegian Accounting Act. The consolidated financial
statement is based on the IFRS mandatory accounting
standards effective 31 December 2022.
The consolidated financial statements are presented in
Norwegian kroner (NOK). NOK is the functional currency
of the parent company.
2.2 BASIS OF CONSOLIDATION
The consolidated financial statements comprise the
financial statements of the Parent Company and its
subsidiaries. Control is established when the Group is
exposed to, or has rights to, variable returns from its
involvement with the entity and has the ability to affect
those returns through its power over the entity.
Business combinations are accounted for by using the
acquisition method. Consolidation of a subsidiary begins
when the Group obtains control over the subsidiary and
ceases when the Group loses control of the subsidiary.
There is a presumption that if the Group has the majority
of the voting rights in an entity, the entity is considered as
a subsidiary. To support this presumption and when the
Group has less than a majority of the voting or similar
rights of an investee, the Group considers all relevant
facts and circumstances in assessing whether it has
power over the entity.
Intercompany transactions, balances and unrealized
gains on transactions between group companies are
eliminated. Unrealized losses are also eliminated unless
the transaction provides evidence of an impairment of
the transferred asset.
If the Group loses control over a subsidiary, it
derecognizes the related assets (including goodwill),
liabilities, non-controlling interest and other components
of equity, while any resultant gain or loss is recognised
in profit or loss. A change in the ownership interest of a
subsidiary, without a loss of control, is accounted for as
an equity transaction.
2.3 BUSINESS COMBINATIONS
AND GOODWILL
Business combinations are accounted for using the
acquisition accounting method. Acquisition-related
costs incurred are expensed and included in operating
expenses. The acquiree’s identifiable assets, liabilities
and contingent liabilities that meet the conditions for
recognition are recognized at their fair values at the
acquisition date and deferred tax assets and liabilities
which are recognized at nominal value.
Goodwill arising on acquisition is recognized as an asset
measured at the excess of the sum of the consideration
transferred, the fair value of any previously held equity
interests and the amount of any non-controlling interests
in the acquire over the net amounts of the identifiable
assets acquired and the liabilities assumed.
Any contingent consideration to be transferred by the
acquirer will be recognized at fair value at the acquisition
date. Subsequent changes to the fair value of the
contingent consideration which is deemed to be an
asset or liability will be recognized in the consolidated
statement of profit and loss as financial income or
expense. If the contingent consideration is classified
as equity, it will not be remeasured, and subsequent
settlement will be accounted for within equity.
If the business combination is achieved in stages, the fair
value of the Group’s previously held equity interest in the
acquire is remeasured to fair value at the acquisition date
through the consolidated statement of profit and loss.
2.4 REVENUE FROM CONTRACTS WITH
CUSTOMERS
Revenue is measured based on the consideration to
which the Group expects to be entitled in a contract
with a customer. The Group recognizes revenue when
it transfers control of a good or service to a customer.
Intercompany sales are eliminated.
20
CONSULTING SERVICES
The Group provides implementation and integration ser-
vices under consulting contracts with customers. These
services are mostly determined to be separate perfor-
mance obligations. Most contracts have a variable
pricing structure where the Group agrees to implement
and integrate software for a fixed hourly rate agreed
upon in the contract. Revenue is recognized as the ser-
vice is delivered and is based on over time. Invoicing is
done every month. The payment term is 10 days.
SOFTWARE AS A SERVICE (SAAS)
Software is provided over time to an end customer from
a Data Center managed by The Group. The obligations
in the SaaS contract are to offer a cloud-based access
to the software (owned by the Group), maintenance of
the utility of the software, including rights to updates
and future releases. The revenue is based on a fixed
price per client plus a variable price based on how many
transactions the different clients have. The revenue is
recognized in the period the clients have access and for
transactions revenue in the period the transaction took
place. The performance obligation is to stand-ready to
provide the access to the software (that is continuously
maintained and updated). Unspecified support is a sep-
arate performance obligation and is invoiced separately
based on price per hour. Invoicing is done every month
with pre- invoicing of the fixed price and post-invoicing
of transactions. Saas contracts have a notice period of 3
months, with no minimum purchase obligation.
The payment term is 10 days.
HOSTING SERVICES
Hosting services helps customers host and operate
their IT environments from the cloud. Hosting services
are delivered to customers on framework contracts
with duration 1-5 years, where revenue is calculated
based on price per user with no minimum purchase
obligation. Additional work above the agreed level is
considered normal consulting services. The Group
delivers an integrated set of services as defined in the
hosting service agreement. The customer receives
and consumes the benefits from the hosting services
as the Group performs under the contract. Therefore,
the performance obligation is satisfied over time and
revenue is recognized straight-line. The contracts are
quarterly pre-invoiced. The payment term is 10 days.
REVENUE FROM OTHER SERVICES
The Group to a limited extent provides maintenance
services, support services and application management
services under separate contracts, for a fixed fee. Reve-
nue is recognized as the service is performed. Invoicing
is done every month. The payment term is 10 days.
Revenue from sale of hardware
Revenue recognition takes place at the time control is
transferred to the buyer, which is the time of delivery.
DEFERRED REVENUE
Deferred revenue is a consequence of pre-invoicing the
hosting services quarterly.
2.5 GOVERNMENT GRANTS
Government grants are recognized when there is rea-
sonable assurance that the Group will comply with the
conditions attaching to the grants and that the grant
will be received. When the grants are related to items in
statement of profit and loss the grants is recognized in
statement of profit and loss. When the grant relates to an
asset, it reduces the carrying amount of the asset. The
grant is then recognized in profit or loss over the useful
life of the depreciable asset by way of a reduced depreci-
ation charge.
2.6 EMPLOYEE BENEFITS
The Group’s pension obligations vary between countries
depending on the local legislation and different pen-
sion systems. The Group only has defined contribution
retirement benefit plans. Defined contribution retirement
benefit plans are retirement plans where the company’s
payment obligations are limited to the fixed contribu-
tions. The retirement benefits for the individual employee
is dependent on the contributions paid to the retirement
plan or an insurance company by the employer, and the
return of capital invested in the retirement fund. Conse-
quently, it is the employee that holds the risk of return
(that the return will be lower than expected) and the risk
of the investment (the risk that the invested pension
provision will not be sufficient to cover expected retire-
ment compensation in the future). The obligations of the
Company related to payments of defined contribution
retirement plans are expensed in the statement of profit
and loss as they are earned by the employee for services
conducted on behalf of the employer during the period.
21
2.7 RESEARCH AND DEVELOPMENT COSTS
Expenditures on research and development costs that do
not meet the criteria for capitalization are expensed as
incurred. An intangible asset arising from development
is recognized only when it is probable that the expected
future economic benefits that are attributable to the
asset will flow to the entity, management has committed
itself to complete the asset, the technical feasibility of
completing the asset has been demonstrated and the
cost can be measured reliably. The software business in
the group is related to development and sale of access
to the software as a service. In Duett we work according
to flexible methods and all product development takes
place in iterations of 2-4 weeks, defined as a Sprint. De-
velopment activities eligible for capitalization are identi-
fied and coded as a specific N-Sprint. This assessment
is made by the product owner (PO) and in consultation
with the Chief Product Officer. Ongoing and periodic
efforts required to maintain the product are classified
as V-sprinters and represent activities that cannot be
capitalized. When tasks in a Sprint are defined, the time-
keeping system is updated with the current Sprint code
for the employees who will work with these tasks and
register hours according to this activity. After the end of
the Sprint and after the timekeeping has been completed,
the development manager checks the registered hours
against the relevant N-Sprint and this is compiled and
reported to the person responsible for accounting and
the Chief Financial Officer.
The cost of the internally generated self-developed
software comprise cost of employee benefits and
consultancy arising from the generation of the asset.
The development is done according to the scrum meth-
odology, which means that there is a continuous devel-
opment and launch.
The assets are amortized over their expected useful life
once the assets are available for use.
2.8 INCOME TAXES
Income taxes consists of current tax and deferred tax.
Current income tax assets and liabilities for the current
and prior periods are measured at the amount expected
to be recovered from or paid to the taxation authorities.
The tax rates and tax laws used to compute the amount
are those that are enacted or substantively enacted by
the end of the reporting period.
Deferred income tax asset and liability is recognized
using the liability method on temporary differences at
the statement of financial position date between the tax
bases of assets and liabilities and their carrying amounts
for financial reporting purposes. Deferred income tax is
recognized for all taxable temporary differences except
where the deferred income tax liability arises from the
initial recognition of goodwill.
A deferred tax asset is recognized to the extent that
is probable that future taxable profit will be available
against for which unused tax losses and unused tax
credits can be utilized. A deferred tax asset arising from
unused tax losses or tax credit is only recognized to the
extent that the entity has sufficient taxable temporary
differences or that there is convincing other evidence
supporting the utilization of the tax losses and tax
credits, including the impact of time restriction by local
tax authorities. The carrying amount of deferred tax
asset is reviewed at the end of each reporting period.
Deferred income tax assets and deferred income tax
liabilities are offset, when a legally enforceable right
exists to set off tax assets against income tax liabilities
and the deferred income taxes relate to the same taxable
entity or taxation authority.
2.9 PROPERTY AND EQUIPMENT
Property and equipment are stated at historical cost less
depreciation and impairment. Historical cost includes
expenditure that is directly attributable to the acquisition
of the items. Minor repairs and regular maintenance
costs are expensed in the period in which they occur.
The expected useful life and residual value, which are
used in the depreciation calculation of tangible assets,
are reviewed, and if necessary, adjusted annually. The
depreciation methods and periods used by the group are
disclosed in note 11.
2.10 INTANGIBLE ASSETS AND GOODWILL
2.10.1 Goodwill
Goodwill is measured at cost (residual) less accumulated
impairment losses.
A cash-generating unit to which goodwill has been allo-
cated is tested for impairment annually, and whenever
there is an indication that the unit may be impaired, by
comparing the carrying amount of the unit, including
the goodwill, with the recoverable amount of the unit. If
the carrying amount of the unit exceeds the recoverable
amount of the unit, an impairment loss is recognized.
22
2.10.2 Customer relationships, trade name and
developed technology
Customer relationships, trade name and developed
technology acquired in a business combination are
recognized at fair value at the acquisition date. Assets
from own development are capitalized at cost. Customer
relationships, trade name and developed technology
have a finite useful life and are carried at cost less
accumulated amortization and impairment. Amortization
is calculated using the straight-line method to allocate
the acquisition cost over their useful life. The estimated
useful lives are disclosed in note 11.
2.10.3 Impairment
The Group determine at least annually whether any
indication of impairment exists. Where an indicator
of impairment exists, an estimate of the recoverable
amount is made, which is considered the higher of the
fair value less costs to sell and value in use. Goodwill,
other intangible assets with indefinite useful lives and
intangible assets not yet ready for use are tested for
impairment annually, irrespective of whether there is any
indication of impairment.
2.11 FINANCIAL ASSETS AND LIABILITIES
The company has financial assets which primarily
consist of accounts receivables and other short term
receivables, accounts payables and bank deposits.
Financial assets are initially recognized at fair value,
except accounts receivables, then at amortized cost
using the effective interest method adjusted for
impairment.
2.11.1 Accounts receivables
Accounts receivables are initially measured at their
transaction price. The Group measures expected credit
losses based on historical information and specific
assessments of individual customers.
2.11.2 Accounts payables and other payables
Accounts payables and other payables are initially measured
at fair value and subsequently at amortized cost.
2.11.3 Cash and Cash equivalent
Cash and cash equivalents include cash at banks and on
hand and other short term highly liquid investments with
original maturities of three months or less.
2.11.4 Classifications
Non-current financial assets and non-current liabilities
consist of items expected to be settled more than twelve
months after the end of the reporting period. Current
financial assets and current financial liabilities consist
of amounts that are expected to be settled within twelve
months after the end of the reporting period.
2.12 RIGHT OF USE ASSETS AND LEASE
LIABILITIES
At the inception of a contract, the group assesses
whether the contract is, or contains, a lease. A contract
is, or contains, a lease if the contract conveys the right to
control the use of an identified asset for a period of time
in exchange for consideration.
At the lease commencement date, the Group recognizes
a lease liability and corresponding right-of-use asset for
all lease agreements in which it is the lessee, except for
low value assets where the Group recognizes the lease
payments as other operating expenses in the statement
of profit or loss when they incur. The Group measures
the lease liability at the present value of the lease pay-
ments for the right to use the underlying asset during the
lease term that are not paid at the commencement date.
Lease payments are discounted with the Group’s esti-
mated incremental borrowing rate as it cannot determine
the rate implicit in the lease. For existing lease agree-
ments there are no extension or termination options.
Consequently, the lease term represents the non-cancel-
lable period of the lease.
The lease liability is subsequently measured by increas-
ing the carrying amount to reflect interest on the lease
liability, reducing the carrying amount to reflect the lease
payments made and remeasuring the carrying amount
to reflect any reassessment. The Group presents its
lease liabilities as separate line items in the statement of
financial position. The Group measures the right-of use
asset at cost, less any accumulated depreciation and
impairment losses, adjusted for any remeasurement of
lease liabilities.
2.13 SEGMENTS
The Chief Operating Decision Maker (CODM) is currently
evaluated to be the Board of Directors (the Board) of
the Company. The Group has historically had only one
segment and the Board’s evaluation is that this has not
changed. There exists results from SkyHost ApS, but the
23
Board regards that these operating results have not been
regularly reviewed by the Board to make decisions about
resources to be allocated to the segment and assess its
performance.
The Board may evaluate the internal reporting going
forward, and the segment reporting may be changed in
later period.
NOTE 3
Financial risk
management objectives
and policies
The Group defines risk as all factors which could
have a negative impact on the ability of the Group to
achieve its business objectives. All economic activities
are associated with risk. The Group conducts risk
management at both a Group and company level, where
risks are evaluated in a systematic manner.
CURRENCY RISK
Part of the Groups business is in foreign currency, even
though the dominating business is in NOK. Translating
the financial position and statement of profit and loss of
Group companies into NOK creates a translation expo-
sure.
CREDIT RISK
Credit risks is the risk that counterparty will not meet
its obligations under a financial contract or customer
contract, leading to a financial loss. Maximum exposure
to credit risk equals the carrying value of financial assets
in the consolidated statement of financial position. In
average each customer have small amounts outstanding
and the losses have historically been very low.
24
INTEREST RATE RISKS
Interest rate risk is related to the risk the Group is
exposed to from changes in the market’s interest rate.
The Group’s main interest rate risk is related to the
interest rate on the bond loan which amounted to 500
MNOK at 31 December 2022. The loan carries a variable
interest rate based on the interbank rate (3 months) plus
5%. Any annualized increase/ decrease by 100 basis
point would increase/decrease the Groups interest
expense by 5 MNOK.
LIQUIDITY RISK
Liquidity risk is the potential loss arising from the Group’s
inability to meet its contractual obligations when due.
The Group monitors its risk of a shortage of funds using
cash flow forecasts. The Group has historically generated
net positive cash flow from operating activities.
NOTE 4
Critical accounting
estimates and
judgements in terms of
accounting policies
The preparation of the financial statements under IFRS
and the application of the adopted accounting policies
require that management make assessments, prepare
estimates and apply assumptions that affect the carrying
amounts of assets and liabilities, income and expens-
es. The estimates and the associated assumptions are
based on experience and other factors that are assessed
as being justifiable based on the underlying conditions.
Actual figures may deviate from these estimates. The
estimates and associated prerequisites are reviewed reg-
ularly. Changes in accounting estimates are recognized
in the period the estimates are revised if the change only
affects this period, or both in the period the estimates
change and in future periods if the changes affect both
the existing and future periods.
IMPAIRMENT
In accordance with the stated accounting policy, the
group annually tests whether goodwill has suffered any
impairment or more frequently for goodwill and other
assets if impairment indicators are identified. The recov-
erable amount of the assets and cash generating units,
including goodwill, has been determined based on value-
in-use calculations. These calculations require the use
of estimates. The value-in-use calculation is based on a
discounted cash flow model. The cash flows are derived
from the budgets for the next year and forecasts for the
following four years and do not include significant invest-
ments that will enhance the performance of the assets
being tested. The recoverable amount is most sensitive
to the discount rate used for the discounted cash flow
model, as well as the expected future net cash-inflows
(sensitive to estimates of sales and cost levels) and the
growth rate used for extrapolation purposes.
The annual impairment test of goodwill is performed at
operating segment level, as goodwill, profitability and
operational performance are being monitored at this
level. Currently, the Group’s evaluation is that it has only
one operating segment. The subsidiaries Duett AS and
SkyHos Aps are initially regarded as individual cash-
generating units (CGU). However, goodwill cannot be
allocated on a non-arbitrary basis to individual CGUs
within the operating segment. This is primarily because
of the expected significant synergies that was some of
the basis for the acquisition of SkyHost Aps. If goodwill
could have been allocated, or later are reallocated to the
individual CGUs, this may affect the impairment tests of
goodwill.
Further details about goodwill and impairment reviews
are included in note 12 Intangible assets.
25
BUSINESS COMBINATIONS
According to IFRS 3, Business Combinations are accounted
for according to the acquisition method. As of the
acquisition date, the acquirer shall recognize, separately
from goodwill, the identifiable assets aquired and the
liabilities assumed primarily initially measured at Fair
Value. Identification and measurement of intangible assets
requires judgement and use of assumptions and estimates.
An intangible asset is identifiable if it meets either the
separability criterion or the contractual-legal criterion.
For the acquisition of Skyhost Aps in 2021 and of Duett AS
in 2019 the following intangible assets have been identified:
• Trade name
The critical assumptions are the selected royalty
rate and the useful life.
• Developed technology
The critical assumptions are the selected
royalty and the useful life. The useful life is short
due to major changes in technology and the pace
of development in software.
• Customer relationships
The critical assumptions are rate of customer reten
tion, useful live, revenue growth rate of existing cus
tomers and increase in estimated operating margins.
Part of the consideration for the aquisition of SkyHost
ApS in 2021 was settled by issuance of shares in Duett
Software Group AS.
Further details about business combination in 2021 are
included in note 22 Business combinations.
USEFUL LIVES OF ASSETS
Many factors are considered in determining the useful
life of assets, including:
• the expected usage of the asset by the entity
• typical product life cycles for the asset and public
information on estimates of useful lives of similar
assets that are used in a similar way;
• technical, technological, commercial or other types
of obsolescence;
• the stability of the industry in which the asset oper
ates and changes in the market demand for the
products or services output from the asset;
• expected actions by competitors or potential
competitors;
• the level of maintenance expenditure required to
obtain the expected future economic benefits from
the asset and the entity’s ability and intention to
reach such a level;
• whether the useful life of the asset is dependent on
the useful life of other assets of the entity.
Estimates of useful lives affects depreciation and amor-
tization of property, equipment, right of use asset and
intangible assets. It also affects the carrying amounts of
these assets and the carrying amounts may be impaired.
Any changes in useful lives will affect depreciation and
amortization prospectively. Goodwill is not amortized.
The main recognized assets are intangible assets that
are partially own developed but primarily have been rec-
ognized through business combinations.
See note 11 and 12 for useful lives for each group of
assets and note 8 for right of use assets.
26
NOTE 5
Revenue
The market for the groups software and services are
related to Norway for the business of Duett and Denmark
for the business of Skyhost. Principles of revenue
recognition are stated in accounting principles Note 2.
The Group does not disclose aggregate amount of the
transaction price allocated to the performance obligations
that are unsatisfied (or partially unsatisfied) as of the
end of the reporting period. This is because there are
no contracts above one year with minimum contractual
obligations.
SEGMENT
There has not been any segment profit reporting as per
31 December 2022.
DISAGGREGATION OF REVENUE
In the following table revenue is disaggregated by
geography and primary service line. In presenting the
geographic information, revenue has been based on the
geographic location of legal entities.
Revenue 2022 2021
Norway 234 291 680 224 133 206
Denmark 30 032 024 21 754 746
Total revenue 264 323 704 245 887 952
Recurring revenue 238 153 317 220 368 460
Non-recurring revenue 26 170 387 25 519 492
Total revenue 264 323 704 245 887 952
SaaS 153 281 662 132 473 235
Other revenue 111 042 042 113 414 717
Total revenue 264 323 704 245 887 952
Prepaid revenue 2022 2021
Prepaid revenue 11 709 220 24 289 113
Prepaid revenue is related to prepayment for hosting
services. Customers are pre-invoiced quarterly in the
month before the quarter starts. All revenue that is
registered as pre-invoiced is taken to revenue next
quarter.
27
Specification of payroll expenses 2022 2021
Salary
82 205 461 69 849 514
Social security tax 8 093 131 6 665 646
Pension costs 5 891 156 4 326 963
Other personnel costs 3 527 802 2 581 331
Capitalized payroll expense -15 586 277 -10 414 937
Total payroll expense 84 131 275 73 008 517
Full time equivalents 2022 2021
Male 101 96
Female 33 34
Total 134 130
Management remuneration 2022 Board
remuneration
Salary Benefits in kind Pension cost Total
remuneration
Management
Bjørnar Håkensmoen (CEO) 0 2 308 188 232 956 165 756 2 706 900
Members of the board
Adam Malinowski 0 0 0 0 0
Maurice Hernandez 0 0 0 0 0
Rachel Spasser 0 0 0 0 0
Bjørnar Håkensmoen (see above) 0 0 0 0 0
Total remuneration 0 2 308 188 232 956 165 756 2 706 900
The CEO has a 6 months notice period and is entitled to a severance pay for 12 months in case of termination
by the company. There is no loans or collaterals or other benefits given to any employees.
Management remuneration 2021 Board
remuneration
Salary Benefits in kind Pension cost Total
remuneration
Management
Bjørnar Håkensmoen (CEO) 0 2 238 172 238 531 111 909 2 588 612
Members of the board
Adam Malinowski 0 0 0 0 0
Maurice Hernandez 0 0 0 0 0
Rachel Spasser 0 0 0 0 0
Bjørnar Håkensmoen (see above) 0 0 0 0 0
Total remuneration 0 2 238 172 238 531 111 909 2 588 612
The group meets the different local mandatory occupational pension requirement and operates defined contribution
retirement benefit plans for all qualifying employees of its subsidiaries in Norway and Denmark. The pension savings
involve a saving of 5%. The only obligation of the group with respect to retirement benefit plan is to make the
specified contributions.
NOTE 6
Employees, Salaries and other Compensation
28
2022 2021
Electricity 2 923 874 1 548 366
Cleaning and renovation 841 835 580 910
Software own use 3 934 879 1 769 771
External consultants, ref text below 13 366 671 18 725 240
Capitalized part of external consultants -7 005 113 -8 859 513
Other 15 502 025 3 951 165
Total other operating expenses 29 564 171 17 715 939
Including audit fee, see specification below.
Approximately 5 mnok in external consultants 2021 is due to expenced aquisition-related costs. Skyhost was not part of the group in
2020 and is partly the reason for increased costs.
Specification of audit fees Statutory audit
fee
Other assurance
services
Tax services Other services Total
2022
KPMG AS 1 129 863 - - 52 800 1 182 663
2021
KPMG AS 395 996 - - 232 029 628 025
395 996 0 0 232 029 628 025
The amounts in the tables for audit fees are the amounts expensed 2021 and 2022. Amounts presented exclude VAT. Increased other
services from auditor is due to IFRS and bond loan.
NOTE 7
Other operating expences
29
Overview of changes to right of use assets and lease liabilities Right-of-use
assets
Lease liabilities
Opening balance 1 January 2022 26 978 774 29 687 707
Payments 0 (11 448 395)
Depreciation (9 559 714) 0
Additions 6 246 981 6 246 981
Interest 0 1 222 671
Other / exchanges differences 213 277 213 277
Balance per 31 December 2022 23 879 318 25 922 241
Opening balance 1 January 2021 30 377 023 32 751 269
Payments 0 (11 041 885)
Depreciation (9 880 420) 0
Additions 6 256 361 6 256 361
Interest 0 1 496 152
Other / exchanges differences 225 810 225 810
Balance per 31 December 2021 26 978 774 29 687 707
Maturity analysis: contractual, undiscounted cashflows 31 December
2022
31 December
2021
Current liabilities
- Less than one year
11 429 315 11 085 622
Non-current liabilities
1-2 years 8 058 744 10 072 893
2-3 years 3 178 037 6 486 315
3-4 years 2 055 158 1 883 539
4-5 years 1 796 772 730 978
More than five years 1 516 665 1 879 560
Total 28 034 691 32 138 907
Amounts recognized in the consolidated statement of profit and loss 2022 2021
Depreciation 9 559 714 9 880 420
Interest expense 1 222 671 1 496 494
Total 10 782 385 11 376 914
Amounts recognized in statement of cashflows 2022 2021
Interest payments 1 222 671 1 496 152
Payments of principal 10 225 724 9 545 733
Total lease payments 11 448 395 11 041 885
The expence relating to leases with low value 2022 2021
Low value 68 636 45 574
NOTE 8
Leases - Right of use assets and lease liability
30
Right-of-use assets specified by type Premises/
builidings
Equipment and
machinery
Total
Balance per 1 January 2022 9 584 809 17 393 965 26 978 774
Depreciation (2 352 110) (7 207 604) (9 559 714)
Additions 4 873 861 1 373 120 6 246 981
Other / exchanges differences 76 599 136 678 213 277
Balance per 31 December 2022 12 183 159 11 696 159 23 879 318
Balance per 1 January 2022 5 974 998 24 402 025 30 377 023
Depreciation (2 133 759) (7 746 660) (9 880 419)
Additions 5 546 713 709 647 6 256 360
Other / exchanges differences 196 857 28 953 0
Balance per 31 December 2022 9 584 809 17 393 965 26 978 774
The leasing agreements for equipment and machinery are agreements to lease hardware to the data center and the rental period is from
3-5 years. Lease contracts for premises/buildings relates to the business premises in Elverum, Stjørdal and Folldal. There are no options
to extend or purchase after the leasing period. There are no restrictions or covenants in the agreements.
NOTE 9
Financial income and expences
Specification of finance income 2022 2021
Interest income 1 010 019 27 909
Net currency gain 0 0
Other financial income 0 0
Total finance income 1 010 019 27 909
Specification of finance expences
2022 2021
Interest expenses 38 721 185 27 952 607
Net currency loss 0 0
Other financial expenses 0 0
Total finance expenses 38 721 185 27 952 607
31
Income tax expense in the consolidated statement of income 2022 2021
Income tax payable 6 545 830 3 078 763
Changes in deferred tax / deferred tax asset -14 765 050 -9 281 645
Total income tax expense -8 219 220 -6 202 882
Tax expense on Total comprehensive Income for the period -8 219 220 -6 202 882
Reconciliation from nominal to effective tax rate 2022 2021
Profit/loss(-) before tax -62 631 105 -45 479 001
Estimated tax expense with nominal tax rate, 22% of profit before tax (22%) -13 778 843 -10 005 380
Tax effect of the following items:
Unrecognised deferred tax assets related to interest deduction carried forward 5 105 487 1 959 009
22% of net permanent differences 454 136 1 843 489
Total income tax expense -8 219 220 -6 202 882
Effective tax rate 13,12% 13,64%
Temporary differences
Specifications of temporary differences on wich deferred tax is recognised 2022 2021
Property, plant and equipment -4 165 835 -4 285 141
Intangible assets 299 069 900 360 798 523
Accounts receivables -150 000 -804 936
Pensions 12 947 7 446
Bond 8 953 706 11 439 938
Right of use assets 23 879 318 26 978 774
Lease liabilities -25 922 241 -29 687 707
Interest deduction carried forward 0 0
Tax increasing temporary differences 301 677 795 364 446 897
Deferred tax liability 66 369 115 80 178 317
Changes in deferred tax 2022 2021
Opening balance at 1 January 80 178 316 66 580 556
Recognised in current year's profit -14 765 050 -9 281 645
Deferred tax on new subsidiaries 0 22 879 406
Exchange differences opening balance deferred tax 955 849 0
Balance at 31 December 66 369 115 80 178 317
Deferred tax on new subsidiaries is related to deferred tax in Skyhost. The group has at 31 December 2022 a interest deduction carried
forward of NOK 32.111.346 on which deferred tax assets have not been recognized due to uncertainty related to time of deduction. This
is a change in deferred tax for 2021 and 2022, ref the specification of temporary differences above. The deduction period is limited to 10
years.
NOTE 10
Taxes
32
2021 Land and
buildings
Equipment and
machinery
Total
Cost
Costs at 1 January 13 208 575 8 641 478 21 850 053
Additions through business combinations 22 182 22 182
Additions during the year 1 373 922 1 373 922
-
Acquisition cost per 31 December 13 208 575 10 037 582 23 246 157
Depreciation
Opening balance 1 January 836 072 2 586 067 3 422 139
Depreciation during the year 775 260 2 844 939 3 620 199
Accumulated depreciation disposals -
Total depreciation per 31 December 1 611 332 5 431 006 7 042 338
Book value per 31 December 11 597 243 4 606 576 16 203 819
Useful life- years 15-20 3-5
Depreciation schedule Straight line Straight line
No impairment indicators have been identified for property, plant and equipment and therefore no full impairment
test has been performed in 2020 for these specific balances.
NOTE 11
Tangible assets
Property and equipment:
2022
Land and
buildings
Equipment and
machinery
Total
Cost
Costs at 1 January 13 208 575 10 037 582 23 246 157
Additions through business combinations - - -
Additions during the year 1 314 008 685 656 1 999 664
Acquisition cost per 31 December 14 522 583 10 723 238 25 245 821
Depreciation
Opening balance 1 January 1 611 332 5 431 006 7 042 338
Depreciation during the year 774 938 1 368 929 2 143 867
Total depreciation per 31 December 2 386 270 6 799 935
9 186 205
Book value per 31 December 12 136 313 3 923 303 16 059 616
Useful life- years 15-20 3-5
Depreciation schedule Straight line Straight line
No impairment indicators have been identified for property, plant and equipment and therefore no full impairment
test has been performed in 2021 for these specific balances.
33
NOTE 12
Intangible assets
2022 Trade name Aquired
developed
technology
Self-developed
technology
Customer
relations
Goodwill Total
Cost
Costs at 1 January
30 900 000 119 000 000 79 440 324 328 000 000 424 906 555 982 246 879
Additions during the year 21 731 901 21 731 901
Additions through business
combinations
-
Disposals at cost -
Acquisition cost per 31 December 30 900 000 119 000 000 101 172 225 328 000 000 424 906 555 1 003 978 780
Depreciation
Opening balance 1 January 2 167 481 70 967 983 31 427 602 43 966 012 - 148 529 078
Amortization during the year 1 294 416 38 947 268 24 388 429 24 492 382 89 122 496
Exchange differences 15 829 297 614 - 211 162 524 605
Total depreciation per 31 Dec. 3 477 726 110 212 865 55 816 031 68 669 557 - 238 176 179
Exchange differences 187 354 - 856 948 3 848 247 4 554 746
Book value per 31 December 27 609 627 8 787 135 46 213 142 263 178 690 429 461 301 775 249 896
Useful life- years 10/30 3 3 13 0
Amortization schedule Straight line Straight line Straight line Straight line None
2021 Trade name Aquired
developed
technology
Self-developed
technology
Customer
relations
Goodwill Total
Cost
Costs at 1 January 27 000 000 97 000 000 60 165 876 250 000 000 342 561 676 776 727 552
Additions during the year 19 274 448 19 274 448
Additions at purchase date 3 900 000 22 000 000 78 000 000 82 746 550 186 646 550
Disposals at cost -401 671 (401 671)
Acquisition cost per 31 December 30 900 000 119 000 000 79 440 324 328 000 000 424 906 555 982 246 879
Depreciation
Opening balance 1 January 974 990 33 138 433 12 723 682 20 833 312 - 67 670 417
Amortizaton during the year 1 192 491 37 829 550 18 703 920 23 132 700 80 858 661
Accumulated amortization disposals -
Total depreciation per 31 Dec. 2 167 481 70 967 983 31 427 602 43 966 012 - 148 529 078
Book value per 31 December 28 732 519 48 032 017 48 012 722 284 033 988 424 906 555 833 717 801
Useful life- years 30 3 3 13 0
Amortization schedule Straight line Straight line Straight line Straight line None
Useful life is for technology calculated to 3 years due to in general rapid technological development. Self-developed technology is related
to booked amounts in the company accounts.
34
Development cost vs
activation
2022 2021
Research and develop-
ment costs
41 770 657 34 641 811
Capitalized costs 22 591 389 19 274 450
Capitalized percentage 54,1 % 55,6 %
Research and development expences is the total of per-
sonell related expences, consultancy expences and other
expences related to research and development. The
Group report this number in the internal reporting.
IMPAIRMENT TESTING
Goodwill and intangible assets in the consolidated
financial position are mainly derived from excess
value following the aquisitions of Duett AS in 2019 and
Skyhost Aps in 2021. Recognized goodwill amounts to
NOK 429,461,301 as of December 31, 2022. Goodwill is
tested for impairment prior to preparation of the annual
accounts. The test is performed annually and when there
are indications of impairment. There were no impairment
indications during 2022.
The recoverable amount has been determined estimating
their value in use and compared to the carrying amounts.
The calculation has been based on managements best
estimate. The discount rates are derived as the cost
of capital for a similar business in the same business
environment.
The annual impairment test of goodwill is performed at
operating segment level, as goodwill, profitability and
operational performance are being monitored at this
level. Currently, the Group’s evaluation is that it has only
one operating segment. The subsidiaries Duett AS and
SkyHos ApS are initially regarded as individual cash-
generating units (CGU). However, goodwill cannot be
allocated on a non-arbitrary basis to individual CGUs
within the operating segment. This is primarily because
of the expected significant synergies that was some of
the basis for the acquisition of SkyHost ApS. If goodwill
could have been allocated, or later are reallocated to the
individual CGUs, this may affect the impairment tests of
goodwill. There were no impairment indications during
2022 for neither goodwill or intangible assets.
CASH FLOW PROJECTIONS AND
ASSUMPTIONS
The budget for 2022 and a forecast for the following four
years plus a terminal value was used to determine net
present value. Discounted cash flows were calculated
after tax and applying the WACC (Weighted Average Cost
of Capital). Risk associated with cash flows is taken into
account in the WACC. Estimated cash flows covering the
period 2023-2027 consists of assumptions for 2023 and
beyond, see below for details. The cash flow projections
have been extrapolated based on expected growth rates
based on historical experiences and future expectations.
KEY ASSUMPTIONS FOR THE VALUE IN USE
CALCULATIONS
Risk free interest rate 3%
Risk premium 8.0%
Equity Beta 1
Tax rate 22%
WACC 11%
FORECAST ASSUMPTIONS
The cashflow projections is based on the following key
assumptions:
• The growth rate used to extrapolate cash flow
projections beyond the period covered by the most
recent budgets and forecasts of 2%
• A growth rate from SaaS revenue of 20% per year
for the forecast period which is in line with the
historical growth rate
• A growth rate from other revenue elements of 1-3%
per year that is in line with the price index
• A growth in sales and marketing expences of 10%
per year
• A growth in other expences from 3-15% per year
We do not see that there is a reasonably possible change
in a key assumption on which management has based
its determination of the group’s recoverable amount,
which will lead to the group’s book value exceeding the
recoverable amount.
35
NOTE 13
Cost of materials, software and licenses
NOTE 14
Cash, cash equivalent and credit facility
NOTE 15
Accounts receivables
2022 2021
Software and licences 68 363 010 61 582 739
Hardware for sale 4 925 625 7 611 608
Other costs 1 431 631 9 164 173
Total cost of materials, software and licenses 74 720 266 78 358 520
31 December 2022 31 December 2021 1 January 2021
Bank deposits 58 844 134 73 048 920 602 693
Total cash and deposits 58 844 134 73 048 920 602 693
Credit facility 0 0 3 394 327
Limit credit facility 35 000 000 35 000 000 35 000 000
Total available liquidity 93 844 134 108 048 920 32 208 366
The group has a credit facility of 35 mnok.
31 December 2022 31 December 2021 1 January 2021
Accounts receivables 15 300 141 16 010 222 9 560 467
Provision for bad debt 839 361 805 482 300 000
Total accounts receivables 14 460 781 15 204 740 9 260 467
Trade receivables - ageing 31 December 2022 31 December 2021 1 January 2021
Not due 12 289 979 7 729 878 4 094 159
1–30 days past due 733 778 7 737 134 4 951 989
31–60 days past due 409 149 124 458 60 175
61–90 days past due 242 979 34 078 51 357
More than 90 days past due 1 035 051 404 369 402 787
Total trade receivables 14 710 935 16 029 917 9 560 467
Trade receivables
denominated in currency
31 December 2022 31 December 2021 1 January 2021
NOK 7 547 428 10 751 078 9 560 467
DKK 7 163 507 5 278 839 0
Other currency 0
Total trade receivables 14 710 935 16 029 917 9 560 467
36
NOTE 16
Other receivables and prepayments
NOTE 17
Borrowings
Non-current receivables Current receivables
31 December
2022
31 December
2021
1 January
2021
31 December
2022
31 December
2021
1 January
2021
Prepaid expenses 0 0 0 7 349 090 4 971 396 5 358 159
Other receivables 0 0 0 1 286 691 297 336 290 446
Total other receivables
and prepayments 0 0 0 8 635 781 5 268 732 5 648 605
The current prepaid expences is accrual of costs related to normal business.
Non-current receivables Current receivables
Interest-bearing liabilities 31 December
2022
31 December
2021
1 January
2021
31 December
2022
31 December
2021
1 January
2021
Credit facility 0 0 0 0 0 3 394 327
Borrowings from credit institutions 0 0 340 000 000 0 0 0
Bond 490 998 806 488 560 062 0 0 0 0
Total borrowings 490 998 806 488 560 062 340 000 000 0 0 3 394 327
31 December 2022 31 December 2021 1 January 2021
Interest-bearing liabilities
Currency
amount
NOK
amount
Currency
amount
NOK
amount
Currency
amount
NOK
amount
NOK 490 998 806 490 998 806 488 560 062 488 560 062 343 394 327 343 394 327
Total borrowings 490 998 806 490 998 806 488 560 062 488 560 062 343 394 327 343 394 327
Debt Type Currency Facility limit Interest rate Year of maturity
Bond holders Bond NOK 1 500 000 000 Nibor+ 5% 2026
Sparebank 1 Østlandet Revolving redit facility NOK 35 000 000 5,77%
In April 2021 the group refinanced the longterm debt by
issuing a bond with a nominal value of 500 mnok. The
difference between nominal value and booked value is
related to costs for establishing the bond. There is nomanda-
tory repayment of nominal value before maturity date.
The non-current financing from Sparebank 1 Østlandet
were repaid by 340 mnok as part of this process.
The Issuer has resolved to issue a series of Bonds up to
the Maximum Issue Amount of NOK 1,500,000,000. The
37
Bonds may be issued on different issue dates and the
Initial Bond Issue were in the amount of NOK 500,000,000.
The Issuer may at one or more occasions issue Additional
Bonds until the Nominal Amount of all Additional Bonds
equals in aggregate the Maximum Issue Amount less the
Initial Bond Issue. Each Tap Issue will be subject to iden-
tical terms as the Bonds issued pursuant to the Initial
Bond Issue. It is a prerequisite that the conditions in the
incurrence test are met.
The bond is listed on the Oslo Stock Exchange and as of
31.12.2022 has a market value per bond of NOK 93,75
compared to the nominal value of NOK 100.
PAYMENT OF INTEREST
The interest cost for the bond is paid quarterly in the first
half of the first month in the quarter. Therefore, there is
accrued interest cost in the statement of financial position.
VOLUNTARY EARLY REDEMPTION
- CALL OPTION
(a) The Issuer may redeem all or some of the Out-
standing Bonds (the “Call Option”) on any Business
Day from and including:
(i) the Issue Date to, but excluding, the First Call Date
(24 months after the issue date) at a price equal to
the Make Whole Amount;
(ii) the First Call Date to, but excluding, the Interest
Payment Date in October 2023 at a price equal to
103.24 of the Nominal Amount (the “First Call
Price”) of the redeemed Bonds;
(iii) the Interest Payment Date in October 2023 to, but
excluding, the Interest Payment Date in April
2024 at a price equal to 102.70 percent of the
Nominal Amount of the redeemed Bonds;
(iv) the Interest Payment Date in April 2024 to, but
excluding, the Interest Payment Date in October
2024 at a price equal to 102.16 percent of the
Nominal Amount of the redeemed Bonds;
(v) the Interest Payment Date in October 2024 to, but
excluding, the Interest Payment Date in April
2025 at a price equal to 101.62 percent of the
Nominal Amount of the redeemed Bonds;
(vi) the Interest Payment Date in April 2025 to, but
excluding, the Interest Payment Date in October
2025 at a price equal to 101.08 percent of the
Nominal Amount of the redeemed Bonds;
(vii) the Interest Payment Date in October 2025 to, but
excluding, the Interest Payment Date in January
2026 at a price equal to 100.54 percent of the
Nominal Amount of the redeemed Bonds; and
(viii) the Interest Payment Date in January 2026 to, but
excluding, the Maturity Date at a price equal to
100.00 percent of the Nominal Amount of the
redeemed Bonds.
The call option is an embedded derivative, evaluated to
have a fair value that approximates zero.
FINANCIAL UNDERTAKINGS (COVENANTS)
There is no compliance covenants.
INCURRENCE TEST
The Incurrence Test is met if the Leverage Ratio (Debt/
EBITDA) is equal to or lower than:
(a) 5.50, from and including the Issue Date to, but
excluding, 12 April 2023;
(b) 5.00, from and including 12 April 2023 to, but
excluding, 12 April 2024; and
(c) 4.50, from and including 12 April 2024 to, but
excluding, the Maturity Date,
This test is carried out every quarter and for any extension
of the bond. The incurrence test shows a value of 6.4 as
of 31.12.2022. This test is only relevant for extension of
the bond and is not a compliance covenant for excisting
bond.The test is based on consolidated figures for Duett
Software Group AS.
SECURITY AND GUARANTEES
As Security for the due and punctual fulfilment of the
Secured Obligations the following security is provided:
* all the shares in Duett Software Group AS
* all the shares owned by a Group Company
* trade receivables of each group Company
* any intercompany loan made to any Group Company
* any subordinated Loan, and
* guarantees from each group Company, which shall
constitute senior obligations of such Material Group
Company
38
NOTE 18
Other current
liabilities
2022 2021
Accrued wages and holiday pay 9 341 169 7 033 848
Accrued interest costs 8 947 852 6 266 666
Other accruals 4 637 632 6 867 150
Total other current liabilities 22 926 653 20 167 664
NOTE 19
Share capital
Share capital Number of shares Nominal price per share Total nominal amount
1 January 2021 30 000 100 3 000 000
31 December 2021 34 932 100 3 000 000
31 December 2022 34 932 100 3 493 200
The shareholders of Duo Bidco AS Number of shares Company affiliation Ownership
Duo Holdings AS 34 932 Holding company 100 %
All shares issued are fully paid and there is no restrictions related to the shares.
NOTE 20
Related parties
Related parties for Duett Software group are shareholders ( note 19 ), subsidiaries (note 1) and CEO and board members
(note 6 ). Intercompany balances and transactions between consolidated companies are eliminated in consolidated
figures and are not included in this disclosure. There have been no transactions or balances between related parties
in 2022 or 2021 except remuneration as described in note 6.
39
NOTE 21
Risk management
Credit risk
Loss on receivables are recognized as displayed below; 2022 2021
Loss on trade receivables 121 322 97 095
The loss above is the actual loss on trade receivables
and is not related to provision for loss.
FOREIGN CURRENCY RISK
The group have historically had their revenues in one
currency. After the aquisition of Skyhost in April 2021
there is revenues in DKK as well, but Duett and Skyhost
have revenues from their domestic market and in local
currency. The foreign currency risk the group is left with
is the currency effects on consolidation.
CREDIT RISK
Historically the credit loss have been very low for the
group, ref above. We do not consider the credit risk to be
material now or in the near future. See note 15 for more
details for accounts receivables.
INTEREST RATE RISK
The interest rate on the bond financing is NIBOR plus
5%. The risk for the group is the variation in NIBOR. The
effect for the group will, with a change in NIBOR of 1%,
be 5 mnok on a yearly basis.
LIQUIDITY RISK
The group had an available liquidity of NOK 108.048.920
per January 1, 2022. The group is generating a positive
cashflow every month and the cashflow have to de-
crease below 0 over time to make liquidity a material risk.
This is not very likely and we do not consider the liquidity
risk to be material now or in the near future. The nominal
value of the bond of 500 mnok have maturity date in April
2026. There is no repayment before maturity date. The
interest for the bond is paid quarterly. See note 17 for
more details for the bond.
Maturity analysis for financial liabilities less than 1 year 1-2 years 2-3 years 3-4 years 4-5 years
Interest bond 41 300 000 41 300 000 41 300 000 11 541 370
Repayment bond 500 000 000 0
Lease 11 429 315 8 058 744 3 178 037 2 055 158 1 796 772
Accounts payables 11 206 811
VAT and other public taxes 10 535 832
Tax payable 3 724 721
Other current liabilities 21 615 710
Total financial liabilities 99 812 389 49 358 744 44 478 037 513 596 528 1 796 772
40
NOTE 22
Business combinations
On April 16 2021 The Group acquired 100% of the issued share capital of Skyhost Aps. Details are provided in note 22
in the 2021 Financial statements.
NOTE 23
Subsequent events
After the reporting period ended on 31 December 2022 and up to the date these consolidated financial statements
have been approved for issue, no events have been identified that require disclosure.
KPMG AS
Vangsveien 73
N
-2317 Hamar
Telephone +47 45 40 40 63
Internet www.kpmg.no
Enterprise 935 174
627 MVA
To the General Meeting of Duett Software Group AS
Independent Auditor’s Report
Report on the Audit of the Financial Statements
Opinion
We have audited the financial statements of Duett Software Group AS, which comprise:
• the financial statements of the parent company Duett Software Group AS (the Company),
which comprise the ”Balanse” as at 31 December 2022, ”Resultatregnskap” and
”Kontantstrømoppstilling” for the year then ended, and notes to the financial statements,
including a summary of significant accounting policies, and
• the consolidated financial statements of Duett Software Group AS and its subsidiaries (the
Group), which comprise the consolidated statement of financial position sheet as at 31
December 2022, the consolidated statement of profit and loss, consolidated statement of
changes in equity and consolidated statement of cash flows for the year then ended, and
notes to the financial statements, including a summary of significant accounting policies.
In our opinion
• the financial statements comply with applicable statutory requirements,
• the financial statements give a true and fair view of the financial position of the Company as at
31 December 2022, and its financial performance and its cash flows for the year then ended in
accordance with Norwegian Accounting Act and accounting standards and practices generally
accepted in Norway, and
• the consolidated financial statements give a true and fair view of the financial position of the
Group as at 31 December 2022, and its financial performance and its cash flows for the year
then ended in accordance with International Financial Reporting Standards as adopted by the
EU.
Our opinion is consistent with our additional report to the Board of Directors.
Basis for Opinion
We conducted our audit in accordance with International Standards on Auditing (ISAs). Our
responsibilities under those standards are further described in the Auditor’s Responsibilities for the
Audit of the Financial Statements section of our report. We are independent of the Company and the
Group as required by relevant laws and regulations in Norway and the International Ethics Standards
Board for Accountants’ International Code of Ethics for Professional Accountants (including
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International Independence Standards) (IESBA Code), and we have fulfilled our other ethical
responsibilities in accordance with these requirements. We believe that the audit evidence we have
obtained is sufficient and appropriate to provide a basis for our opinion.
To the best of our knowledge and belief, no prohibited non-audit services referred to in the Audit
Regulation (537/2014) Article 5.1 have been provided.
We have been the auditor of the Company for 3 years from the election by the general meeting of the
shareholders on 31 August 2020 October for the accounting year 2020.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in
our audit of the financial statements of the current period. These matters were addressed in the
context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we
do not provide a separate opinion on these matters.
Identification of indicators and Impairment of Intangible assets and Goodwill
Reference is made to Note 2.10 Intangible assets and goodwill, Note 4 Critical accounting estimates
and judgements in terms of accounting policies Note 12 Intangible assets
The Key Audit Matter
How the matter was addressed in our audit
The group has recognized NOK 429 million in
Goodwill and NOK 346 million in intangible
assets as of 31st December 2022. Out of the
NOK 346 million in intangible assets, NOK 47
million is self-developed technology recognized
based on an assumption of future economic
benefit. The remaining NOK 299 million of
intangible assets are previously acquired
through business combinations.
The intangible assets are amortized based on
their useful life and are subject of impairment
test to the extent an indication of impairment has
been identified. The identification process is
important to ensure intangible assets are
reflected appropriately. The process includes
elements of judgement and consideration of
internal and external factors.
Goodwill of NOK 429 million are recognized
from previous transactions. Goodwill is not
amortized in accordance with IAS 36, but
subject of an annual impairment test. The group
has performed a value in use calculation to
determine the recoverable amount. This is
based on the most recent budget and a future
growth assumption, discounted with the Group
WACC.
Performance of annual impairment test of
Goodwill consist of several judgements and are
highly dependent on managements
assumptions.
The judgements described in the preceding
paragraphs combined with the material amounts
involved makes the identification of impairment
Our procedures include among other
• Made inquiries of management regarding
the indicators they assess as possible
impairment for relevant assets.
• Evaluated management’s indicator
assessment on the basis of our knowledge
of the business and other audit evidence
during the audit.
• Evaluated the valuation techniques,
assumptions and data used by management
in estimating the value in use.
• Evaluated the appropriateness and
likelihood of the sensitivities and their impact
on the overall estimated value in use and
assessed whether additional sensitivity
analysis would have been appropriate.
• Evaluated whether judgements and
decisions made by management when
estimating value in use are indicators of
possible management bias.
• Evaluated the completeness, accuracy and
relevance of disclosures required by IAS 36.
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triggers and value in use testing of Goodwill a
Key Audit Matter.
Other Information
The Board of Directors and the CEO (management) are responsible for the information in the Board of
Directors’ report. The other information comprises information in the annual report, but does not
include the financial statements and our auditor’s report thereon. Our opinion on the financial
statements does not cover the information in the Board of Directors’ report.
In connection with our audit of the financial statements, our responsibility is to read the Board of
Directors’ report. The purpose is to consider if there is material inconsistency between the Board of
Directors’ report and the financial statements or our knowledge obtained in the audit, or whether the
Board of Directors’ report otherwise appears to be materially misstated. We are required to report if
there is a material misstatement in the Board of Directors’ report. We have nothing to report in this
regard.
Based on our knowledge obtained in the audit, it is our opinion that the Board of Directors’ report
• is consistent with the financial statements and
• contains the information required by applicable statutory requirements.
Responsibilities of Management for the Financial Statements
Management is responsible for the preparation of financial statements that give a true and fair view in
accordance with the Norwegian Accounting Act and accounting standards and practices generally
accepted in Norway, and for the preparation and true and fair view of the consolidated financial
statements of the Group in accordance with International Financial Reporting Standards as adopted
by the EU, and for such internal control as management determines is necessary to enable the
preparation of financial statements that are free from material misstatement, whether due to fraud or
error.
In preparing the financial statements, management is responsible for assessing the Company’s and
the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going
concern. The financial statements of the Company use the going concern basis of accounting insofar
as it is not likely that the enterprise will cease operations. The consolidated financial statements of the
Group use the going concern basis of accounting unless management either intends to liquidate the
Group or to cease operations, or has no realistic alternative but to do so.
Auditor’s Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole
are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that
an audit conducted in accordance with ISAs will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in aggregate,
they could reasonably be expected to influence the economic decisions of users taken on the basis of
these financial statements.
As part of an audit in accordance with ISAs, we exercise professional judgment and maintain
professional scepticism throughout the audit. We also:
• identify and assess the risks of material misstatement of the financial statements, whether due
to fraud or error. We design and perform audit procedures responsive to those risks, and
obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The
risk of not detecting a material misstatement resulting from fraud is higher than for one
resulting from error, as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal control.
• obtain an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of expressing an
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opinion on the effectiveness of the Company's and the Group's internal control.
• evaluate the appropriateness of accounting policies used and the reasonableness of
accounting estimates and related disclosures made by management.
• conclude on the appropriateness of management’s use of the going concern basis of
accounting and, based on the audit evidence obtained, whether a material uncertainty exists
related to events or conditions that may cast significant doubt on the Company's and the
Group's ability to continue as a going concern. If we conclude that a material uncertainty
exists, we are required to draw attention in our auditor’s report to the related disclosures in the
financial statements or, if such disclosures are inadequate, to modify our opinion. Our
conclusions are based on the audit evidence obtained up to the date of our auditor’s report.
However, future events or conditions may cause the Company and the Group to cease to
continue as a going concern.
• evaluate the overall presentation, structure and content of the financial statements, including
the disclosures, and whether the financial statements represent the underlying transactions
and events in a manner that achieves a true and fair view.
• obtain sufficient appropriate audit evidence regarding the financial information of the entities or
business activities within the Group to express an opinion on the consolidated financial
statements. We are responsible for the direction, supervision and performance of the group
audit. We remain solely responsible for our audit opinion.
We communicate with the Board of Directors regarding, among other matters, the planned scope and
timing of the audit and significant audit findings, including any significant deficiencies in internal control
that we identify during our audit.
We also provide the Board of Directors with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, related
safeguards.
From the matters communicated with the Board of Directors, we determine those matters that were of
most significance in the audit of the financial statements of the current period and are therefore the
key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes
public disclosure about the matter or when, in extremely rare circumstances, we determine that a
matter should not be communicated in our report because the adverse consequences of doing so
would reasonably be expected to outweigh the public interest benefits of such communication.
Report on Other Legal and Regulatory Requirements
Report on Compliance with Requirement on European Single Electronic Format (ESEF)
Opinion
As part of the audit of the financial statements of the group we have performed an assurance
engagement to obtain reasonable assurance about whether the financial statements included in the
annual report, with the file name 9845007554C7945DAC83-2022-12-31-en, have been prepared, in all
material respects, in compliance with the requirements of the Commission Delegated Regulation (EU)
2019/815 on the European Single Electronic Format (ESEF Regulation) and regulation pursuant to
Section 5-5 of the Norwegian Securities Trading Act, which includes requirements related to the
preparation of the annual report in XHTML format, and iXBRL tagging of the consolidated financial
statements.
In our opinion, the financial statements, included in the annual report, have been prepared, in all
material respects, in compliance with the ESEF regulation.
Management’s Responsibilities
Management is responsible for the preparation of the annual report in compliance with the ESEF
regulation. This responsibility comprises an adequate process and such internal control as
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management determines is necessary.
Auditor’s Responsibilities
Our responsibility, based on audit evidence obtained, is to express an opinion on whether, in all
material respects, the financial statements included in the annual report have been prepared in
compliance with ESEF. We conduct our work in compliance with the International Standard for
Assurance Engagements (ISAE) 3000 – “Assurance engagements other than audits or reviews of
historical financial information”. The standard requires us to plan and perform procedures to obtain
reasonable assurance about whether the financial statements included in the annual report have been
prepared in compliance with the ESEF Regulation.
As part of our work, we have performed procedures to obtain an understanding of the Company’s
processes for preparing the financial statements in compliance with the ESEF Regulation. We
examine whether the financial statements are presented in XHTML-format. We evaluate the
completeness and accuracy of the iXBRL tagging of the consolidated financial statements and assess
management’s use of judgement. Our procedures include reconciliation of the iXBRL tagged data with
the audited financial statements in human-readable format. We believe that the evidence we have
obtained is sufficient and appropriate to provide a basis for our opinion.
Hamar, 28 April 2023
KPMG AS
Stein Erik Lund
State Authorised Public Accountant
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Stein Erik Lund
State Authorised Public Accountant
On behalf of: KPMG AS
Serial number: 9578-5993-4-1583118
IP: 80.232.xxx.xxx
2023-04-28 09:28:21 UTC
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