A Challenged World
Needs Digitalization
TRIFORK GROUP ANNUAL REPORT 2023
Annual Report 2023
Contents
05
About Trifork Group ................................. 22
Overview .....................................................23
Competitive strengths .............................. 24
Strategy ......................................................29
Business areas ...........................................32
Trifork Labs ..................................................46
07
Shareholders ............................................ 73
01
Letter of the CEO ......................................... 3
02
2023 Key figures and main events ........... 5
Financial highlights and key figures ......... 7
Outline of the year .......................................9
04
2023 Financial Review ..............................13
Trifork Group ................................................14
Trifork Segment ...........................................17
Labs Segment ............................................20
11
Trifork Group Structure .......................... 146
08
Statement by the Board of Directors
and Executive Management .................. 76
06
Corporate Governance ...........................52
Introduction ................................................ 53
Governance model/
management structure ............................53
Board of Directors ...................................... 54
Executive Management ............................ 58
Recommendations on Corporate
Governance ................................................ 59
Remuneration Report ...............................60
ESG & Key Figures ........................................71
Whistleblower protocol ............................. 72
Data ethics ................................................. 72
09
Consolidated financial
statements of the Trifork Group ............ 77
Main statements ........................................78
Notes ...........................................................83
Auditor's report .........................................129
10
Financial statements of Trifork
Holding AG ................................................132
Management review ................................ 133
Main statements .......................................136
Notes ..........................................................138
Appropriation of available earnings .....142
Auditor's report .........................................143
03
2024 Guidance & Mid-term Targets .......11
Annual Report 2023
3
LETTER OF THE CEO
2023 - Maintaining double-digit
growth in a challenging year
2023 was a challenging year in which many
enterprises reduced their budgets for new
technology investments. Our teal organ-
ization once again proved its resilience
in navigating the tricky waters. We main-
tained double-digit growth and, besides a
loss in our Inspire business, we were able to
maintain our profitability in Build and Run
despite increased investments in business
development.
It was a very exciting year for tech enthusi-
asts! We saw a lot more focus on artificial
intelligence, cyber security, digital twins and
spatial computing with the highly anticipat-
ed launch of Apple’s Vision Pro, which was
released in February 2024. I believe that Trifork
is well positioned to grow in these areas in the
coming years.
We added several new senior leaders with
focus specifically on sales and business
development. During the second half of the
year, we saw the first results from these in-
vestments with increased revenue from new
customers. Our goal is to create long-stand-
ing and strategic relationships with these
new customers and become their trusted
innovation partner. I am pleased to see how
all our business units are devoted to business
development and I believe our investments
in 2023 form a solid foundation for continued
growth in 2024 and the years to come.
Some of our investments were directed to our
ambition of growing in the US market. Initially,
we focus on Smart Enterprise solutions to
large corporates in the Chicago area. We
have seen good interest and have started
new engagements in the end of Q4/2023. We
continue to believe the results will come and
that the US will contribute to revenue growth
in 2024.
Despite the challenging market in 2023,
we managed to grow revenue by 12.4% to
EURm 208. 9.3%-points was organic growth
and 3.1%-points was inorganic growth. The
inorganic growth came from the integration
of the Swiss company IBE in January and
the Danish company Chapter 5 in October.
The highest revenue growth came from
Switzerland (84.2%) and US (35.8%). Our larg-
est market Denmark, which accounted for
68% of total revenue, grew 9.7%.
Adjusted EBITDA in the Trifork segment
reached EURm 35.0 in 2023. This equals a
margin of 16.9% which we find acceptable in
the current business environment even if the
result in Inspire was not satisfactory.
In Trifork Labs, where we place our innovation
investments and co-investments with stra-
tegic customers, we recorded a net positive
fair value adjustment of EURm 6.9. Our top
10 investments (accounting for 91.9% of total
value) remain healthy and we continue to
believe in an aggregated positive develop-
ment for these companies. The increased
value in 2023 was primarily driven by two
investments delivering significantly strong-
er-than-expected operational and financial
performance through 2023 and in the fourth
quarter.
At the end of December 2023, our net inter-
est-bearing debt was EURm 28.7, equal to
an adjusted EBITDA leverage of 0.9x. We still
stand financially strong in our pursuit of both
organic and inorganic growth opportunities.
In 2023, we continued towards our goal of
delivering more value-based services based
01
Our investments in 2023 form a solid foundation for
continued growth in 2024 and the years to come
Letter of the CEO
Annual Report 2023
4
on product and license
sales. We developed
two new platforms
with significant market
potential. The first one
is a comprehensive
platform structuring a
company’s data, which
is an instrumental
part of implementing
and adopting new AI
solutions. The first cus-
tomer on the platform
is Kamstrup, a leading
manufacturer of sys-
tem solutions for smart
energy and water me-
tering in 20 countries
(for more details refer
to the case stories on page 38 and 45).
The second one is a turnkey digital twin plat-
form, which has been in the market with one
customer while being continuously enhanced
over the last few years. The customer is a
global mobility provider that has over 100,000
connected vehicles in the field. Functionalities
are now in place allowing us to offer services
to handle digital twins for all kind of physical
assets (read more on page 28). Both plat-
forms are expected to fuel revenue growth in
Trifork’s Run sub-segment.
During 2023, we expanded several of our
office locations. We moved into new offices in
Aarhus, Copenhagen, Eindhoven, Barcelona,
and Palma. That, combined with learnings
about how to combine office and remote
working, makes us confident that we will be
able to grow significantly in our current setup.
In our new central location in Copenhagen,
we structured one large building in a way
where we house a combination of business
units, as well as some of our Labs-companies
and close business partners.
In October 2024, EU’s NIS2 directive enters
into force, requiring many companies to
improve their cyber protection significantly.
In Trifork Security, we offer a state-of-the-art
platform to assess current exposures and
protect against them. It covers on-premises
systems, hosted systems, and/or cloud-
based systems. We are ready to onboard
additional customers in our scalable Security
Operation Center, another contributor to our
Run revenue.
For some time, we have had the chance to
work with the new Apple Vision Pro headset.
It has given us a lot of inspiration and ideas
for new enterprise solutions based on spacial
computing. In our pre-launch discovery
phase, we had a lot of interesting dialogues
with potential customers and have already
developed the first solutions that showcase
the opportunities. We expect Vision Pro solu-
tions to contribute to growth in 2024. Edge
computing and Vision AI are other areas
where we expect to remain busy. Our partner-
ship with the technology leader NVIDIA brings
about new opportunities within e.g. man-
ufacturing, warehouse optimization, public
safety, and environmental protection. We look
forward to attending NVIDIA GTC in California
in March as an invited presenter.
ESG regulations and increasing customer
demands drive increasing activity towards
our compliance and sustainability functions.
We welcome them as we constantly look to
improve our processes and establish new
initiatives that benefit all of our stakeholders,
not least the planet. In 2023, we sponsored
the global sailing competition The Ocean
Race, where proceeds go to ocean preserva-
tion, and we collaborated as a tech partner
with the NGO “Racing for Oceans” to find
new solutions to help cleaning our oceans
and beaches. We are committed to setting
science-based targets and look forward
to updating on the progress. We invite all
stakeholders to read our separate ESG report
for 2023.
In 2024, Trifork targets total revenue of EURm
230-240 equal to growth of 10.6-15.4%, Trifork
Segment adj. EBITDA of EURm 38.0-42.0, and
Trifork Group EBIT of EURm 21.5-25.5. Potential
new acquisitions are not included in the
guidance. Our mid-term ambitions remain
unchanged: annual average revenue growth
of 15-25% with organic revenue growth of 10-
15% on average per year with the ambition of
slightly increasing margins.
We will host our first Capital Markets Day on
29 May in Copenhagen and look forward
to inviting investors, media, and analysts to
learn more about our growth journey, capa-
bilities, strategies, financial development, and
future ambitions. More information can be
found on our investor relations web-page.
Letter of the CEO
Jørn Larsen
CEO, Trifork Group
Annual Report 2023
5
Key Figures &
Main Events
02
2023
Annual Report 2023
6
Key figures & main events
TRIFORK SEGMENT TRIFORK LABS SEGMENT
TRIFORK GROUP
207.9 EURm 23
35.0
EURm
69.7 EURm
16.9% 4.9 EURm
Reve nue
Active
Startups
Adjusted
EBITDA
Value of
Startups
Adjusted
EBITDA margin
EBT
15
Countries
72
Business Units
1,210
EmployeesEBIT
19.7
EURm
+12.4% total growth
Annual Report 2023
7
Key figures & main events
Financial highlights and key figures
(in EURk) 2023 2022 2021 2020 2019
Trifork Group income statement
Revenue from contracts with customers 207,900 184,936 158,525
4
115,358 106,428
- thereof organic 202,171 183,401 137,980
4
103,973 99,044
- thereof from acquisitions
1
5,729 1,535 20,545 11,381 7,384
Special items
2
- - 20,253 -955 2,949
Adjusted EBITDA 33,172 30,443 27,123 17,930 12,688
Adjusted EBITA 23,524 22,347 19,475 11,210 7,455
Adjusted EBIT 19,702 18,341 15,354 7,898 5,286
EBITDA 33,172 30,443 47,376 16,975 15,637
EBITA 23,524 22,347 39,728 10,255 10,404
EBIT 19,702 18,341 35,607 6,408 8,235
Net financial result 2,094 3,905 1,049 40,634 9,508
EBT 21,796 22,246 36,656 47,042 17,743
Net income 17,388 18,100 32,696 44,658 16,349
Trifork Segment
Revenue from contracts with customers 207,900 184,936 158,525 115,358 106,428
- Inspire
6,265 5,736 2,390 1,945 8,051
- Build
149,559 139,749 122,980 86,705 76,578
- Run
51,265 38,816 32,650 26,422 21,458
Adjusted EBITDA 35,036 31,924 28,626 20,168 13,250
- Inspire
-2,713 -37 -640 -1,522 -287
- Build
28,045 29,273 26,046 16,913 9,297
- Run
12,467 6,488 7,438 5,866 5,872
Adjusted EBITA 25,388 23,828 20,978 13,448 8,017
Adjusted EBIT 21,566 19,822 16,857 10,136 5,848
Trifork Labs Segment
Net financial result 6,731 5,838 4,806 41,396 9,599
EBT 4,867 4,357 3,303 39,158 9,037
Trifork Group financial position
Investments in Trifork Labs 69,673 60,312 47,259 75,861 32,531
Intangible assets 84,231 73,838 76,288 72,990 33,445
Total assets 304,263 249,274 245,664 229,109 122,065
Equity attributable to the shareholders of Trifork Holding AG 120,788 114,629 109,798 80,494 55,757
NCI & redemption amount of put-options 24,198 33,958 37,101 26,942 6,791
Net liquidity/(debt)
3
-28,290 3,670 17,100 -37,393 -14,214
The financial highlights and key ratios have
been prepared on the basis of the CFA
Society Denmark “Recommendations &
Ratios”.
"Adjusted" means adjusted for the effects of
special items.
For the definitions refer to page 145.
1 Only new revenue, as Group companies provided
services to IBE also before the acquisition.
2 Include IPO-preparation costs, M&A legal costs
and other income from deconsolidation.
3 The value of the treasury shares is not included in
the net liquidity/(debt) calculation. End of 2023 the
value amounted to EURm 4.3.
4 Include EURk 4,405 deconsolidated revenue from
Dawn Health.
Annual Report 2023
8
Key figures & main events
(in EURk) 2023 2022 2021 2020 2019
Cash flow
Cash flow from operating activities 26,931 22,094 7,775 17,787 10,514
Cash flow from investing activities -20,485 -9,203 49,655 -31,516 -4,560
Cash flow from financing activities -4,741 -26,862 -32,406 25,877 -9,850
Free cash flow 18,149 16,096 2,073 14,373 7,490
Net change in cash and cash equivalents 2,142 -13,976 26,671 12,005 -3,735
Share data
Basic earnings / share (EPS basic) 0.75 0.77 1.52 2.33 0.83
Diluted earnings / share (EPS diluted) 0.74 0.77 1.52 2.33 0.83
Dividend / share 0.10
1
0.14 0.380 0.580 0.047
Pay-out ratio 13.5% 18.0% 25.0% 25.0% 5.8%
Employees
Average number of employees (FTE) 1,104 970 880 682 626
Financial margins and ratios
Trifork Group
Adjusted EBITDA margin 16.0% 16.5% 17.1% 15.5% 11.9%
Adjusted EBITA margin 11.3% 12.1% 12.3% 9.7% 7.0%
Adjusted EBIT margin 9.5% 9.9% 9.7% 6.8% 5.0%
EBITDA margin 16.0% 16.5% 29.9% 14.7% 14.7%
EBITA margin 11.3% 12.1% 25.1% 8.9% 9.8%
EBIT margin 9.5% 9.9% 22.5% 5.6% 7.7%
Equity ratio 39.7% 46.0% 44.7% 35.1% 45.7%
Return on equity 12.4% 13.6% 30.8% 63.4% 31.1%
Trifork Segment
Organic revenue growth 9.3% 19.0%
2
19.6% 2.6%
1
13.8%
- Inspire 9.2% 140.0% 22.9% -75.8% 12.8%
- Build 6.5% 16.5% 18.2% 6.0% 15.4%
- Run 19.2% 18.9% 23.5% 20.8% 22.6%
Adjusted EBITDA margin 16.9% 17.3% 18.1% 17.5% 12.4%
- Inspire -43.3% -0.6% -26.8% -78.3% -3.6%
- Build 18.8% 20.9% 21.2% 19.5% 12.1%
- Run 24.3% 16.7% 22.8% 22.2% 27.4%
Adjusted EBITA margin 12.2% 12.9% 13.2% 11.7% 7.5%
Adjusted EBIT margin 10.4% 10.7% 10.6% 8.8% 5.5%
EBITDA margin 16.9% 17.3% 30.8% 16.7% 15.2%
1 In addition to dividend, Trifork launched a share
buyback on 2 November 2023 (refer to page 74).
2 Adjusted for deconsolidation effects.
Annual Report 2023
9
Key figures & main events
An outline of the year
Financial Highlights of 2023
In 2023, the Trifork Group managed to con-
tinue double-digit growth and achieved a
solid profit from operations.
The financial highlights focus on profit ratios,
in which certain levels of income and cost
for special items are excluded ("adjusted"). In
2023, there were no special items to adjust for.
Trifork Group
With a total revenue of EURm 207.9, the
Trifork Group achieved a total growth of
12.4%.
The acquisitional growth was a total of
3.1% coming from IBE (Jan-Dec 2023) and
Chapter 5 A/S (Oct-Dec 2023).
EBIT for 2023 was EURm 19.7 equal to an
EBIT margin of 9.5% (2022: EURm 18.3/9.9%).
EBT for 2023 was EURm 21.8 (2022: EURm
22.2).
Net income for 2023 amounted to EURm
17.4 (2022: EURm 18.1), which is a decrease
of EURm 0.7 compared to 2022.
Equity attributable to shareholders of
Trifork Holding AG as of 31 December 2023,
was EURm 120.8, giving an Equity Ratio of
39.7% at the end of 2023 (2022: 46.0%).
Trifork Segment
Adjusted EBITDA of EURm 35.0 (2022: EURm
31.9) equal to an 16.9% EBITDA margin and
represents growth of 9.7% compared to
2022.
Adjusted EBITA was EURm 25.4 (2022: EURm
23.8), which equals a 12.2% EBITA margin
and an increase of 6.5% compared to
2022.
Adjusted EBIT was EURm 21.6 (2022: EURm
19.8), which equals a 10.4% EBIT margin and
an increase of 8.8% compared to 2022.
Trifork Labs Segment
Positive fair value adjustment on Trifork
Labs investments was EURm 6.9, com-
pared to EURm 6.2 in 2022. The income in
2023 was primarily driven by dividends,
fair-value adjustments in three invest-
ments delivering better operational results
than expected through 2023 and two
financing rounds.
(Due to historical reasons, one investment
impacted is categorized under associated
companies and is reported in the Trifork
Segment financial items.)
Annual Report 2023 Key figures & main events
10
Main Events
Trifork Group
The Trifork Group now counts 1,210 employees,
distributed over 72 customer facing business
units, compared to 1,062 employees and 66
business units end of 2022.
The average age of employees was recorded
to 39.5 compared to 38.2 in 2022.
23.4% of employees are reported as non-male
gender compared to 21.0% end of 2022. 21.8%
of leaders are reported as non-male gender
compared to 21.0% in 2022.
LTM churn rate on employees was 15.8% com
-
pared to 15.4% in 2022. In 2023, this included 2.5%
churn recorded as organizational adjustment.
Sick leave percentage was 3.6% compared to
2.7% in 2022. Especially in the end of Q4/2023
this was higher than usual.
During the year, Trifork acquired additional
NCIs in Nine A/S and at the end of 2023 held
90.0% of the company.
In January 2023, Trifork acquired 60% in the
Swiss company Bildungsevaluation Zürich
AG (“IBE“). This acquisition was included in the
group consolidation for all of 2023. IBE has for
many years worked within the area of educa
-
tional measurement and methods of item re-
sponse theory. This has been used as the foun-
dation for the development of computer-based
adaptive testing and learning, which is aligned
with Trifork’s strategy to digitalize education and
improve user experiences for all users.
In October 2023, Trifork acquired 100% of the
Danish company Chapter 5 A/S. This acquisi
-
tion has been included in the group consolida-
tion in the period from October to December
2023. C5 for many years has developed mis
-
sion-critical systems for a long list of Danish
financial institutions and has built a strong
track record and earned a reputation for deep
domain expertise in pension operations and
fund administration. The company has also
developed many custom line-of-business
applications to customers in other industries,
such as pharma and public administration. C5
is based in Copenhagen, Denmark.
Trifork Segment
Inspire
For 2023, we planned to increase our conference
activities again and used more energy and
resources in kickstarting in-person conferenc
-
es again. Overall, it turned out to be a hard job
and we realized that 2023 was a year where
many companies limited or postponed their
investments in sponsorships to conferences and
education of their employees. The result of this
combination was that our efforts to acceler
-
ate the conference activities did not pay off in
increasing the revenue enough to compensate
for the cost of the increased activities and thus
we made a loss of EURm 2.7 on EBITDA. We saw
this development during 2023 and had to rethink
and re-organize our staff and way to approach
conferences. This process was completed in
Q4/2023. In total, we had 5,800 attendees to
our conferences and increased our total Inspire
revenue to EURm 6.3 equal to a growth of 9.2%.
Our GOTO tech channels on YouTube and
Instagram ended the year with more than 62
million accumulated views – equal to more than
22 million views in 2023. The YouTube channel
now has more than 800,000 subscribers.
Build
The build-based business is to a large extent
driven by customer product development
where deliveries are done on the basis of hours
produced by all our colleagues. In 2023, we
increased our focus on combining our build-
based deliveries with deliveries of software
components with more value-based pricing
in the initial offerings and with opportunities for
future run-based revenue streams. We believe
this will strengthen our go-to-market model
and support our ambition to turn more revenue
into being run-based. The continued instability
in the world in general has continued to impact
how, when and how much our customers
decide to invest in software solutions. In general,
we have seen companies being more hesitant
with new investments and having longer deci
-
sion cycles. This made it hard for us to plan and
optimize the use of our resources, and also had
a negative impact on our profit margins. We
continue to focus on being a trusted innovation
partner for our customers and being able to
both pitch new ideas for optimizations of their
current business by using new technologies as
well as how to develop new services which can
create new business value for them.
With 71.9% of total revenue, build still accounts
for the majority of the revenue in Trifork.
Revenue from new customers increased to
28% of total revenue in 2023 compared to 21%
in 2022.
With a growth of 29%, Digital Health continued to
be one of the fastest growing business areas. A
higher degree of the solutions delivered in 2023
has been recurring revenue based on licenses
and support agreements that supports the
growth in the Run segment.
Run
The Run-based business is focused on
operating, maintaining, protecting, and
supporting solutions for customers. In 2023,
the highest growth rates once again came
from our Run sub-segment. This segment
grew 32.1% (19.2% organic and 12.9% inorgan-
ic) compared to 2022. Run-based revenue
accounted for 24.6% of group revenue.
During 2023, we finalized our investments in
new operation centers in Denmark. In total,
the non-capitalized cost for this amounted
to EURm 0.5. We do not plan to invest any
material amounts in 2024 but expect an in-
creased activity level in our Cloud operation
business area as an effect from the past
investments.
Trifork Labs Segment
In Trifork Labs, we primarily spent 2023
focusing on supporting our existing in-
vestments and scouting for new strategic
partnerships but we also had to revaluate a
couple of our startups where we no longer
saw the future business plan and develop-
ment being satisfying.
Completed new investments in the startup
companies Bluespace Ventures AG (Digital
Health platform) and Ossmo ApS (adoption
management).
Supporting investment rounds in the exist-
ing startups &Money ApS, Arkyn Studios Ltd.,
ExSeed Health Ltd., Upcycling Forum ApS, and
Visikon ApS.
Completed exits (full impairments) in: EDIA
B.V., Kashet Group AG, and Verica Inc.
Annual Report 2023
11
2024 Guidance
& Mid-term
Targets
03
207.9
Annual Report 2023 Targets & guidance for 2024
12
Trifork Group
Results and Growth
In 2024, the Trifork Group expects total
revenue of EURm 230-240. This is a 10.6-
15.4% increase in revenue compared to
2023.
The Trifork Group expects an EBIT of EURm
21.5-25.5.
Two thirds of all depreciations and amor-
tizations are expected to be related to
acquisitions.
The fulfilment of the financial guidance is
subject to some uncertainty. Significant
changes in exchange rates and business or
macro-economic conditions may have an
impact on the economic conditions of the
Trifork Group’s performance.
In the beginning of 2024, we still see an unsta-
ble economic environment with relative high
interest rates and high volatility in exchange
rates. The effects from geopolitical instability
are impacting global trade patterns and cor-
porate decisions in ways that are hard to an-
ticipate. All this could lead to a negative impact
on the financial results of Trifork, but could also
have a positive effect such as e.g. increased
focus on cyber protection where Trifork offers a
number of different solutions.
As a business, Trifork takes precautions and
will operate as effectively as possible in the
current situation.
For the Group, a new steep increase in in-
flation could raise overall costs and impact
profit margins in the short term.
Trifork segment
The strategy for the Trifork segment is that
growth should represent a combination of or-
ganic and acquisitional expansion. Overall, our
guidance for the Trifork segment in 2024 is:
Revenue of EURm 230-240 equal to overall
growth of 10.6-15.4%
Organic growth to be 9.7-14.5%
Adjusted EBITDA of EURm 38.0-42.0
The acquisitional growth included in the guid-
ance consists of the acquisition of Chapter 5
(October 2023). In 2024, the revenue from this
company will count as inorganic in January-
September. The included inorganic growth
amount to approx. EURm 2.
Trifork will continue to increase its business
based on the sales of solutions, products, and
product related services. The focus is to invest
in generating Run-revenue as recurring and
scalable revenue with higher profit margins.
We expect to grow the Run-revenue at the
highest organic growth rates.
In 2024, we expect that the revenue mix be-
tween private and public will be at the same
level as in 2023, equal to 1/3 from Public and
2/3 from Private customers.
We will continue our active acquisition strat-
egy and target new acquisitions during 2024.
No effect from potential new acquisitions is
included in the guidance for 2024.
In the Trifork segment, other risks include
projects not being delivered on time or
delayed start of newly planned projects. If
product sales decline or if maintenance and
support of products prove to be too expen-
sive, this will also pose a risk.
Mid-term financial targets
We maintain our mid-term financial targets
(rolling three-year period) of:
15-25% annual Group revenue growth
10-15% annual Group organic growth
Improving Trifork segment adjusted
EBITDA margin
Improving Trifork Group EBIT margin
Net debt/Group adj. EBITDA leverage of up
to 1.5x (may temporarily exceed)
Trifork Labs segment
Trifork Labs invests in invest in software
product companies that are part of the
overall Trifork R&D strategy. We aim to attract
external funding to these companies in order
to finance their future growth and success.
We also expect to continue our current
investment strategy by supporting existing
investments and search for new potential
investments.
The costs of running Trifork Labs are expect-
ed to result in a loss of around EURm 1.5-2.0
on EBITDA in the segment. Overall we target
a positive EBT based on value increase and
dividends from investments.
At Trifork Labs, risks include a decrease in
valuation of investment if any of the compa-
nies we are invested in are unable to secure
funding or fail to develop as expected.
In 2024, Trifork Segment
expects EURm 230-240 in
revenue and EURm 38-42
in adjusted EBITDA
12
2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 G2024
2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 20232009
230-240
63.1
158.5
115.4
106.4
16.1
86.5
64.5
59.0
44.1
35.6
30.0
19.1
23.4
13.1
7.7
2008 2021 2022
184.9
Guidance
Acquired revenue
Organic revenue
(not separately disclosed until 2014)
G2024
Annual Report 2023
13
2023 Financial
Review
04
Annual Report 2023
14
Financial Review
Trifork Group
Financial guidance
General
The Executive Management of the Trifork
Group finds the results achieved in 2023 at
the lower end of the acceptable range but in
alignment with the initial guidance commu-
nicated (revenue) or slightly below (EBIT).
In 2023, Trifork Group increased investments
in business development through the year,
which led to lower EBIT compared to the
expectations in the beginning of the year.
These investments included EURm 0.5 into
the US Smart Enterprise market, where we
see significant potential.
For 2023, Trifork Group accounted for net
positive fair value adjustments of EURm
6.9 for its Labs investments (of which EURm
2.2 came through an associated entity).
The result satisfies the expectations of the
Executive Management.
Trifork Group revenue
106.4
115.4
158.5
184.9
207.9
2019 2020 2021 2022 2023
The Trifork Group revenue of EURm 207.9
equals 12.4% growth compared to 2022. The
growth was achieved organically (9.3%) and
from the acquisitions (3.1%).
For 2023, the Group due to a tougher busi-
ness environment remained slightly below
the lower end of its mid-term target to
obtain an annual 10-15% organic revenue
growth.
Inorganic growth reported in 2023 comprises
of the revenue from January to December
from IBE and October to December from
Chapter 5 A/S.
IBE was acquired in January and is a
specialist in digital examination solutions
to schools (online learning and testing plat-
forms).
Chapter 5 A/S was acquired in October and
brings additional expertise into the FinTech
business area (digital solutions to the pen-
sion sector and funds). It will continue to
contribute inorganic revenue for January to
September 2024.
Trifork Group continues to focus on revenue
growth in our core markets in Denmark,
Switzerland, and United Kingdom. A focus
for further growth outside of these markets
is in the US. We always strive to improve
the resilience of Trifork, which is why we
prioritize growing in several markets rather
than being dependent on growth from only
one. Activities in more markets reduce the
overall risk exposure if one market shows
poor performance and it also provides more
business opportunities.
Even though we had substantial activities in
Trifork Labs in 2023, they do not show in the
revenue of Trifork Group since the status and
ownership ratio of Labs companies do not meet
the requirements to be fully consolidated.
Full-time equivalent (FTE)
626
682
880
970
1,104
2019 2020 2021 2022 2023
In 2023, the average number of FTE grew
to 1,104, generally due to expansion of the
current business.
At the end of 2023, the total number of
employees within companies consolidated
in the Trifork Group amounted to 1,210 (2022:
1,062).
EURm 02.2023 10.2023 02.2024 Result
Revenue 205 - 215 207 - 212 207 - 209 207.9
EBIT 20 - 23 20.5 - 22.5 19.2 - 20.2 19.7
In 2023, Trifork Group's
growth was 12.4%
The financial review is presented in Euro and all amounts are in million
(EURm), unless otherwise stated. Due to rounding, numbers present-
ed may not add up precisely to the totals and percentages may not
precisely reflect the absolute figures.
Annual Report 2023
15
Costs
The most significant cost in the Trifork Group
is personnel costs. In 2023, total person-
nel costs were EURm 111.1 (2022: EURm 97.8).
Personnel cost per employee have remained
stable compared to 2022. The challenges in
relation to market demand for highly skilled
specialists combined with increasing infla-
tion rates has been addressed continously
and balanced well in the organization.
Personnel costs as a proportion of reve-
nue increased from 52.9% in 2022 to 53.4%
in 2023. We estimate that this KPI will be
reduced in the future, mainly driven by return
on investments in new opportunities and
an increased product-based revenue in the
Trifork segment.
Development in adjusted EBITDA
12.7
17.9
27.1
30.4
33.2
2019 2020 2021 2022 2023
In 2023, the Trifork Group realized EURm 33.2
adjusted EBITDA
*
corresponding to a 9.0%
increase compared to 2022.
Adjusted EBITDA was divided in the following
way between Trifork and Trifork Labs:
Adjusted EBITDA
(EURm) 2023 2022
Trifork 35.0 31.9
Trifork Labs -1.8 -1.5
Trifork Group 33.2 30.4
As with revenue, the primary driver for ad-
justed EBITDA was the Trifork segment with
EURm 35.0 (2022: EURm 31.9) with 9.7% growth.
The adjusted EBITDA margin was 16.9% (2022:
17.3%).
The negative EBITDA of EURm -1.8 in Trifork
Labs represents all the cost of operating it.
This is an expected result given the nature
of Trifork Labs. Part of the costs represent
a variable element based on the achieved
fair value increase and profits for the Labs
segment.
Overall for the Trifork Group, the results
achieved in 2023 correspond to an adjusted
EBITDA margin of 16.0% (2022: 16.5%). This de-
velopment is considered satisfactory taking
into account the growth investments made
during the year, and is aligned with our tar-
get to sustainably increase the margin over
the mid-term.
Development in EBIT
8.2
6.4
35.6
18.3
19.7
2019 2020 2021 2022 2023
In 2023, Trifork Group realized an EBIT of EURm
19.7 (2022: EURm 18.3) which corresponds to a
growth of 7.4% compared to 2022.
EBIT (EURm) 2023 2022
Trifork 21.6 19.8
Trifork Labs -1.8 -1.5
Trifork Group 19.7 18.3
The EBIT margin in 2023 was 9.5% (2022:
9.9%).
Net income
16.3
44.7
34.0
18.1
17.4
In 2023, the Group net income was EURm 17.4
(2022: EURm 18.1).
The net financial result in 2023 amounted to
EURm 2.1, compared to EURm 3.9 in 2022. Key
elements were higher fair value adjustments
of Trifork Labs investments and gains from
associated companies (EURm +0.7), higher
other financial expenses (EURm -2.1), and higher
losses on foreign exchange (EURm -0.5). As the
functional currencies of some Group compa-
nies differ from EUR, the currency translation
adjustments (EURm 1.1) are not included in Net
Income but in Other Comprehensive income.
The effective tax rate for the Group was 20.2%
in 2023 (2022: 18.6%). The effective tax rate is
slightly below the expected tax rate of 22.7%
and primarily due to the non-taxable profits
on investments in Trifork Labs.
In 2023, EURm 2.7 of the profit belongs to
non-controlling interests (2022: EURm 2.9).
The result corresponds to a EUR 0.75 basic
earnings per share. The result corresponds
to 12.4% return on equity (2022: 13.6%).
Financial Review
* Adjusted for special items (IPO-preparation costs,
M&A legal costs and other income from deconsolidation)
Trifork Group's EBIT margin
was 9.5% in 2023
Annual Report 2023
16
Financial Review
Balance and equity
TOTAL ASSETS
Total assets increased by 22.1% from EURm
249.3 as of 31 December 2022 to EURm 304.3
as of 31 December 2023.
The main contributors were
Increase of right-of-use assets by EURm
14.6, especially due to the new office
Porten in Copenhagen.
Net investment of EURm 9.4 in Trifork Labs
investments (addition to existing invest-
ments, new investments, earn-outs for
the sale of Programmable Infrastructure
Solutions AG and Atomist Inc. and fair
value adjustments).
Value increase of EURm 2.2 in associated
companies.
Net increase of EURm 10.6 intangible assets
and PPE (acquisition of IBE and Chapter
5 A/S and CAPEX vs. amortization and
depreciation).
Increase of current receivables and con-
tract assets by EURm 11.6 due to increased
internal and external growth.
Net cash inflow of EURm 2.2.
NON-CURRENT ASSETS
Non-current assets have increased by
EURm 40.8. The most significant reasons are
changes to Labs investments, the right-
of-use assets and the intangible assets
recognized from the acquisitions of IBE and
Chapter 5 A/S as described above.
Product development capitalized at the end
of 2023 accounted for EURm 5.8 (2022: EURm
2.2). The increase comes from acquisitions
of development projects from Labs invest-
ments and own developments for which
license requests have come up (see note 4.5
of the consolidated financial statements).
SHAREHOLDERS’ EQUITY
57.3
83.2
110.7
115.4
121.7
2019 2020 2021 2022 2023
As of 31 December 2023, Group equity
amounts to EURm 121.7, which is a 5.4%
increase compared to 2022. A total of EURm
0.9 of the shareholders’ equity is allocated to
non-controlling interests (NCI). The equity
ratio (excl. NCI) at the end of 2023 was 39.7%
(2022: 46.0%).
Cash flow and cash position
OPERATING ACTIVITIES
In 2023, net cash flows from operating activi-
ties amounted to EURm 26.9 (2022: EURm 22.1).
This increase is mainly explained by increased
revenue, a lower increase in net working
capital and higher expenses of non-cash
character (e.g. depreciation, amortization and
impairment, share-based payments).
Trade receivables increased to EURm 43.9
(2022: EURm 35.4) corresponding to 21.1%
of revenue (2022: 19.2%). The target for the
Group is to have a ratio below 20%. The ratio
in 2023 was affected by a high activity at
the end of the year for which invoices were
issued with payment terms up to 2024.
INVESTING ACTIVITIES
Cash flows from investing activities amount-
ed to EURm -20.5 (2022: EURm -9.2).
The main contributors were
Acquisitions of IBE and Chapter 5 A/S for
EURm 5.0.
Transactions in Trifork Labs investments, of
which acquisitions of EURm 5.7, earn-outs
of EURm 0.9, and dividends EURm 0.3
Net CAPEX of EURm 8.6.
Earn-out payments of EURm 0.8.
Net loans granted of EURm 1.8.
FINANCING ACTIVITIES
Cash flows from financing activities
amounted to EURm -4.7 (2022: EURm -26.9).
The main contributors were
Net proceeds from borrowings of EURm
33.4.
Net acquisition of NCI of EURm -17.6
Dividends of EURm -5.2, paid to Trifork
Holding AG shareholders and to minorities
in subsidiaries
Lease payments of EURm -6.5
Acquisition of treasury shares for EURm
-5.3
Interest paid of EURm -3.5
CASH POSITION
As of 31 December 2023, Trifork Group has an
net interest bearing debt position of EURm 28.3
(2022: net cash of EURm 3.7) and net-inter-
est-bearing-debt-to-adjusted EBITDA-ratio of
0.85x (2022: -0.12x).
Further, it held treasury shares with a market
value of EURm 4.3 as of 31 December 2023
(2022: EURm 1.3).
Operating Investing Financing Total
22.1
26.9
-9.2
-20.5
-26.9
-4.7
-14.0
2.1
Trifork Group - development in Cash Flow (EUR 1,000)
2022 2023
Annual Report 2023
17
Financial Review
Trifork Segment
Financial guidance
General
The Executive Management of the Trifork
Group finds the results achieved in 2023 at
the lower end of the acceptable range, but
still in alignment with the narrowed guid-
ance for the full year.
The consolidated revenue for the Trifork
segment was EURm 207.9 and the adjusted
EBITDA of EURm 35.0 are both in the first third
of the initial guidance for the year. In the
course of the year Trifork Group narrowed
its guidance towards the finally achieved
results.
Development in revenue
106.4
115.4
158.5
184.9
207.9
The Trifork revenue of EURm 207.9 grew 12.4%
compared to 2022 of which 9.3 percentage
points came from organic growth and 3.1
percentage point came from acquisitions.
The organic growth remained slightly below
the lower end of its mid-term target to
obtain an annual 10-15% organic revenue
growth.
66.1% of revenue derived from the private
sector and 33.9% derived from the public
sector. This is at a similar level as in 2022.
Revenue streams and sub-segments
Run
24.7%
Build
71.9%
Inspire
3.0%
Other
0.4%
Sub-segments
2023
The revenue streams in the Trifork segment
are internally reported in three different go-
to-market sub-segment as well as "other".
The services are delivered within the three
sub-segments:
Inspire (inspirational workshops and
organizing conferences and trainings on
software development),
Build (development of innovative software
solutions for customers) and
Run (delivery and operation of soft-
ware products and related services for
customers)
Revenue in the different sub-segments has
shown the following results:
Revenue (EURm) 2023 2022
Inspire 6.3 5.7
Build 149.6 139.8
Run 51.3 38.8
Other 0.7 0.6
Trifork 207.9 184.9
Inspire
With a revenue of EURm 6.3, Inspire de-
livered 3.0% of total revenue. Although
revenue grew by 9.2% compared to 2022, it
is still below the pre-Covid-19 level. Trifork
Group faces difficult market conditions as
conference sponsors are hard to attract
and companies have reduced their invest-
ment in the education of their employees.
The conference approach and the staff
organization is currently being re-defined.
Build
With a revenue of EURm 149.6, Build deliv-
ered 71.9% of total revenue. 68% of this was
repeat revenue with strategic customers.
Revenue growth was 7.0% compared to
2022 and organic growth was 6.5%. In 2023
inorganic revenue in the Build sub-seg-
ment was EURm 0.7.
Run
With a revenue of EURm 51.3, Run delivered
24.7% of total Trifork revenue and deliv-
ered growth of 32.1%, of which 19.2% were
organic. In 2023, inorganic revenue in the
Run sub-segment was EURm 5.0. The vast
majority of Run-based revenue is recur-
ring and comes from sales of Trifork’s own
products and related services.
EURm 02.2023 10.2023 02.2024 Result
Revenue 205 - 215 207 - 212 207 - 209 207.9
Adjusted EBITDA 34 - 37 34.5 - 36.5 34.5 - 35.5 35.0
Annual Report 2023
18
Financial Review
Development in adjusted EBITDA
13.3
20.2
28.6
31.9
35.0
In 2023, the Trifork segment realized adjusted
EBITDA* of EURm 35.0 (2022: EURm 31.9) equal
to an increase of 9.7%. The adjusted EBITDA
margin was 16.9% (2022: 17.3%).
Adjusted EBITDA was divided in the following
way between the different sub-segments.
Adjusted EBITDA
(EURm) 2023 2022
Inspire -2.7 0.0
Build 28.0 29.3
Run 12.5 6.5
Other -2.8 -3.9
Trifork 35.0 31.9
The effects of the Covid-19 pandemic were
overcome and in-person conferences can
be re-held, but the conference organization
faces a new market behaviour as conference
sponsors are hard to attract and companies
have reduced their investment in the educa-
tion of their employees. As a result, anticipat-
ed revenue did not materialize which led to
a loss and the conference organization has
been re-organized both in relation to em-
ployees and the way to approach sponsors
and attendees.
With a contribution of EURm 28.0 in adjusted
EBITDA, the Build sub-segment reported ad-
justed EBITDA margin of 18.8% (2022: 20.9%).
The result was negatively impacted by in-
vestments in business development both in
Europe and in accelerating organic growth
in US.
The Run sub-segment focuses on creating
recurring revenue streams by selling Trifork
products and related services on long-term
contracts. In 2023, significant increases in li-
cense sales were achieved and further prod-
ucts were developed of which future income
can be generated. As a result, adjusted
EBITDA in the Run sub-segment for 2023 was
EURm 12.5 and a growth of 92.2% from 2022.
The adjusted EBITDA margin totalled 24.3%
(2022: 16.7%).
Other items
Depreciation, amortization, and impairments
developed as expected. With two new acqui-
sitions in 2023 and the capitalization of the
right-of-use asset of the new office buildings
in Barcelona, Copenhagen, Eindhoven, and
Palma, the substance for future deprecia-
tions and amortizations was increased.
The financial result of the Trifork segment
of EURm -4.6 mainly consists of interest
expenses (loans to finance acquisitions and
right-of-use assets and increased interest
rates) and foreign exchange losses. The ma-
jority of foreign exchange losses is related to
a continuous depreciation of the EUR com-
pared to other currencies. As the functional
currencies of some Group companies differ
from EUR, the currency translation adjust-
ments (EURm 1.1) are not included in Net
Income but in Other Comprehensive income.
The actual net-effect of foreign exchange
amounts to EURm -0.4.
* No adjustments for special items were recorded in 2022 or 2023.
From 2022 to 2023,
adjusted EBITDA grew from
EURm 31.9 to EURm 35.0
Annual Report 2023
19
Financial Review
Description of
sub-segments
Inspire
The Inspire sub-segment is primarily en-
gaged in developing and implementing
the GOTO and YOW! conferences as well
as partner conferences in Europe, USA,
and Australia. Inspirational design thinking
workshops and training in agile processes
and software development are also part of
the deliveries. Our YouTube channel GOTO
Conferences with 52m+ views and the
Instragram channel @goto_con with 10m+
views are also part of our Inspire activities.
Build
The Build sub-segment is engaged in build-
ing innovative software solutions for the
customers of Trifork. Our services include
building solutions for e.g. financial institu-
tions, healthcare providers, public adminis-
tration, or leading industrial manufacturers.
Our solutions are primarily done on a time
and material basis or as fixed price deliver-
ies in cases where Trifork is responsible for
the whole implementation of a solution. Most
often, Trifork engages in long-term strategic
partnerships with major customers.
Run
The Run sub-segment is based on product
development and sales of Trifork developed
products as well as business related to the
sale of partner products. Products are either
sold separately or in relation to projects
where Trifork is engaged in developing a
new customer solution. Especially important
business areas in Run are Cyber Protection
and Cloud Operations.
Other Run Build Inspire
0.3
0.4
0.6
0.7
21.5
26.4
32.7
38.8
51.3
76.6
86.7
123.0
139.8
149.6
8.1
1.9
2.4
5.7
6.3
2019
2020
2021
2022
2023
-2.8
-2.7
28.0
12.5
35.0
Inspire
Build
Run
Other
Total
-43.3% 18.8% 24.3% n.m 16.9%
Adjusted EBITDA (non-IFRS Accounting Standards) and
margins by segments 2023 (EURm)Revenue by segments
Annual Report 2023
20
Financial Review
Trifork Labs Segment
General
In general, the venture capital environment
has become more active after two years of
low activity. Business angels and venture
funds are still focusing on companies that,
in the near term, are able to show a faster
trajectory towards positive cash flow. The
overarching theme seems to be that capital is
allocated towards experienced founder teams
with clear plans in place while unfocused and/
or pre-revenue startups are still struggling
to get funding. Companies in Trifork Labs are
generally heavily skewed towards the first
group, with experienced founders and clear
plans in place. According to Carta, priced seed
rounds in Q4/2023 were 10% above Q4/2022,
while Series A valuations were 21% higher than
the valuations seen in Q4/2022.
This development impacted Trifork’s port-
folio of startup companies as well. In some
cases, Trifork has discontinued support to
specific startups and made a harder prioriti-
zation of investment capital, and one of the
investments attracted new VC funding in Q4
at a higher valuation.
Trifork Group maintains its conservative
approach to the fair value assessment of the
investments in startup companies. When a
company is not following its plan (growth,
cash flow, or financing), immediate fair value
adjustments are made, up to the full value.
On the other side, only positive fair value
adjustments are made when a startup has
completed a new investment round led by
an external investor at a higher valuation or,
in the case of profitable companies, when
an approved financial report supporting a
higher DCF value is received.
Trifork Labs exist to support Trifork’s culture,
innovation efforts and commercial strate-
gies. It is currently prioritizing conversations
about strategic partnerships and enterprise
joint ventures to ensure strong synergies with
Trifork’s business areas and dependable
ownership structures.
In 2023, Trifork Labs made the following new
investments:
Bluespace Ventures AG, a Swiss digital
health company, establishing the health
platform Compassana
Ossmo ApS, a Danish company pioneering
in the adoption management in the evolv-
ing technological landscape.
Trifork Labs continued the work with the
existing investments and participated with
follow-on investments in:
&Money ApS
Arkyn Studios Ltd.
ExSeed Health Ltd.
Upcycling Forum ApS
Visikon ApS
In the course of 2023, the following invest-
ments were fully impaired:
EDIA B.V.
Kashet Group AG
Verica Inc.
Development in EBITDA/EBIT
and EBT
The financial focus for the Trifork Labs seg-
ment is to increase the value of the capital
invested* and channel tangible revenue or
cost synergies to the Trifork segment.
EURm 2023 2022
EBITDA/EBIT -1.8 -1.5
EBT 4.9 4.4
EBITDA/EBIT of EURm -1.8 were at the expect-
ed level (2022: EURm -1.5) as this represents
the management cost for the Labs segment,
part of which is variable in relation to the
annual fair value adjustments.
EBT (earnings before tax) for 2023 was EURm
4.9 (2022: EURm 4.4). The result comprises fair
value adjustments from updated valuations,
results from exits, and dividends received.
In the Trifork group results an additional fair
value gain of EURm 2.2 is recorded as capi-
tal gain from associated companies.
Fair value adjustments
2.8
Realized gain/loss Unrealized gain
The fair value adjustments equal to 7.8%
return on the value of the financial assets.
* Trifork Labs did not consolidate any of the investments since the status and ownership ratio of the investments
does not meet the requirements. Therefore, no revenue is generated by Trifork Labs and EBITDA/EBIT only show the
cost of running the investment activities.
** EURm 4.7 come from the Trifork Labs segment and
EURm 2.2 from an investment held through an
associated company, totalling to EURm 6.9.
**
Annual Report 2023
21
Financial Review
Total profit from investments
3.7
5.5
30.6
40.2
41.7
28.8
70.4
16.7
20.1
28.0
10.7
11.0
69.6
73.0
69.0
2019 2020 2021 2022 2023
Cash / cost in active investments
Acc. unrealized gain
Acc. realized gain
The graph shows the overall financial de-
velopment and results from the Trifork Labs
investments in the period from 2019 to 2023.
At the end of 2023, the total accumulated
cashed in profit from exits amounted to
EURm 69.0. This includes the deduction of
the initial cash invested in all of the disposed
investments.
At the end of 2023, the total booked value of
investments in the current active Labs com-
panies amounted to EURm 69.7. Of this EURm
41.7 was registered as initial invested amount
and EURm 28.0 as accumulated unreal-
ized gains. The EURm 41.7 of initial invested
amount was divided with EURm 20.3 from
deconsolidated Trifork Group companies
and EURm 21.4 as cash investments.
Financial assets
32.5
75.9
47.3
60.3
69.7
2019 2020 2021 2022 2023
The 2023 development in financial assets
was affected by new investments of EURm
5.8 and fair-value adjustments of EURm 4.7
(incl. earn-outs and dividends of EURm 1.2).
In total the value of the financial assets
increased to EURm 69.7 at the end of 2023
(2022: EURm 60.3), of which the five largest
contributors accounted for 72.4% of the val-
ue, the following five contributors accounted
for 19.5%, and the remainder for 8.1%.
EURm 2023 2022
Financial assets 69.7 60.3
In 2023, Trifork Group recognized
positive fair value adjustments of its
Labs investments of EURm 6.9
Annual Report 2023
22
About
Trifork Group
05
TRIFORK SEGMENT TRIFORK LABS SEGMENT
Annual Report 2023
23
About Trifork Group
Overview
Trifork is a NextGen provider of IT services. As
an innovation partner to corporates and the
public sector, we help them understand how
technology can improve their processes.
We build and maintain customized software
solutions, so that our customers can focus
on their core competencies. The software
industry is characterized by rapid change.
Hence, Trifork always needs to be at the fore-
front of innovation to stay relevant for our
customers. Our culture is deeply rooted in
curiosity about new technologies. It means
that we can attract highly skilled people,
which in turn ensures competitive strength.
Trifork Group is organized into two seg-
ments. In the Trifork segment, we inspire
our customers on how to use software and
sensor technologies to improve their cus-
tomer offering and effectiveness. We build
customized solutions and can take care of
the entire lifecycle of software with contin-
uous maintenance, cloud operations, and
cyber protection. All reported revenues in the
Trifork Group come from the Trifork Segment.
We also arrange conferences and design
workshops that are meant to inspire our
customers and our own developers about
new technologies and how to make them
user-centric. We invite global innovators to
speak at our conferences, and based on
the content from these presentations, we
have built one of the largest tech channels
for professional software developers on
YouTube and Instagram called GOTO – with
more than 62 million views in total.
In the Trifork Labs segment, we invest in
software product companies as minority
owners. At the end of 2023, Trifork Labs had
23 active investments – a mix of innovative
growth companies and more established
and profitable companies. Trifork Labs
enables us to maximize the opportunities
we meet along the way by e.g. investing into
strategic partnerships with our customers.
Trifork Labs also functions as risk mitigation
for the Group and is where we learn about
new technologies and possibilities of soft-
ware. As the world of technology moves fast,
it is crucial that we manage our risk exposure
to software products, and by placing most
of our exposure in independent companies,
we share the investment risk with founders
and other investors instead of bearing the
risk entirely ourselves. This structure helps
us retain talented employees with entrepre-
neurial dreams while staying close to exter-
nal tech talents. When assessing investment
opportunities, we always look for synergies
with the Trifork segment. This could involve
becoming a reseller of a product, using it in
in our work with customers, or opening doors
to new markets and customers.
1,210
Employees
25
Offices
15
Countries
Denmark, Switzerland, Australia,
Austria, Germany, Hungary, Latvia,
Netherlands, Oman, Poland, Portugal,
Spain, Sweden, United Kingdom, and
USA
6
Business areas
Digital Health, Fintech, Smart
Building, Smart Enterprise, Cloud
Operations, Cyber Protection
72
Business units
23
Software startups
4
Categories
Strategic Collaboration, Product
Innovation, Technology Inspiration,
Digital Sustainability
69.7 EURm
Book value
Our culture is deeply rooted in curiosity about
new technologies. It means that we can attract
highly skilled people, which in turn ensures
competitive strength.
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24
About Trifork Group
Competitive strengths
Trifork has a track record of growth and prof-
itability. Since 2007, our compounded annual
revenue growth rate has been 23%, and in
the last five years, despite all the turmoil
happening in the world, our average growth
rate has been 19%. There has never been a
single year without profit on the bottom line.
The IT services market is growing steadily
due to the extensive need for digitalizing
both the private and the public sector in all
countries. However, given Trifork’s relatively
small size in a global perspective, our growth
is not directly explained by the overall mar-
ket growth in any given year. Rather, Trifork’s
growth derives from our selective approach
to operating within certain supporting trends
within the IT market and our ability to utilize a
unique organizational model to execute our
go-to-market strategy effectively.
Early positioning to supporting trends
Since our founding in 1996, Trifork has been
a technology innovation leader. We are a
trusted software partner known for employ-
ing the brightest, most curious, and most
technologically capable people in the indus-
try. The Group is well positioned to continue
growing in the coming years, with tailwind
from several supporting trends.
ENTERPRISE MOBILITY
The widespread use of smartphones and
tablets has resulted in a steadily increas-
ing adoption of mobile solutions in the
enterprise segment. However, only 15-20%
of large corporates have fully adopted a
“mobile-first” approach, according to one
of Trifork’s global business partners. Trifork
has built a strong reputation within app
development and ERP integration, and is
well positioned to take advantage of the
many opportunities arising within enterprise
mobility. While the mobile trend will remain
strong for years to come, spatial headset
computers may extend the growth trajec-
tory even further. Trifork is an early adopter
of enterprise use cases for the Apple Vision
Pro. Read more here: https://trifork.com/
apple-vision/
ARTIFICIAL INTELLIGENCE
Across public and private sectors, the
ever-increasing need to save costs and
understand users better drive the demand
for process optimization and data insights.
Trifork delivers a wide range of data servic-
es customized to each customers’ needs
paired with innovative AI solutions, e.g. cam-
era- and sensor-based decision systems.
We share more about our work in AI and
machine learning here: https://trifork.com
DIGITAL TWINS
Through advanced sensor technologies and
software infrastructures, so-called ‘digital
twins’ are emerging as a new way to engage
with products and gain valuable insights into
their usage. Trifork has worked on advanced
digital twin technologies for several years
and today offers capabilities targeting both
consumer and industrial use cases with a
hardware agnostic core platform that can
be scaled across various sectors.
EFFECTIVE HEALTHCARE
Populations are aging in developed coun-
tries, which puts pressure on the healthcare
sector to increase the quality of care while
cutting costs at the same time. Hence,
hospitals, clinics, public bodies, and their
surrounding ecosystem need to invest in
efficiency-increasing software platforms
that improves e.g. coordination and deci-
sion-making. Trifork has been instrumental
in building the world-leading Danish digital
health infrastructure over the last 25 years.
A recent Danish customer case is highlight-
ed on page 36. We are now using our deep
domain expertise to expand internationally,
e.g. in Switzerland where we are building
Compassana – an open platform with six
large insurance- and healthcare companies.
CYBER RISK AWARENESS
Competitive espionage, geopolitical tension,
cyber-crime, and terrorism can put corpo-
rates out of business instantly, and togeth-
er with upcoming NIS2 regulations, cyber
security will move to the top of the agenda in
all types of organizations. Trifork is increas-
ingly being asked to deliver custom cyber
protection solutions and services such as
penetration testing, logging, app shielding,
and managed detection and response. One
such case is highlighted on page 43.
1
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25
About Trifork Group
SUSTAINABILITY MOVEMENT
Companies and public entities are rushing
to reduce their environmental footprint.
By investing in software, companies can
become more effective in their supply chain
sourcing and production, which leads to
reduced material usage and less waste
generated as well as compliance with new
regulations. Trifork is met with great demand
for such solutions. We have also invested in
our own smart building concept, where we
show the construction industry how software
is key element in making buildings more
sustainable. Our Kamstrup case on page
38 is an example of a solution where we
apply our deep understanding of creating
software that leverages data from sensors in
buildings.
FINTECH REVOLUTION
Most financial institutions operate on a
patchwork of legacy IT infrastructures, which
limits the flexibility of operating the business
and leads to underwhelming customer ex-
periences. New technologies have emerged
in recent years allowing banks, insurance
companies, and payment processors to op-
erate on light, flexible, and compliant infra-
structure and to deliver the entire customer
experience in a user-friendly mobile app.
Trifork has built a strong reputation through
well-known solutions in the Danish market,
such as MobilePay and Young Money. We
have delivered many state-of-the-art B2B
solutions for large financial services compa-
nies across Europe. The nærpension case on
page 34 is one such example.
CLOUD CONTROL
More companies want to take control over
their cloud infrastructure. This trend is espe-
cially driven by regulations regarding data
privacy, but also by a desire to run a flexible
application setup. Being a close develop-
ment partner for corporates puts Trifork
in a good position to host our customers’
applications fully or partially in our own data
centers. On page 45 we show an example of
a customer that asked us to both build and
operate a business-critical solution.
Decentralized “Teal” organizational model
We nurture a mindset of being small and
nimble as we continuously grow our family
of independent business units. Instead of
rigid hierarchical management structures,
Trifork operates with distributed authority
and collective intelligence, in which natural
hierarchies emerge and dissipate depend-
ing on the situational context. This decen-
tralized model encourages entrepreneurial
spirit, motivation, innovation, agility, collab-
oration, talent attraction, and retention.
At the end of 2023, Trifork had 72 business
units. They all share a joint DNA, culture, and
philosophy but they independently manage
their own units, including sales strategy, cost
control, and hiring. When each unit grows to
reach around 42 employees, it is
divided in two, and a leader is
selected for the new unit.
Talents with leadership
aspirations are given
opportunities they
would otherwise wait
longer for in other
organizational mod-
els. Keeping units
small ensures quick
decision making
and a shared sense
of responsibility and
urgency to reach
the unit’s growth and
profitability targets. Executive management
monitors each unit’s financial and oper-
ational development on a monthly basis.
Quarterly workshops are arranged where
business units can inspire each other with
learnings, new technology capabilities, and
sales opportunities.
2
3
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About Trifork Group
Full-circle go-to-market model
Trifork’s go-to-market model is based on the
three sub-segments, Inspire, Build and Run,
which we consider to be the three phases
of our relationship with each customer. The
go-to-market model is designed to ensure
that our customers are at the center of all
activities carried out by Trifork, and that
Trifork maintains a strong customer relation-
ship throughout the software development
journey. This go-to-market model is vital to
Trifork’s success as it enables us to be
close to and drive innovation.
INSPIRE
The aim of the Inspire phase is to enable the
creation of ideas. The Inspire phase can be
broken down into two parts. The first part
revolves around the GOTO and YOW! brands
and includes our conference activities. The
conferences are a source of inspiration for
both customers and our colleagues and
serve as a customer acquisition channel.
GOTO and YOW! conferences are enterprise
software development conferences, hosted
by us as developers and intended for team
leaders, software developers, architects,
and project managers. The ambition of each
GOTO or YOW! conference is to facilitate the
best content, on the most important tech-
nology topics, presented by thought leaders
in the fields of software development and
technological innovation. The content is
shared on YouTube and Instagram, which
has made GOTO Conferences one of the
largest tech channels with around 63
million video views.
The second part of the Inspire phase, deliv-
ered by the Trifork Design Thinking teams,
is tied to specific customers and serves as
a bridge to the Build phase. This part of the
Inspire phase includes specialized work-
shops designed to help customers refine
and deliver innovative digital solutions and
concepts. We inspire and build prototype
software solutions in these workshops based
on an approach that emphasizes system
design. Getting the design and user expe-
rience right is instrumental when develop-
ment software. Forrester Research estimates
that 70% of software projects fail due to lack
of user acceptance, and other studies show
that 45-60% of product features are never
used, often due to lack of user understand-
ing or badly designed interfaces.
Build
Run
Inspire
Conferences
Innovation & Design
Workshop
Concept & Proof
of Concept
Customer Product
Development
Products
Operate &
Protect
Customers
Of the Group’s top 20 customers in 2021,
the Group continued to do business
with 18 of those customers in 2023.
Annual Report 2023
27
About Trifork Group
BUILD
Following the creation of a functioning pro-
totype or a strategic roadmap together with
the customer, we are often asked to develop
a fully featured solution. We estimate that
the conversion rate from customer-specific
Inspire workshops through to the Build phase
is approximately 70%.
Build is most often carried out in the form of
short development phases called “sprints",
through an agile "scrum" development
process. The scrum framework for software
development includes frequent customer
touch-points and a series of sprints to en-
sure that development is constantly refined
and that all parties involved in the develop-
ment process are aligned on shared goals.
At the end of each sprint, our teams present
the outcomes to the customer to validate
the developed functionality. We then set new
goals with the customer for the following
sprint. These sprints continue throughout
the execution phase and conclude with the
finalization of the product.
We believe that an agile software develop-
ment process is instrumental for developing
novel solutions, applying next-gen tech-
nology, and an effective means of meet-
ing customer expectations and reducing
development risks. Working closely with the
customer, we develop tailormade software
solutions which often include standard com-
ponents, open-source components, and
Trifork-owned components. The agile nature
of the work process enables us to deliver be-
spoke software and fully functional systems
in three to six months. We offer product de-
velopment solutions, mobile-first solutions,
SAP solutions, design and migration as well
as cloud-based operations. Everything with
a high focus on design and user experience.
CASE STORY
Duckwise and Trifork:
Inspiring the future of diabetes care
Background
Steno Diabetes Center Aarhus (SDCA) is a specialized medical facility operating
under the Danish national healthcare system, driving top-of-the-line clinical dia-
betes research, treatment, and education.
Nowadays, diabetes care is supported by a wealth of knowledge about successful
treatments and interventions. However, SDCA has a clear vision to further improve
the quality of life for the patients as well as create a more sustainable healthcare
set-up for the population, by offering future care that is more tailored to individual
circumstances and needs.
Setting the direction for future diabetes
care in Denmark
To define the strategic direction and envision the future of dia-
betes care, SDCA turned to Trifork and Duckwise to help facili-
tate an 'inspire'-driven process. The process involved a series
of design thinking workshops with SDCA management and
important Subject Matter Experts, as well as several interviews
with stakeholders and users. As part of the co-creation process,
we identified the needs of patients and healthcare profession-
als, pinpointed relevant digital building blocks based on both
existing and new solutions, and charted a path for a scalable,
innovative digital product with a clear vision, strategy, and
roadmap.
Building upon the foundation, we designed a digital concept
that transitions the current one-size-fits-all treatment approach
to personalized and tailored patient journeys, addressing the
most critical patient care needs. To validate the concept, we
continuously conducted user interviews involving patients,
nurses, and doctors from across the region, alongside a range of
feasibility analysis. Currently, we are laying the groundwork for
an efficient 'build’-phase to launch the first version of our digital
concept, INDBLIK, scheduled for a pilot in the summer of 2024.
CASE STORY
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28
About Trifork Group
RUN
Once the Build phase has been completed
and a solution implemented, Trifork offers
service agreements where we operate the
product solution. When operating ser-
vice agreements, we continuously update
our customers’ platforms with the newest
technology. This recurring business keeps
us very close to them. We can cyber protect
solutions and entire architectures in our op-
eration centers. We also offer to operate and
host our customers' private, public or hybrid
cloud systems. The products that we de-
velop are typically designed to be agnostic
between public and private clouds, ensuring
a high degree of flexibility for our customers.
When a particular concept has been imple-
mented a number of times for different cus-
tomers, it becomes a candidate for Trifork’s
standard product portfolio. Sometimes we
hold the IP rights for such concepts/ prod-
ucts and other times our customers initially
own the IP and then we later negotiate the
IP back to Trifork. In general, the revenue
potential from Run increases as the number
of such standard products grows.
Digital Twin Platform – The key to
next-gen asset control and insights
Digital twins are transforming markets through online control of physical assets
across the globe. Positioned as a cornerstone for future progress, they offer the
promise of enhanced efficiency, resilience, and availability. By leveraging the
power of digital twins, diverse markets are charting a way forward towards a
prosperous future, accessing assets remotely, optimizing resources, and mitigat-
ing environmental impact.
With years of expertise in this domain, Trifork has been at the forefront of develop-
ing its cutting-edge Digital Twin Platform. The advanced observe, decide, and act
capabilities of this platform are underpinned by a hardware-agnostic foundation.
These provide a rich feature-set with limitless connectivity possibilities. This flexi-
bility is demonstrated in many use-cases, from high-value consumer products to
industrial assets, and from fish migration platforms to wind turbine maintenance.
Trifork's platform has the ability to drive value-chains in diverse sectors, such as:
Smart Infrastructure, Healthcare Monitoring, Environmental Management, Smart
Mobility, Offshore Marine, and Smart Industry.
A prime illustration of Trifork’s Digital Twin Platform is demonstrated by a global
mobility provider that has over 100,000 connected vehicles in the field and a year-
over-year growth of 60%. For this customer, Trifork’s platform plays a pivotal role
in enabling new propositions that range from delivery and sharing, to road safety
and traffic insights. In another customer example, the platform has proven to be
successful in facilitating smart-grid stabilization. Here the platform manages a
diverse array of energy assets, encompassing both fixed infrastructures such as
generators and windmills, as well as mobile assets like aggregators and mobile
batteries.
With the integration of AI capabilities such as streaming video analytics, scenario
simulations, and autonomous decision making, our Digital Twin Platform offers
foresight and agility. As such it does not only address today’s challenges, but it
also anticipates and adapts to tomorrow’s needs. As we build upon our successes
and collaborate across markets, the continued advancement of these technol-
ogies holds immense promise for driving sustainable development, fostering a
more resilient and prosperous future, while driving bottom-line impact. Shaping a
world where sustainability is not just a goal but a tangible reality for generations
to come.
Declining customer concentration with increasing revenues
CUSTOMER CONCENTRATION, % OF GROUP REVENUE
* The largest customer in each year has been the same public customer, which is made up of
several independent authorities working with Trifork.
9.8%
38.4%
50.0%
8.7%
36.2%
48.7%
7.5%
35.4%
48.4%
Single largest customer* Top 10 customers Top 20 customers
2021
2022
2023
Annual Report 2023
29
About Trifork Group
Strategy
Our key strengths have positioned us well
to take advantage of the continued growth
in demand for innovative solutions in the
next-gen technology market. Our strategy
consists of the following building blocks:
A
Perfect ”The Trifork Way”
The Trifork Way is a reference to our phi-
losophy and way of doing business. Since
our industry is ever-changing, we must
constantly learn about new technologies
through education or research by experi-
ments. Therefore, we focus on:
1. Promoting a learning environment and
next-gen capabilities by continued focus
on inspiring our staff via our GOTO uni-
verse and developing their technical skills
through education and experimentation
through e.g. hackathons and internal
knowledge networks.
2. Supporting our culture by advancing the
Teal organizational model, where we en-
sure decentralized decision-making and
an unbureaucratic way of interacting with
our customers.
3. Being the best place to work by making
room for people to take initiative, work with
solutions they are passionate about, de-
liver quality work and/or launch their ideas
to improve the world with software.
4. Supporting our Trifork Labs innovation
model by promoting and praising entre-
preneurship. We have a solid track record
of helping early-stage companies enter
a pathway towards scalable business
success. We focus on prioritizing ideas with
real business potential and using the right
technologies.
B
Organic geographical
expansion
Building on Trifork’s existing competences
and business areas, we focus on growing
our geographical footprint. Our strategy is to
deepen and strengthen our position in the
geographies where we already do busi-
ness and where the need for our solutions
still leaves a large untapped potential for
growth.
OUR ORGANIC INTERNATIONAL EXPANSION
RESTS ON TWO PILLARS:
1. Growing our business units organically:
Trifork will continue to strive to outperform
the market in organic growth by seeking
to constantly develop and cross-utilize
our know-how and assets between our
business units and lab companies. Our
organizational teal structure also means
that we can tactically expand geograph-
ically when a new unit is spun off from an
existing one.
2. Internationalizing selected solutions:
Trifork has developed certain first-mover
solutions that receives international atten-
tion. One example is our deep know-how
within digital health data. With our partici-
pation in the European HL7 standardization
work, Trifork is well positioned to offer our
experience in an international context. Our
work with Compassana in Switzerland is a
recent example of such expansion, and we
are getting interest from other countries
currently as well. Another example is our
new business unit in Oman, where we ini-
tially have leveraged our capabilities with-
in Cyber Protection to deliver a state-of-
the-art platform, and where we are going
to expand into Digital Health, FinTech, and
Smart Enterprise solutions. Our work with
airline booking systems and in-flight apps
in Switzerland and Germany have gained
international attention and could lead to
growth in new countries too. We also see
great opportunity to internationalize our
FinTech capabilities from UK and Denmark,
while our many customer cases in Smart
Enterprise are gaining interest from large
US companies.
B C D E
A
Organic
geographical
expansion
Perfect ”The Trifork Way”
Grow recurring
revenue and loyal
customer base
Invest in strategic
collaborations
and acquisitions
Accelerate
partnerships
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2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 G2024
2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 20232009
230-240
63.1
158.5
115.4
106.4
16.1
86.5
64.5
59.0
44.1
35.6
30.0
19.1
23.4
13.1
7.7
2008 2021 2022
184.9
Guidance
Acquired revenue
Organic revenue
(not separately disclosed until 2014)
About Trifork Group
C
Grow recurring revenue and
loyal customer base
In today’s world, applications and systems
need continuous development, making
us move away from isolated projects and
towards deeper customer relationships. By
being a full-cycle service provider across
Inspire-Build-Run, we focus on develop-
ing Trifork’s revenue mix with an emphasis
on loyal customers and recurring revenue
growth. Historically, “Run” revenue has shown
the highest organic growth rates and is a
solid base of recurring business, i.e. in long-
term maintenance contracts, cloud opera-
tions, and cyber protection. Our strategy is
to expand these offerings and grow across
existing Trifork markets. Within our “Build”
revenue, we have a loyal customer base,
where around 2/3 of the revenue historically
has come from repeat customers (defined
as being a customer for minimum two
years). This revenue is technically not clas-
sified as recurring, but it nevertheless still
contributes strongly to the stability of Trifork
Group’s revenue growth.
D
Invest in strategic collabora-
tions and acquisitions
Trifork has a long track record of creating
value for our shareholders through acquisi-
tions and investments in companies formed
through strategic partnerships. In the
medium term, which we define as a rolling
three-year period, we aim to achieve up to
10% annual revenue growth from acquisi-
tions. Our balance sheet is strong with a net
debt/adjusted EBITDA ratio of 0.8x. We are
comfortable with a gearing up to 1.5x but
have the option to temporarily move above
1.5x if a solid opportunity arises.
1. PARTNERSHIPS
Trifork aims to continue to identify strategic
collaborations with customers and partners
to develop solid companies solving specific
needs in the market. This is typically done
with the partner(s) in a model that creates
a close strategic collaboration, enabling us
to create high value and competitiveness
together while ensuring Trifork’s continued
involvement. We will continue to focus on
these collaborations and develop more
partnerships like existing ones such as
&Money, Bluespace Ventures, Arkyn Studios,
and Bookingplatform.
2. ACQUISITIONS
Closely linked to our organic growth strat-
egies, we seek to carry out tactical and
strategic acquisitions. In doing so, we dili-
gently pursue “sweetspot investments”. Our
usual and preferred way of introduction to a
potential acquisition is through customers or
strategic partners. We often work on customer
solutions with other software providers, which
is an excellent way for Trifork to carry out an
informal due diligence of competence and
delivery model of such providers. Trifork’s
close partners also know which type of com-
panies would match well with Trifork, and they
sometimes support us with recommended
introductions. Targets are in a sweetspot if
they meet the following criteria:
Strategic match: We focus on capabili-
ty-driven majority stake acquisitions within
our six business areas Fintech, Digital Health,
Smart Building, Smart Enterprise, Cyber
Protection, and Cloud Operations.
We are especially fo-
cused on a
strong mobile offering anchored in de-
sign-thinking, solid reference clients, and
solutions that are mission critical to cus-
tomers. The latter ensures revenue stability
when opex/capex cycles turn down.
Cultural match: We look for businesses
that are led by committed founders with
strong domain knowledge, preferably from
a technical background, with good com-
munication skills, appealing personalities,
and broad networks. The Trifork Way and
teal organization provide a unique space
for such entrepreneurs to thrive after be-
coming a part of Trifork Group.
The founders remain in leadership control
of their business after the acquisition while
keeping a significant
minority
Orange11
G2024
207.9
Annual Report 2023
31
About Trifork Group
stake that can later be sold in tranch-
es to Trifork if they wish to do so. We are
proud to say that almost all founders have
remained in the Trifork Group after we
acquired the majority of their company.
Trifork prefers smaller M&A targets of 10-
50 employees which presents a greater
potential upside, allows for seamless
integration in Trifork’s teal organization,
and offers higher degrees of operational
flexibility. Important elements of our due
diligence are the employee turnover and
seniority, their motivation and passion
for technology innovation, and the team
members’ collective and individual skillset.
High value creation: In general, Trifork
rarely engage in M&A auctions, we very
rarely consider exit-cases, and we employ
a high degree of pricing discipline in
our acquisitions. Historically, Trifork has
acquired companies at valuation levels
that have fostered multiple arbitrage.
We only consider companies with
a track record of good profit-
ability, and where we believe
an acquisition can contribute
to sustained double-digit
organic sales growth and
a higher operating margin
of Trifork Group over the
medium and long term. We
engage in cases where the
founders want to continue
within their company and
seek options to develop and
scale up their business. By
becoming part of a network
of like-minded business units,
the acquired companies can collaborate
selectively with other Trifork business units,
which results in a stronger opportunity
set within their existing offering, but also
the possibility to sell other capabilities
that they can leverage from Trifork’s 72
business units. Ultimately, this leads to
increased revenue growth. In addition,
Trifork’s management provides coaching
and sparring on organizational develop-
ment, strategy and business plans.
Market leader: When assessing a compa-
ny’s growth and value potential, we also
pay close attention to its relative com-
petitiveness. In our view, being a market
leader does not necessarily mean being
the largest in a field, but rather being the
best or the frontrunner in defining a new
technology or market.
E
Accelerate partnerships
We seek to constantly strengthen and grow
our partnerships, i.e., in the form of reseller
relationships, business development part-
nerships, and operational partnerships with
leading companies in the technology indus-
try. With these partnerships, Trifork deepens
its know-how in specific technologies and
products, and a number of Trifork experts are
certified in leading partners’ technologies.
Trifork presents the partners’ products and
services, when they are suitable for a cus-
tomer solution – i.e. delivering specific com-
petencies or offerings. Trifork is particularly
focused on developing its relationships with
vendors within the Smart Enterprise business
area, as such relationships enable us to
offer additional flexibility in addressing our
customers’ needs. We focus on augmenting
with smart layers to improve performance
and develop better user experiences for em-
ployees. Current strategic partners include
Apple, SAP, Google Cloud, Microsoft, and
Amazon Web Services. We also have opera-
tional partnerships with e.g. NVIDIA, AxonIQ,
and Arkyn (the two latter are investments in
Trifork Labs).
Strategic
match
High
Value
creation
Cultural
Match
Mar*e&
Leader
S4eet
spot
FinTech
Smart Enterprise
Cyber Protection
Clo*% "perations
Digital Health Smart =*il%ing
Annual Report 2023
32
About Trifork Group
Business Areas
Trifork delivers its services across three
distinct verticals (FinTech, Digital Health
and Smart Building) and three horizontals
(Smart Enterprise, Cyber Protection and
Cloud Operation). Where the verticals are
focused on specific markets, the hori-
zontals are more agnostic to the markets
and support both the vertical markets as
well as other markets. In the verticals we
have deep domain knowledge, and in the
horizontals, Trifork has very strong technical
capabilities and operational skills devel-
oped over many years. In all business are-
as, we are creating solutions and concepts
for our customers and support them on an
ongoing basis.
12.2% 12.0% 3.5%
46.2%
6.2%
16.4%
FinTech
STRATEGIC PRIORITIES
Build new partnerships around new eco-
systems and third-party offerings
Create products from services and acquire
specialist companies
Further invest in new Fintech resources and
capabilities
REVENUE (EURM)
25.4
23.1
2023
2022
Annual Report 2023
33
About Trifork Group - Business Areas
The FinTech Market
Technology is increasing its importance for
the financial sector, as any company lacking
a strong technology strategy will struggle
to succeed. Banks are no longer monop
-
olistic standalone entities. Technological
advances drive an ongoing disruption, and
incumbents must look at themselves as part
of a larger ecosystem.
In 2023, the modernization in the financial
sector continued, and customer experience
in the finance sector continues to become
increasingly digital and gain importance. An
example of this is the trend towards a cash
-
less society. In one of our core markets –
Denmark – cash usage has fallen below 10%.
Criminal activity is moving into the digital
space, posing a significant challenge for the
industry to protect itself and its clients.
The sector has experienced critical data
leaks, and consequently we see an in
-
creased demand for strengthening security
and modernizing systems and infrastruc
-
ture. Customers also continue to focus on
building solutions against money launder
-
ing to fulfil regulatory requirements.
Looking outside the Nordic region, online
banking is continuing to grow across mar
-
kets, and a significant untapped potential
still exists. The penetration rate varies from
15-96% across Europe and the average is es
-
timated to be around 60% (Statistica, 2023).
The emerging trends in open banking, and
platform companies offering banking-as-a-
service, are changing the playing field and
the structure of the industry, as barriers to en
-
try are lowered. We expect that the banking
and insurance sector will continue to invest
heavily in digital and user-friendly solutions.
Our FinTech Business
At Trifork, we are specialists in developing
customer facing solutions, digital advisory
tools, infrastructure, and ecosystems. With
our Inspire-Build-Run model, we empower
our customers in banking, investments, and
life- and non-life insurance to reach their
digital ambitions and cost targets.
With 20 years of dedicated industry ex-
perience, we have won new customers in
Sweden, UK, Switzerland, and Denmark,
thereby increasing our FinTech service
offering and geographical footprint.
The FinTech business in Trifork is driven by a
range of our Trifork business units but also
by our sub-brands. The revenue in Trifork
FinTech grew 10.1% to EURm 25.4 in 2023.
Nine digitalizes public and private
Denmark by partnering with various pub-
lic administrations and authorities.
Duckwise brings businesses into the digital
age. Their team is experienced, creative,
and knows how to make success happen
through their proven design process.
Netic makes digitalization happen through
secure IT operations. They are an operations
partner to business-critical IT solutions.
Erlang Solutions builds transformative
solutions for some of the most ambitious
fintech companies in Europe and US.
OpenCredo specializes in complex
technology problems and has delivered
excellence to the UK financial services
and FinTech industry since 2009.
TestHuset assures the quality of FinTech
software by providing tests and advisory.
Through Trifork Labs, we are owners
in &money, a strategic collaboration
between Trifork, Spar Nord, Nykredit, and
Arbejdernes Landsbank, which in 2023
succesfully onboarded other banks to the
platform.
In 2023, Trifork acquired Chapter 5, a
Danish specialist developing and main-
taining mission-critical systems for Danish
financial institutions. Chapter 5 has deep
domain expertise in pension operations
and fund administration.
Our FinTech teams worked on several
solutions with different Danish pension
providers (see case on the next page),
and banks such as Jyske Bank and Spar
Nord.
BUSINESS AREA
FinTech
CUSTOMER
INDUSTRY
nærpension Financial
Services
CASE STORY
Annual Report 2023
34
About Trifork Group - Business Areas
nærpension – a fully owned sub-
sidiary of the 4th largest pension
company in Denmark, AP Pension
– sought to digitize and automate
manual workflows in pension man-
agement, enhancing data quality,
and gaining a competitive edge to-
wards their financial partners through
a holistic solution.
Advisory process automation and
integration across policy lifecycles
The goal is to deliver a 360-degree solution
for managing insurance and savings prod-
ucts in the pension sector through the entire
lifecycle of the policies (creation, modifica-
tion, payouts, and termination). The focus is
on automating the advisory processes and
integrating various back-end systems to fa-
cilitate efficient creation and modification of
policy offers between the financial partners
and nærpension. Furthermore, the solu-
tion should handle reporting and invoicing
across sales channels.
Orchestrating efficiency: A unified
solution
The solution acts as an orchestrator of
interactions between core systems, adviso-
ry systems, and various other internal and
external systems. It allows both manual and
automated requests, and for the advisors to
remain in their familiar IT systems, offering a
unique selling point to the financial partners.
This is achieved through integration with the
three IT-centrals (Bankdata, BEC and SDC).
The solution handles all policy-related data
such as coverages, tax codes, premium
payments, refunds, hazard classes, exclu-
sions, etc.
During 2023 several key services were
added. The most significant services are
automation in premium collection and
refunds. Furthermore, monthly terminations,
personalized costs on savings products,
together with enhanced KYC procedures,
were released.
Successful deployment delivers in-
creased revenue and reduced costs
The project was successfully deployed on
time and within budget, continuing to evolve
with ongoing development. This contrib-
uted to increased revenue, cost reduction,
and enhanced brand value for nærpen-
sion. Through this collaboration, the Trifork
company Chapter 5 reaffirmed its role as a
strategic technology partner in highly regu-
lated industries.
Automating work processes
through data orchestration for
leading pension company
”Chapter 5 has been a trusted
partner and advisor for more
than a decade. The team under-
stands our domain and strategic
objectives, which enables them
to translate our business needs
into agile, robust and tailormade
solutions.”
Peter Nielsen
SVP Business Development, AP Pension
Digital Health
STRATEGIC PRIORITIES
Prioritize interoperability and the integra-
tion of emerging next-gen technologies.
Internationalize solutions to improve pa-
tient journeys and enhance collaboration
across sectors.
Expand telemedicine services and solu-
tions to additional medical fields for wider
reach.
Develop and implement SaMD to advance
healthcare innovation.
Leverage AI and data analytics for more
effective, data-driven healthcare solutions
REVENUE (EURM)
25.0
19.4
2023
2022
Annual Report 2023
35
About Trifork Group - Business Areas
The Digital Health Market
In Western economies, the growing chal-
lenge of an aging population and a rise
in chronic diseases is pushing healthcare
costs up and increasing the demand for
innovative medical services and products.
This expanding demand is met with a crit-
ical shortage of skilled healthcare workers,
underscoring the urgency for innovative,
efficient solutions.
Digitalization stands as a cornerstone for
enhancing healthcare delivery, although
it faces challenges like fragmented and
decentralized systems that hinder the
seamless flow of information between
patients and healthcare professionals, and
also between sectors.
The healthcare sector is shifting towards
more digital solutions, such as CE-marked
apps for patients and Software-as-
Medical-Device (SaMD), which strengthen
healthcare professionals' decision-making
capabilities.
The integration of emerging technologies
like artificial intelligence (AI), telemedicine,
and patient-reported outcomes is critical,
marking a shift towards more efficient and
patient-focused healthcare solutions.
Our Digital Health Business
Trifork's mission is to improve the lives
of patients and healthcare profession-
als through our deep expertise in digital
health. This includes interoperability, ad-
herence to international standards, and
specialized knowledge in treatment and
medical domains.
The revenue in Trifork Digital health grew
29.0% to EURm 25.0 in 2023. The year
marked our international expansion,
strengthening of our teams, and enhance-
ment of our portfolio through partner-
ships, notably with Bluespace Ventures in
Switzerland. Trifork Labs’ investmented in
the business in 2023 and signifies our deep
commitment to the Swiss digital health
landscape.
Our achievement of the ISO 13485 certifi-
cation is a testament to our capability to
deliver regulated digital health solutions.
Our focus on telemedicine and shared care
solutions has enabled seamless online con-
sultations between doctors and patients.
The rapid evolution of AI in healthcare un-
derscores the importance of leveraging its
potential to improve care delivery. Trifork is
at the forefront of this movement, engaging
in various AI initiatives, including collabora-
tions with public organizations to develop
ML platforms for compliant, research-based
clinical solutions.
Data-driven solutions are critical for
improving treatment, ensuring effective
diagnosis, increasing preventive meas-
ures, and prioritizing care efficiently.
However, the deployment of data and
technology must be well thought-out to
prevent further strain on the healthcare
system, which, as mentioned, is already
facing numerous challenges.
This underlines the importance of our
collaboration with our customers and
with healthcare professionals, ensuring
that our technological advancements
support rather than complicate the
healthcare landscape. Our collabo-
ration is key to making technology a
seamless part of healthcare, enhancing
patient care without adding unnecessary
burdens.
Our approach to digital health is collabo-
rative, involving five Trifork business units
and additional Trifork Group subsidiaries.
As we continue our journey in digital
health, our focus remains on transform-
ative healthcare solutions, underpinned
by innovation, collaboration, and the
responsible use of technology. Our case
story on the next page exemplifies the
work that we do across the ecosystem.
Many more digital health customer cases
can be found on trifork.com.
BUSINESS AREA
Digital Health
INDUSTRY
CUSTOMER
HealthcareCentral
Denmark
Region
CASE STORY
Annual Report 2023
36
About Trifork Group - Business Areas
Central Denmark Region's prehospital ser-
vice is a mobile hospital that annually treats
over 150,000 citizens and transports 400,000
seated patients to hospital visits. This service
plays a critical role in providing emergency
care to seriously ill or injured patients from
the moment a 112 call is made until the pa-
tient is either treated on-site or received at
a hospital.
A shared communication platform
for a rapidly growing organization
The regional council's decision to internal-
ize parts of the ambulance service intro-
duced new needs within the organization.
There was a requirement for a common
IT system that could be used across both
the AMK emergency control center and the
Department of Ambulances and Emergency
Medical Cars. The system needed to fa-
cilitate the reporting of daily logs in both
departments and to report all matters con-
cerning vehicles and personnel. Additionally,
a fleet management system was necessary
to always have an overview of the vehicles'
locations and their status.
Furthermore, there was a desire for a com-
mon platform for targeted communication
to the right employees, primarily about
operational matters, but also for news and
information from the management and staff.
The need was not for another intranet but for
a unified operational platform.
A truly unique joint development
project
Trifork's expertise in critical public health IT
and the region's knowledge within the spe-
cific prehospital healthcare domain created
a joint development project that fostered
mutual inspiration and learning. It ensured
that the Central Denmark Region could con-
figure and adapt the solution independently
afterward.
Throughout the project, there was an
urgency in the need, but also a technical
understanding from the management at the
prehospital service in the Central Denmark
Region, which became the guiding principle
that allowed for the rapid development of
the first version.
The final rollout of the completed platform
was smooth and efficient as the solution is
so intuitive that users could use it without
training. The solution quickly created value
by improving communication and efficiency
within the prehospital service. The platform
supports a range of workflows, including
reporting malfunctions of ambulances, fol-
low-ups, an overview of vehicle operational
status, expense management, and much
more.
Hospital on wheels: A unified
operational platform for
prehospital services
“Trifork is modern and has many different angles,
and it's important and inspiring that they are not
afraid to try something new. What we have created
in a short time has really added value.”
Jørgen Gustafsson
Senior Software Specialist, Central Denmark Region
Smart Building
STRATEGIC PRIORITIES
Market and implement the potential of
AI and ML in connected services across
Smart Building, Smart Factory, and Industry
4.0 sectors.
Expand our building portfolio with
TSBThree, aiming to attract new partners,
tenants, and investors to our next Smart
Building project in “Water Valley.”
Pioneer the introduction of Spatial
Computing to asset owners, architects,
and buildings, showcasing its transforma-
tive potential in smart infrastructure.
REVENUE (EURM)
7.4
6.3
2023
2022
Annual Report 2023
37
About Trifork Group - Business Areas
The Smart Building Market
In 2023, Denmark set new climate rules for
buildings to cut CO2 emissions, requiring all
new projects to report their 50-year envi-
ronmental impact. While this is certainly a
step in the right direction, 70% of a buildings
lifetime CO2 emissions are emitted during
operation. The demand for Smart Building
solutions thus remains robust, propelled by
ambitious CO2 reduction targets and the
demand is echoed worldwide as commer-
cial real-estate tenants demand granular
data to optimize their operational efficiency.
Connected services in industrial produc-
tion and the building sector harness new
data technologies, supporting a transition
towards digitalization and sustainability.
By integrating advanced internet of things
(IoT), artificial intelligence (AI), and analyt-
ics, these technologies provide operational
insights and resource optimization. Success
for our customers depends on delivering
exceptional customer experiences, ensur-
ing secure hosting, and maintaining robust
cybersecurity measures which not only
enhances efficiency and environmental
objectives but also aligns with our stand-
ards for usability, reliability, and security.
AI's integration into IoT is changing indus-
try interactions with complex systems.
Vision Machine Learning (ML) for Quality
Assurance (QA) automates defect detec-
tion with high precision, enhancing quality
control. Predictive maintenance through ML
anticipates equipment failures, reducing
downtime and prolonging equipment
lifespan. Generative AI enables more natu-
ral human-machine interactions, signifi-
cantly improving user experiences.
Spatial computing, such as that enabled
with the Apple Vision Pro, is set to enhance
the building sector with sophisticated
visualization and modeling. Beyond virtual
model exploration, it assists in employing
new or upcycled materials for construction,
enabling precise planning and sustainabil-
ity in building practices. Spatial computing
also aims to improve maintenance through
accurate, real-time 3D visualizations.
Our Smart Building Business
Digital technologies are crucial for the
green transition. Implement Consulting
Group estimates that digital enablement
is essential for achieving 20-25% of the
greenhouse gas reductions needed for
Denmark's 2030 climate target, showcas-
ing Trifork's contributions to this vital effort.
In 2023, revenue in the Smart Building
business area grew by 16.8% to EURm 7.4.
We continue to invest in our capabilities
and offering within Smart Building and IoT
solutions to be a relevant partner for pub-
lic and private asset owners. Customers
in 2023 included e.g. the large Danish
supermarket owner Salling Group, where
we helped them optimize their energy
usage in the stores, and the leading smart
metering company Kamstrup (read more
on the next page).
As we move into our own first building,
TSBOne, it is set to serve a dual purpose:
a highly functional office space and a
inspiring demonstration and development
platform for digital solutions. TSBOne
already functions an inspiration for cus-
tomers, researchers, and other stakehold-
ers through showcasing advancements
like waste water management, building
dashboards, and digital facility controls.
TSBOne embodies the future of smart,
green buildings, driving inspiration and
development in the field.
Trifork’s unique family of offerings – from
design, through hardware-design, cloud
operations and data-analytics – makes
us a unique strategic partner for forward
thinking asset owners.
BUSINESS AREA
Smart
Building
CUSTOMER
INDUSTRY
Kamstrup Metering
systems
CASE STORY
Annual Report 2023
38
About Trifork Group - Business Areas
Kamstrup A/S is a global provider of sustain-
able metering solutions for water, power, and
heating. They design, manufacture, install,
and service metering systems across the
globe with local presence in 12 countries. In
a strategic move to focus on their core busi-
ness, Kamstrup decided to purchase – rather
than build – a secure data platform and a
cloud stack based on proven technology
and a flexible architecture, enabling them
to focus in-house development teams on
realizing business goals through customer
centric integrations/applications and to gain
new insights through consolidated, central-
ized data. Enter Trifork.
Empowering customer value creation
and efficiency
A growing number of utility customers
request a SaaS solution instead of trying to
build software themselves. Kamstrup need-
ed to rethink their service delivery. Kamstrup
selected Trifork’s data platform called
Cheetah and Netic’s cloud stack called
Contain as the foundation for their digitaliza-
tion journey, making data-driven decisions
and building customer facing applications.
Trifork’s Enabling Team plays a pivotal role
in Kamstrup’s adoption and utilization of the
data platform, empowering the organization
to focus on its customers, resting assured
that security, scalability, and stability of
the streaming processes is handled by the
Trifork Group.
Many companies fall prey to the lure of shiny
new tech that fails to deliver in stability,
support, and a mature community. With
Cheetah, Kamstrup has chosen a data
platform that leverages proven technologies
essential to a reliable platform and open-
source software means extensive and ac-
cessible support from strong communities.
Efficiency boost and clean data
With Trifork handling the development and
maintenance of Kamstrup’s data platform
- and the underlying eclectic choice of the
best components - Kamstrup frees up time
to focus on their core business. Furthermore,
the guidance of Trifork’s Enabling Team
boosts the efficiency of Kamstrup’s own de-
velopers when creating applications for their
users. Also, developers need easy access to
data but often do not know how to get them.
Cheetah has an internal developer platform
with built-in data and service discovery,
enabling Kamstrup’s developers to find what
they need at speed.
A platform for successful cooperation
At Trifork we are proud to play a part in
Kamstrup’s journey to provide sustainable
metering solutions and services for water,
power, and heating. It is gratifying to provide
behind-the-scenes empowerment of our
customers as they create value in the world
- all the while maintaining a high level of
security.
Data platform driving
business value and sustainability
“Strategically, the Kamstrup Data
Platform is of great importance to
us. We are thrilled to see that our
new system is well received by
our development teams and how
it accelerates our ability to create
customer value. With Trifork as our
trusted partners, we have succeed-
ed in creating a great foundation
for our growth without making a
vendor lock.”
Lars Enevoldsen
Senior Vice President, Software Technology
Kamstrup
Business Goals Governance
Enabling Team
Data Platform
Domain
Dev. Team
Applications
Insights
Smart Enterprise
STRATEGIC PRIORITIES
Market expansions into the US and the
Netherlands, with a large focus on AI, Apple
Vision Pro, and enterprise mobile apps
Growth based on our core competencies
through the creation of new business units
and expansion into new industries
Increase the revenue share of both 'Inspire'
and 'Run' business by developing our offer-
ing within DesignLabs and Operations, and
offering these in new geographies
Continuous focus on leveraging and build-
ing strong partnerships with Apple, NVIDIA,
and SAP
REVENUE (EURM)
96.1
84.3
2023
2022
Annual Report 2023
39
About Trifork Group - Business Areas
The Smart Enterprise Market
The Smart Enterprise market encompasses
IT and services spending by private and
public organizations on enterprise soft-
ware, including mobility and AI solutions.
2023 started with a continued focus on cost
savings and efficiency from the market due
to the economic environment. However,
demand remained relatively stable from or-
ganizations investing in enterprise software
with the aim of optimizing, streamlining, and
automating business processes.
We see good growth potential in enterprise
mobility and spatial headset computers
as ERP systems transform to the cloud – al-
lowing for implementation of new solutions
where data can be consumed in real-time
from all corners of the organization.
According to one of our global partners,
only around 15-20% of large enterpris-
es have adopted mobility in their core
business processes. This leaves a large
untapped potential to help organizations
utilize the many benefits of mobile apps, by
creating simple user-friendly solutions that
remove complexity and empower users,
and typically with a very fast ROI.
Furthermore, we are met with strong
demand for scalable concepts where soft-
ware vendors take full responsibility of the
developed applications, including security
and continuous enhancements.
Our Smart Enterprise Business
In 2023, our Smart Enterprise business
continued to focus on industry leaders and
large public organizations in a broad spec-
trum of sectors including discrete manu-
facturing, transport, energy, logistics and
warehousing, FMCG and retail, and aviation.
While customers’ decision cycles took
longer in 2023 than in previous years, we
invested in Smart Enterprise business
development and overall ended the year
with satisfactory growth given the market
circumstances.
We delivered on public sector tenders,
working with customers such as Andel, The
National Agency for IT and Learning, The
Danish Road Traffic Authority, and Energinet
– to mention a few. In 2023, revenue in the
Smart Enterprise business area grew by
13.9% to EURm 96.1.
Our Trifork Labs company, Arkyn, com-
pleted a successful proof-of-concept of
their work order processing app on top
of SAP for a large customer within the
German automotive industry. Based on the
positive feedback from users, the custom-
er decided to roll out the solution in their
organization. With several large European
brand names in their customer portfolio,
Arkyn has begun their expansion to the US
market.
We are focusing on strengthening our part-
nership with SAP even further and creating
meaningful impact with and for our SAP
customers. We aim at becoming the lead-
ing SAP Business Technology Platform (BTP)
and innovation partner in Denmark.
Our approach to building enterprise solu-
tions is grounded in the value of design
thinking and user-centricity, which is essen-
tial in today's business landscape where
employee expectations are rising amidst a
shortage of qualified personnel. By imple-
menting our proven design thinking meth-
odologies with our customers, we ensure
the development of effective solutions that
promote high adoption rates, employee
satisfaction, and retention. This approach
is encapsulated in the work we did with TV4
in Sweden (read more on page 40) and the
Danish Ministry of Defence (page 41).
In 2023, we also engaged in and hosted
several events and workshops on SAP BTP,
S4/HANA migration, AI, Design Thinking,
Adoption Management and more, as well
as progressed in projects and collaboration
with Energinet, Vestas, and SAP AppHaus,
to name a few of our esteemed customers
and partners.
These strategic activities underscore
Trifork’s commitment to delivering time-
less, next-gen enterprise solutions and
cementing enduring partnerships with our
customers.
BUSINESS AREA
Smart Enterprise
CUSTOMER
INDUSTRY
TV4 Broadcasting
CASE STORY
Annual Report 2023
40
About Trifork Group - Business Areas
TV4, a prominent Nordic broad-
casting company, faced a pivotal
challenge - how to consolidate user
information spread across multiple
databases into a singular, competi-
tive streaming platform.
Several million subscribers, zero
downtime
With the growing dominance of major
streaming services like Netflix and Disney
Plus, TV4 needed to enhance its platform's
competitiveness. The migration also aimed at
catering to the needs of advertisers, ensuring
flexible ad space, and unifying the brands of
TV4, C More, and MTV (in Finland) for a seam-
less user experience.
Erlang Solutions, a Trifork company, success-
fully migrated several million subscribers
from an external service to a user man-
agement application with zero downtime.
Recognizing the integral role broadcasting
plays in society, the approach prioritized
resilience to cyber threats. Meticulous execu-
tion ensured an uninterrupted service during
the migration, providing the resilience TV4
needed.
Empowered through effortless
migration
Executing one of the world's largest migra-
tions with zero downtime demanded a robust
technological foundation. Leveraging the
Elixir programming language, known for its
fault tolerance and efficiency, delivered a
seamless transition. The language’s unique
features ensured efficient maintenance and
continued operation without faults, guaran-
teeing effortless functionality.
The inherent efficiency of the Elixir language
has also translated into reduced server con-
sumption for TV4, aligning with environmental
consciousness. Its ability to operate on fewer
servers led to a significant reduction in
infrastructure costs, reflecting a commitment
to sustainability.
TV4's future-ready broadcasting
landscape
The collaboration between TV4 and Erlang
Solutions has not only consolidated user data
but has fortified the broadcasting giant's
position in the competitive streaming market.
The seamless migration of several million
subscribers, the adoption of Elixir for efficien-
cy, and the focus on sustainability underscore
TV4's commitment to a future-ready broad-
casting landscape.
Transforming broadcasting
excellence: TV4's unified
streaming platform
“We have had the pleasure of working with Erlang Solutions for
an extended period of time and they have become our trusted
partner for all things related to Erlang/Elixir. We are extreme-
ly satisfied with their quality of work, seniority, and technical
expertise which has helped us create a trusted hybrid streaming
service for our customers.”
Kristian Saebdal
Head of Integrations Development, TV4
BUSINESS AREA
Smart Enterprise
CUSTOMER
INDUSTRY
Danish Defence Public
CASE STORY
Annual Report 2023
41
About Trifork Group - Business Areas
The Danish Ministry of Defence Estate
Agency (MDEA) handles all construction
projects for the Danish Ministry of Defence
authorities. Responsible for property assess-
ments, buying and selling, legal consul-
tations, preservations, and environmental
issues, MDEA oversees 700 rental properties.
The challenge MDEA faced was the complex
nature of their internal processes. The utility
and equipment maintenance department,
serving military and non-military personnel,
struggled with a complicated and time-con-
suming system. The existing process
involved receiving requests through their
SAP system, which proved to be ineffective,
non-flexible, and prone to manual errors.
Handyman tasks, from fixing windows to
acquiring utilities, suffer due to an outdated
system, causing inefficiencies, miscommu-
nication, and delayed responses.
Enhancing internal processes while
safeguarding data
The primary need was to enhance and au-
tomate the internal processes, making them
more efficient and reducing the risk of data
loss. The current system, with its reliance on
paper-based requests and workflows, hin-
dered the timely completion of tasks.
The department required a solution that
would streamline request handling, task
management, and time tracking for the
handyman workforce. The work ahead high-
lights Trifork's role as a catalyst for change,
addressing challenges that management
might not have been aware of previously.
Design thinking approach
To address the challenges, Trifork ap-
proached the situation with our proven
design thinking methodologies. Our team
conducted fieldwork, interviewing both ad-
ministrative staff and handyman personnel
to gain comprehensive insights into their
workflows and challenges. We organized
two workshops, emphasizing collaboration
between different levels of staff.
The first workshop focused on setting the
scene and on problem exploration, while the
second delved into solution ideation through
detailed wireframes, encouraging hands-
on input from those directly involved in task
execution, emphasizing minimal viable
product (MVP) principles. It became evident
that transitioning from manual to automat-
ed processes would significantly save time,
improve efficiency, and minimize the risk of
errors. Trifork's engagement fostered collab-
orative decision-making and prioritization,
ensuring alignment with user needs and
business objectives.
Simplified, real-time, stress-free
The outcome was a tailored high-fidelity
mobile app design for handyman workforce
needs, addressing requisition manage-
ment, task prioritization, and time tracking.
It featured a user-friendly interface for task
execution and provided real-time overviews
of assignments. Introducing a “direct task
creation” feature streamlined processes and
eliminated unnecessary steps. The design
also included a map feature for task loca-
tion, optimizing daily schedules.
Overall, the workshops revealed insights
into daily task complexities and inefficien-
cies. This collaboration highlights potential
for impactful improvements via focused
workshops and user-centric design. While
further collaboration is possible, im-
mediate achievements underscore the
value of an efficient, collaborative prob-
lem-solving approach.
Streamlining maintenance
processes for the Danish Defence
“It was impressive to see how Trifork’s design thinking approach
challenged our way of thinking and really pushed us out of our
habits. The results of the workshops have given our business team
the tools to describe our work processes. It has also provided us an
understanding and importance of which stakeholders are neces-
sary participants.”
Marianne Sletten
SAP IT Consultant, The Danish Ministry of Defence Acquisition and Logistics Organisation
Cyber Protection
STRATEGIC PRIORITIES
Concentrate on serving medium-sized and
large enterprises across Trifork's primary
geographic markets.
Enhance the consulting business by col-
laborating with top-tier vendors while con-
tinuing to approach the market in a holistic
and technology-agnostic approach.
Develop analytics and big data solutions,
leveraging Trifork's established presence.
Pursue growth through strategic acqui-
sitions to augment capabilities and rein-
force our market standing.
REVENUE (EURM)
12.9
15.6
2023
2022
Annual Report 2023
42
About Trifork Group - Business Areas
The Cyber Protection Market
The digital landscape has become a
battleground, with criminal groups,
nation-states, and lone actors all exploit-
ing the interconnectedness of our world.
Public and private entities alike face a
relentless barrage of cyberattacks, tar-
geting everything from sensitive data to
critical infrastructure. These threats have
escalated geopolitical tensions, rocked
companies with high-profile breaches,
and awakened even the most complacent
leadership to the urgency of cybersecurity.
Fueling this urgency is the escalating cost
of cybercrime. As our reliance on tech-
nology deepens, McKinsey estimates that
cyberattacks could inflict USD 10.5 trillion
in annual damage by 2025 – a 300% in-
crease from 2015. For organizations, secu-
rity is no longer a peripheral concern; it is
a license to operate. A single breach can
shatter reputations, erode customer trust,
and inflict lasting financial wounds.
The sophistication of attacks grows
alongside the attack surface, while skilled
cybersecurity professionals remain
scarce. This shortage creates a crucial
gap that pushes organizations towards
external service providers. By partnering
with experts, businesses can gain the ex-
pertise, resources, and constant vigilance
needed to navigate the ever-evolving
threat landscape.
Our Cyber Protection Business
In 2023, Trifork's cyber protection business
revenue declined by 17.4% to EURm 12.9.
The decline was partly explained by
internal reorganization to improve our
sales and delivery model to customers,
but also partly explained by extraordi-
narily large license sales in 2022, which is
volatile in nature.
Trifork now has three business units jointly
offering a unique range of consulting ser-
vices and end-to-end capabilities before,
during, and after a cyber attack.
Trifork stands as a cybersecurity sentinel
for diverse industries, including critical
infrastructure, commerce, finance, pub-
lishing, education, insurance, defense,
and more. We empower organizations to
harness the power of technology while
mitigating the ever-present threat of
cyberattacks.
Our comprehensive approach ensures
that our customers’ data remains acces-
sible, confidential, reliable, and secure.
We leverage our expertise to:
Identify: Understand the business from
a cyber- and information security
perspective, identifying critical services
and assets.
Protect: Implement measures to mini-
mize impact of potential cyberattacks
Detect: Proactively detect security in-
cidents using appropriate monitoring
and detection tools.
Respond: Respond swiftly to identified
threats, containing damage and busi-
ness impact.
Recover: Fostering resiliency, ensuring
plans are in place to recover systems
and services after an attack.
Governance, Risk and Compliance
(GRC): Establish clear leadership
and structures for managing cyber
risks and ensuring compliance with
regulations.
We go beyond reactive solutions, offering:
Continuous improvement: We continu-
ously analyze security and operational
data to provide actionable insights and
visualize potential service disruptions.
Tailored intelligence: Gain com-
prehensive understanding of cyber
threats specific to the industry and
operational environment.
Comprehensive solutions: We provide
access to leading hardware and
third-party licenses, streamlining the
cybersecurity journey.
All in all, organizations partner with Trifork
to navigate the complex digital land-
scape with confidence, knowing their
data and infrastructure are secure and
compliant.
INDUSTRY
BUSINESS AREA
Transportation Cyber Protection
CASE STORY
Annual Report 2023
43
About Trifork Group - Business Areas
A large player in the transportation sector
operating within the critical infrastructure
domain, faced an escalating threat land-
scape of cyber-attacks. With the transpor-
tation sector becoming a prime target for
malicious actors targeting critical national
infrastructure, the company recognized the
need to fortify its cybersecurity posture to
safeguard sensitive data, ensure operational
continuity, and adhere to stricter regulatory
requirements.
After coming to the realization that it was
difficult to attract qualified employees with
the needed capabilities, the company made
a shift from the initial strategic decision to
build an internal red team to working with an
external partner.
Red team testing and compliance
adherence
Trifork Cyber Protection engaged with the
company to conduct comprehensive red
team testing, a proactive approach sim-
ulating real-world cyber threats to assess
vulnerabilities in the company’s digital infra-
structure. The collaboration aimed not only
to identify weaknesses but also to fortify the
company's cybersecurity defenses against
evolving threats.
Moreover, recognizing the sector's compli-
ance intricacies, Trifork Cyber Protection
tailored its services to ensure adherence to
international cybersecurity standards and
regulatory frameworks. This included align-
ing the company's cybersecurity practices
with industry-specific guidelines, ensuring
data protection, and compliance with re-
gional and global regulations.
Staying on top of the relevant cyber risks
The collaboration between Trifork Cyber Protection and the
company yielded significant results:
Safeguarding critical
infrastructure
"Trifork Cyber Protection’s
tactical approach to red
team testing and compli-
ance adherence has for-
tified our cybersecurity
defenses. This partnership
has not only enhanced our
operational stability but
also helped us to bring back
focus on our core business."
Senior IT manager of a large
transportation company
Trifork’s Cyber Protection customers prefer to remain anonymous.
1. Enhanced security posture:
Through red team test-
ing, vulnerabilities were
identified and promptly
addressed, bolstering
the company's security
posture – both in pro-
duction as well as before
pushing new products to
production.
2. Regulatory compliance:
Trifork Cyber Protection’s
expertise in navigat-
ing complex regulatory
landscapes ensured that
the company met and
exceeded compliance
requirements, providing
a secure environment
for critical infrastructure
operations.
3. Operational stability:
The company experienced
improved operation-
al stability as a result of
strengthened cybersecuri-
ty measures, mitigating the
risk of disruptions due to
cyber threats.
Cloud Operations
STRATEGIC PRIORITIES
Develop new services and products that
ensure reliable and secure operations in
the private, public, and hybrid cloud
Deepen our market penetration in existing
markets, and scale our services to other
Trifork markets
Continue organic investments in future
assets like datacenters and infrastructure
Add competencies via selective bolt-on
acquisitions
Drive automation and ease of doing busi-
ness with Trifork, and provide best-in-class
DevOps
REVENUE (EURM)
34.1
29.9
2023
2022
Annual Report 2023
44
About Trifork Group - Business Areas
The Cloud Operations Market
The cloud operations market continues to
increase its importance for Trifork and our
customers. Cloud is becoming the new
norm across our markets as a ‘deploy-
ment model’ for both applications and
infrastructure.
Cloud-based architecture gives devel-
opers greater flexibility and efficiency in
DevOps and better accessibility to users.
The cloud operations market continues to
be dominated by large American ‘hyper-
scalers’ who set the standard for many of
the services and price levels in the market.
But at the same time, we also observe
that organizations are increasingly pri-
oritizing privacy concerns as a result of
EU regulations. They want to know who
controls the assets, where the applica-
tions are hosted, and how their data is
stored. This makes private cloud provid-
ers relevant in the market.
Cloud operations is becoming increasing
business critical while the required tech-
nical capabilities are becoming more
complex. At the same time, the regula-
tory landscape is constantly evolving.
This drives demand for solutions that are
secure, flexible, and capable of being
migrated from local storage to private or
public cloud, and vice versa.
The development of new cloud applications
exceeds the capabilities of most in-house
IT departments. The introduction of multiple
cloud environments drives the increasing
need for external service providers.
Our Cloud Operations Business
At Trifork, our ambition in cloud operations
remains to improve the work of developers
in our customers’ organizations. Our servic-
es range from advising and designing in-
frastructure solutions to implementing and
maintaining complete cloud-based solu-
tions that suit each individual organization.
Our product offering spans from on-premis-
es data storage to multi- and hybrid-cloud
solutions as well as public cloud platforms
from Amazon, Microsoft, and Google. We
often develop solutions that are agnostic
between cloud environments, ensuring a
high degree of flexibility for our customers.
In 2023, Trifork Cloud Operations revenue
grew by 14.1% to EURm 34.1, largely driven
by our subsidiary company Netic. We
continued our efforts to expand our offer-
ing through the year.
Cloud Native is the business area that has
attracted the most attention and the area
where we have experienced the most
significant and increasing demand for our
services, primarily because of our Cloud
Stack. Our in-house developed applica-
tion platform called Contain has gained
strong traction. It is based on Kubernetes
and designed to provide a comprehensive
and secure infrastructure. Our hosting
business also performed well in 2023.
We participated in events to a greater ex-
tent than ever before. Just to name a few:
DevOpsDays in Copenhagen, GOTO in
Aarhus, and the new KCD Denmark, which
with 400 attendees, was a resounding
success.
An increasing number of customers
who work with Trifork on developing new
software decide to enter into operations
agreements. We consider this an impor-
tant part of our overall growth strategy.
One such example is the Kamstrup cus-
tomer case on page 38 and 45 where our
Smart Building and IoT teams developed
a data platform, which is now operated
and fully managed in Contain.
Further, when Cloud Operations grows, it
contributes to increased stability in the
Group’s revenues due to the long-term
nature of customer contracts.
The margins in Cloud Operations were
satisfactory in 2023; a year which saw
fewer physical investments than 2022.
Having physical assets allow for opera-
tional leverage when the utilitization of
our modern data centers increases.
BUSINESS AREA
Cloud
Operations
CUSTOMER
INDUSTRY
Kamstrup Metering
Systems
CASE STORY
Annual Report 2023
45
About Trifork Group - Business Areas
Modernization of software platform
Kamstrup stands as the global leader in
manufacturing system solutions for in-
telligent energy and water metering. To
maintain its market-leading position, they
initiated a modernization initiative, including
a new platform for running applications. The
solution involved the Trifork company Netic
and its Contain cloud stack as a fully man-
aged service.
Contain is our in-house developed appli-
cation platform, based on Kubernetes and
designed to provide a comprehensive and
secure infrastructure. It supports container
and hardware scaling, resource manage-
ment, workload prioritization, and applica-
tion isolation.
Public cloud platform
Kamstrup wanted a public cloud model that
would give them full data control in terms
of both operations and hosting, and they
prioritized a solution adhering to ISO 27000.
The new platform solution is hosted in Azure
Public Cloud, chosen to meet data require-
ments, including GDPR and data security.
The solution can easily be deployed in coun-
tries with Azure data centres, and as these
are located in many countries, it is easy for
Kamstrup to meet customer requirements
for "local hosting". Thus, Kamstrup already
has the solution running in several places
around the world, including the US – still with
the same security, stability and flexibility
they have been used to.
A complete solution with multiple
benefits
The combined efforts of Trifork and Netic
resulted in significant resource savings for
Kamstrup, accelerating development, and
making their setup more flexible, scalable,
faster, and secure. The solution has also
enabled better control and observability,
and now Kamstrup can offer faster delivery
of new innovations in the future, making it
easier for them to adapt and fulfil their cus-
tomers' needs around the world.
A seamless transition to
cloud-based solutions
“Netic and Trifork support our new setup in the best
possible way with an even faster startup than we
had thought possible. The solution fits perfectly into
our way of working and we don't have to worry about
anything. Instead, we can use our resources on other
value-creating tasks.”
Torben Duvald Prang
Global Head of Operations & Engineering, Kamstrup
Annual Report 2023
46
About Trifork Group - Trifork Labs
Trifork Labs
Rationale behind Trifork Labs
Trifork has been active in founding,
co-founding, and investing in innovative
software companies for more than 20 years,
and currently hold minority stakes in 23
companies. Trifork Labs has participated
in founding or making early investments
in several successful companies including
Humio, Tradeshift, and Chainalysis.
Our strength lies in our deep understand-
ing of developing new products to cus-
tomers within Trifork’s six business areas
(Digital Health, Fintech, Smart Building,
Smart Enterprise, Cyber Protection, Cloud
Operations), while our partnerships with
growth investors and our business network is
a solid foundation for success.
The main reason behind the existence of
Trifork Labs is that we gain valuable know-
how about emerging technologies at an
early stage, and we learn about new ways of
commercializing software in niche markets.
Book
value Company
1
Investment
Thesis Business Area
Entry
year Ownership Stage / Owners
Valuation
change
Valuation
Method Website
Top 5 AxonIQ B.V.
Multiple 2017 21.4% A-round Q4 2020 Fin. round https://www.axoniq.io/
Bluespace Ventures AG
Digital Health 2023 10.6% Strategic owners Q4 2023 Fin. round https://compassana.ch/en
Dawn Health A/S
Digital Health 2016 32.6% A-round Q4 2021 Fin. round https://dawnhealth.com/
Promon AS
Cyber Protection 2022 5.4% Private equity owners Q4 2021 Fin. round https://promon.co/
XCI Holding A/S
Cyber Protection 2018 20.0% Self-funded Q4 2023 DCF https://www.xci.dk/
6-10 Arkyn Studios Ltd
Smart Enterprise 2020 47.1% Seed Q1 2022 Fin. round https://www.arkyn.io/
C4 Media Inc.
Inspire 2011 9.8% Self-funded Q4 2023 DCF https://c4media.com/
Develco A/S
Smart Building 2021 40.0% Self-funded Q4 2023 DCF https://www.develco.com/
ExSeed Health Ltd
Digital Health 2017 28.0% Seed Q4 2021 Fin. round https://www.exseedhealth.com/
Visikon ApS
Digital Health 2021 28.0% Seed Q2 2023 Fin. round https://www.visikon.com/
11-23 &Money ApS
FinTech 2021 25.0% Strategic owners Q2 2021 Fin. round https://www.andmoney.dk
Container Solutions
Cloud Operations 2015 6.2% Self-funded Q2 2022 DCF https://www.container-solutions.com/
DRYP ApS
Smart Building 2021 21.8% Seed Q4 2023 Fin. round https://www.drypdata.com/
Fauna ApS
Digital Health 2022 20.0% Seed Q4 2023 Fin. round https://www.faunaapp.dk/
Feats ApS
Multiple 2022 5.0% Seed Q1 2022 Fin. round https://www.feats.co/join
Frameo ApS
Multiple 2015 6.2% Self-funded Q4 2023 DCF https://frameo.net/
Implantica Mediswiss AG
Digital Health 2016 0.1% Public Q4 2023 Listing https://www.implantica.com/
Ossmo ApS
Smart Enterprise 2023 23.0% Seed Q4 2023 Fin. round https://ossmo.io/
TSBone ApS
Smart Building 2020 25.0% Strategic owners Q2 2020 Fin. round https://trifork.com/work/smart-building/
TSBThree ApS
Smart Building 2021 35.7% Strategic owners Q4 2021 Fin. round https://trifork.com/work/smart-building/
Unhaze ApS
Smart Enterprise 2020 15.1% Seed Q2 2023 Fin. round https://unhaze.ai/
Upcycling Forum ApS
Smart Building 2020 22.7% Seed Q4 2020 Fin. round https://www.upcyclingforum.dk/
Youandx.com ApS
Inspire 2019 2.2% Seed Q4 2023 Fin. round https://www.youandx.com/
Strategic collaboration
Product innovation
Technology inspiration
Digital sustainability
1 Each group is sorted in alphabetical order
Annual Report 2023
47
About Trifork Group - Trifork Labs
Furthermore, Trifork Labs contributes to
minimizing risks and stabilizing margins in
the Trifork Segment. Instead of bearing the
entire investment risk of in-house devel-
opment projects, Trifork shares the risk with
other investors, while still harvesting sales
and competence synergies. Even when some
investments do not materialize the way we
expect, we often manage to get synergies
flowing to Trifork during their lifespan, and in
some cases can take over the IP rights and
reuse it later.
By employing a formalized and standalone
venture model, Trifork Labs supports the
entrepreneurial culture of the rest of Trifork
Group, and it allows us to keep competences
within the Group. If an employee has a good
idea which meets all of our investment crite-
ria, they can move full-time to their new Labs
company, which we seed with capital and
where they become co-owners with signif-
icant personal upside potential. This tested
and proven model ensures clear ownership
of each business idea, which increases
motivation and responsibility to get the idea
successfully commercialized. Examples of
employee-started companies are Humio,
AxonIQ, Dawn Health, and Arkyn Studios.
Our model of co-founding with entrepreneurs
and partners is unique and a solid test of idea
quality and commitment. By investing in ide-
as formed in individual companies, we do not
solely depend on good ideas coming from
inside the Trifork organization, but we can also
support external founders whose knowledge
and solutions, in turn, support Trifork’s con-
stant competence improvement.
Investment criteria
Trifork Labs primarily focuses on promising
early-stage companies that we can help
shape and accelerate. These entrepre-
neurs’ young companies gain access to our
network, management sparring, technology
sparring, and the possibility to collaborate
commercially with the business units in the
Trifork segment.
Trifork Labs is focused on three overall crite-
ria when assessing a potential investment:
1. The company must be a software product
company that invents new technology
aimed at business use cases. At Trifork,
we have strong opinions about software.
Hence, we scrutinize potential investments
for their ability to push Trifork’s innovation
capabilities, delivery models, and com-
mercial execution.
2. The company should build technology
to support Trifork’s go-to-market mod-
el (Inspire, Build, Run). There are four
sub-categories we look for when assess-
ing this fit:
Strategic collaboration: Forming part-
nerships through co-ownership with
customers and partners has become a
successful model for creating mutu-
al success. This model represents a
number of strategic advantages for
both sides, as it forms a natural and
mutual interest in making things work
and is developed for long term shared
success. Furthermore, the partnership
brings stakeholders closer together and
makes it easier to collaborate. Trifork
will continuously work to identify strate-
gic collaborations with customers and
partners. The objective will always be
to generate extraordinarily high value
and competitiveness through software.
Examples of such partnerships are the
ones we have with &Money, Bluespace
Ventures, Visikon, Arkyn, Ossmo, and
Develco.
Product innovation: These are compa-
nies which contribute directly to Trifork’s
innovation of new solutions. We focus
on next-generation technology, new
scalable products, or businesses that,
at the same time, match and provide
synergies to our business areas.
Technology inspiration: Companies
that help Trifork developers learn about
emerging technologies, either through
a product or a platform used in our
work with customers.
Digital sustainability: Companies that
support Trifork in delivering impactful
solutions in the Smart Building business
area, or otherwise contribute to Trifork’s
sustainability solutions.
3. The company should operate within one of
the six business areas of Trifork, or provide
a solution that fits across multiple areas,
with scope for Trifork to accelerate the
value creation as a long-term tech- or
sales partner.
Strategic
Collaboration
Digital
Sutainability
Product
Innovation
Technology
In4iration
Annual Report 2023
48
About Trifork Group - Trifork Labs
Financing model
As early-stage investors, we usually have
relatively large (but always minority) owner-
ship stakes, which leaves room for dilution in
later financing rounds, which in turn means
that we do not necessarily have to commit
further capital after the initial investment. It
makes it easier to plan the allocation of cap-
ital to Trifork Labs in relation to other sources
of returns on capital, such as organic invest-
ments, M&A, or shareholder returns.
Exit strategy
Product companies inventing new technol-
ogies and solutions go through a develop-
ment cycle where value creation happens
relatively fast after establishing a commer-
cial footprint in the market and when exhib-
iting continuous growth. However, software
product cycles are usually measured in
years, and not in decades. Hence, software
reaches a point where it becomes more
mainstream and where competition in-
creases significantly. At that point, valuation
growth slows down, and it eventually enters
a decline. We aim to sell our stake before the
developed solutions reach the mainstream
phase to balance the risk and return profiles
of our investments.
Book value of Trifork Labs
As of 31 December 2023, the book value of
Trifork Labs was EUR 69.7m. As with most
venture portfolios, the distribution of value in
Trifork Labs is skewed towards a few suc-
cessful companies. This does not mean that
we do not believe in our investments outside
our top 10, but rather that they, in combina-
tion, represent upside that we believe has
a good probability of materializing in the
coming years.
The top five investments account for 72.4%
of the book value in Trifork Labs. These are
(in alphabetic order): AxonIQ, Bluespace
Ventures, Dawn Health, Promon, and XCI.
The following five investments completing
the top 10 by book value are (in alphabetic
order): Arkyn Studios, C4 Media, Develco,
ExSeed Health, and Visikon. These five com-
panies account for 19.5% of the book value in
Trifork Labs.
In combination, the top 10 investments
account for 91.9% of the book value in Trifork
Labs. The remaining 13 companies account
for 8.1% of Trifork Labs’ book value.
Business areas
FinTech
Inspire
Buil
Run
Digital
Health
Smart
Builing
Smart
Enterprise
Cyber
Protection
Clou
Operations
Cross B`
Support
Go-to-market model
Fauna
Year of first Trifork investment
2011-2016
Self-funded
Listed
B-Round
Str1te0i.
owners
Seed
A Round
201< 201@
201D
2020 2021 2022 202H
Funding stage
Top 5 companies
Top 6-10 companies
Rest
8.1%
19.5%
72.4%
Audited book value
EUR 69.7m
31st December 2023
TRIFORK LABS TOP 5 INVESTMENTS
Annual Report 2023
49
Bluespace Ventures (10.6%)
Digital health platform
Bluespace Ventures AG was founded in
2021 and is owned by seven companies
as a joint effort to create a Swiss digital
ecosystem called Compassana where
healthcare professionals, insurance
companies, and patients can exchange
information and services. The owners are
the three large healthcare companies
Medbase, Hirslanden, and LUKS Group; the
three large insurance companies Groupe
Mutuel, Helsana, and Swica; and Trifork
as tech partner since 2022 and co-own-
er since Q4 2023. Trifork’s ownership will
increase to 14.3% in 2024. Compassana
is open to all actors in the Swiss health
market. A platform is the heart of the
Compassana ecosystem and optimizes
the integrated care of healthcare provid-
ers and the coordination of patient path-
ways. Patients can use all the advantages
of Compassana via an app. It enables
patients to easily orient themselves in the
healthcare market and communicate
with healthcare providers. Treatments and
documents can be accessed quickly and
viewed at any time.
www.compassana.ch/en
About Trifork Group - Trifork Labs
Accounting of Trifork Labs in Trifork
Group
Since Trifork Labs does not own controlling
stakes of more than 50%, these investments
are not consolidated in the Trifork Group
financial reporting of Revenue, EBITDA, and
EBIT. Fair value adjustments and exits will
impact Trifork Group’s EBT. This may create
some volatility when looking at EBT, net profit,
earnings per share and cash flow in single
years with significant exits or value changes.
The investments are recorded as non-current
assets in Trifork Group’s balance sheet. In 17
out of our 23 investments, we mark the value
of our stake to the valuation from the most
recent external financing round. One compa-
ny is listed and we use the quoted share price
on the stock exchange to value our stake.
In five companies (C4 Media, XCI, Develco,
Container Solutions, and Frameo), we use an
auditor-approved DCF valuation model. Our
DCFs are based on conservative assumptions
and are used when companies are profitable
and hence when no more funding rounds are
expected. For more information about valu-
ation methods and fair value adjustments in
Trifork Labs, please read section 5, page 112 in
the notes.
AxonIQ B.V. (21.4%)
Tools for software developers
In 2017, Trifork co-founded AxonIQ with
Jeroen Speekenbrink (CEO) and Allard
Buijze (CTO). Jeroen was successful in
the role of director at Trifork Amsterdam,
while Allard was the creator of the Axon
Framework, so it was a perfect foundation
to launch this new company. The AxonIQ
offering is perfect for event-sourced Java
application development. It allows devel-
opers to change the way they design and
deliver applications. In short, they can cre-
ate apps that can do things that regular
apps cannot do. AxonIQ offers the open-
source Axon Framework and Axon Server
as well as Enterprise, Cloud, and Data
Protection solutions. The Axon Framework
has millions of unique downloads and the
company has around 50 employees in
seven countries. Organizations like Ford,
Nets, BNP Paribas, Toyota as well as gov-
ernments around the world trust AxonIQ
and use their products. Apart from Trifork
and the founders, the owners are two
European venture capital funds. AxonIQ is
facing a positive growth outlook.
www.axoniq.io
TRIFORK LABS TOP 5 INVESTMENTS
Annual Report 2023
50
Dawn Health (32.6%)
Software as a medical device
Dawn Health is a frontrunner in providing
software as a medical device (SaMD)
and is a certified legal manufacturer of
medical devices. In 2016, Trifork co-found-
ed Dawn Health with a focus on creating
digital solutions to medtech and pharma
companies. The ambition was to save lives
by bringing research, care, and technolo-
gy together. In the first years, the company
worked closely together with other Trifork
Digital Health business units and has
since managed to grow significantly. The
number of employees is above 100 and
customers are global industry leaders. In
late 2021, new investors with considerable
pharma expertise joined as partners and
provided Dawn Health with new funding
of DKKm 130 to expand the global footprint
and accelerate revenue growth. In 2023,
the company executed on this strategy
and new partnerships were formed with
global customers. Dawn Health is a leader
in their field and is facing strong growth as
digital solutions will become even more
crucial when administering drugs or med-
ical devices.
www.dawnhealth.com
XCI (20.0%)
Software for cybercrime investigations
Trifork invested in XCI in 2018. The com-
pany was founded on the idea to take
a different approach when analyzing
cybercrime adversaries. With automation
and machine learning technology, XCI’s
experienced team develops products that
help organizations investigate cybercrime.
They develop intuitive products that are
easy to install and use. Based in Aalborg,
Denmark, XCI serves customers around
the world (who naturally prefer to remain
anonymous). In the past year, the com-
pany grew from around 45 employees
to around 65 employees. XCI has grown
revenue at a remarkable pace with a solid
profit margin every year. This positive de-
velopment is expected to continue in the
coming years as cybercrime is increas-
ing, but also because XCI delivers a very
strong value proposition to its customers
based on deep technical capabilities.
www.xci.dk
About Trifork Group - Trifork Labs
Promon AS (5.4%)
Protecting apps from malware attacks
Trifork invested in Promon in 2022. Promon
is a global market leader in application
protection and shielding technology.
Today, Promon ultimately safeguards
applications used by more than one bil-
lion end users from malware attacks and
application tampering. While ensuring
the utmost security and flexibility, Promon
SHIELD™ makes mobile app protection not
just possible, but painless. The platform is
easy to integrate with customers’ pro-
gramming language of choice, so that
they do not have to change their coding
workflow to use the solution. Promon
has hundreds of customers (including
Raiffeisenbank, DNB, and Moneta), +25
strategic partners globally, and offices
in Norway, Germany, UK, US, India and
around Asia Pacific. The company’s
growth journey is expected to continue,
as the demand for application securi-
ty solutions is expected to accelerate
significantly in response ever increasing
malware attacks.
www.promon.co
LABS COMPANY
INDUSTRY
ExSeed Health Healthcare
TRIFORK LABS CASE STORY
Annual Report 2023
51
About Trifork Group - Trifork Labs
ExSeed Health are male reproductive health
experts addressing the 40% of infertility at-
tributed to male factors but often neglected
in the current treatment paradigm across
the world.
They have built a comprehensive point-of-
care medical device platform leveraging
cloud computing, AI, computer vision, and
sophisticated digital microscopes cou-
pled with a patient management system.
The cloud-based diagnostics platform
democratizes access to healthcare, both for
patients at home and now also in a clinical
or lab setting, by providing highly accurate
fertility diagnostics at a fraction of the cost
of traditional lab-based systems.
After proven product-market fit of their
Home Sperm Test Kit and reaching 35,000+
tests on the platform, they are now expand-
ing their product offering into the attractive
B2B segment with a highly advanced clin-
ic-based diagnostics system – the CASA Lite.
CASA Lite is an IVD Class A Medical Device
(the Home Test is Class B), intended to be
used by professionals in a clinical setting.
Released for commercial sale in Q1 2024, the
CASA Lite has already been met with enthu-
siastic reception in the medical community
and, by offering highly accurate fertility
diagnostics at a fraction of traditional costs,
ExSeed Health are on a path of accelerating
commercialization and continuing to revo-
lutionize both at-home and clinical fertility
assessments.
A testament to the usefulness of ExSeed’s di-
agnostics platform is their research partner-
ship with one of the largest pharmaceutical
companies in the field of reproductive health
where the Home Test and a dedicated app
developed by ExSeed are being deployed in
a clinical trial alongside pharmacological
intervention. This collaboration, involving
their technology in a major clinical trial, has
not only validated their solutions in a clinical
setting but also shows the versatility of their
technology platform.
ExSeed Health – Pushing the
frontiers of fertility technology
Developed by:
"We’ve greatly benefitted from Trifork’s knowledge on a range of tech-
nical challenges. Trifork were there with us right from the beginning,
giving us access to their pool of highly talented medtech developers
and knowledge of GDPR compliance as we set out to build a highly
secure cloud solution carrying personal medical information.
2024 will be a pivotal year for us with the launch of our advanced
clinic offering for medical professionals. The CASA Lite marks a signif-
icant milestone for our company; it is the fruition of years of hard work
and technological advancements of our engineers and researchers."
Morten G. Ulsted
CEO & Co-founder, Exseed Health
A Trifork Labs investment since 2017
Annual Report 2023
52
Corporate
Governance
06
Annual Report 2023
53
Corporate Governance
Introduction
Trifork reports on certain statutory requirements
relating to ESG and corporate governance in
our ESG Report and our Corporate Governance
Report which supplements the Annual Report.
The ESG report and the Corporate
Governance Report have been prepared in
accordance with the Annual Report for the
financial year 2023 covering the period 1
January – 31 December 2023 and form part
of the management’s review.
Sustainability governance
Trifork has adopted policies for sustainable
and responsible business practices that
support the overall business strategy to de-
liver value for customers, investors, employ-
ees, and the local societies in which Trifork
operates.
Our sustainable business practices are
aligned with the recommendations of the UN
Global Compact, which is further elaborated
in the ESG Report.
Our ESG Report contains the full data
overview (including reporting on the EU
Taxonomy Regulation) and our accounting
policies related to our ESG performance. Our
ESG Report constitutes our statutory report
cf. the Danish Financial Statements Act sec-
tions 99(a), 99(b), and 107(d).
In 2023 the Board decided to implement
Sustainability further in the Audit & Risk
Committee, and the Committee decided
to plan an extra meeting fully devoted to
Sustainability, risks, and opportunities.
Corporate Governance Report
Our Corporate Governance Report includes a
description of Trifork’s management structure,
a review of how Trifork considers the Danish
Recommendations on Corporate Governance
issued by the Committee on Corporate
Governance in December 2020 as well as a
description of the main elements of the inter-
nal control and risk management systems in
connection with Trifork’s financial reporting.
Our Corporate Governance Report con-
stitutes our statutory report cf. the Danish
Financial Statements Act Section 107 b and
is available on our website: https://investor.
trifork.com/statutes/.
Remuneration Report
Our Remuneration Report provides an overview
of the total remuneration received by each
member of the Board of Directors and of the
Executive Management for the financial year
2023. The report satisfies the requirements
set out in articles 734 to 734f of the Swiss
Code of Obligations (SCO), which entered
into force on 1 January 2023, and the Danish
Recommendations on Corporate Governance.
Trifork’s remuneration report is available on
p. 60 of this report.
Governance model/
management structure
The supreme governing body of the com-
pany is the shareholders, who exercise their
rights at the Annual General Meeting. The
shareholders elect the Board of Directors,
and the auditor, approve the annual re-
port, and adopt the company’s Articles of
Association.
Trifork has a two-tier management structure
comprising the Board of Directors and the
Executive Management.
The Board of Directors is entrusted with the
ultimate direction of the Group and has the
overall responsibility for the business and af-
fairs of the Group. Following Trifork's articles
of association and its organizational rules,
the Board of Directors has delegated the
operational management of the Company
to the Executive Management, which the
Company's CEO heads.
The Board of Directors supervises the work
of the Executive Management and is re-
sponsible for the overall management and
strategic direction as well as financial and
other material matters, including the ap-
pointment of the members of the Executive
Management.
The Board of Directors represents Trifork vis-
à-vis third parties and attends to all matters
that have not been delegated to or reserved
for another corporate body of Trifork by law,
Trifork’s articles of association, or internal
organizational rules.
Annual Report 2023
54
Corporate Governance
Board of Directors
According to the articles of association,
the Board of Directors shall consist of not
less than three members elected by the
Company's general meeting. Currently, the
Board of Directors consists of six members,
including a chairperson of the Board of
Directors, elected by the general meet-
ing. The Board of Directors elects a deputy
chairperson of the Board of Directors among
its members. Under the current Danish
Corporate Governance Recommendations
issued by the Committee on Corporate
Governance in December 2020, 5 out of 6
members of the Board of Directors have
been assessed by Trifork to be independent.
The members of the Board of Directors
comprise a group of professionally skilled
business people representing diversity and
broad international experience.
Currently, the Board of Directors consists of 3
women and 3 men. Pursuant to section 139c
of the Danish Companies Act, this is con-
sidered equal gender representation in the
Board of Directors, and no policy or further
reporting is thus required.
The members of the Board of Directors are
elected for a term of one year until the next
annual general meeting. Members of the
Board of Directors may be re-elected. The
Board of Directors meets at least seven
times a year and, on an ad hoc basis when
deemed necessary.
Evaluation of the Board of Directors
Each year the Board of Directors conducts an
evaluation assessing, inter alia, the compo-
sition of the Board of Directors with a focus
on competencies and diversity, the Board
of Directors and each individual member’s
contribution and results, the cooperation
on the Board of Directors, the chairperson’s
leadership of the Board of Directors, the work
in the committees and the board members’
preparation for and active participation in
the board meetings.
In 2023, an external and anonymously Board
evaluation was conducted and all members
participated in the evaluation. The evalua-
tion revealed an overall good performance
by the Board of Directors, that the Board of
Directors has the right competencies, and
a good collaboration between the Board of
Directors and the Executive Management.
The results were discussed by the Board of
Directors during a board meeting, and initia-
tives for improvement were implemented.
The Board of Directors has identified and
annually assesses the competencies which
each individual board member or the Board
of Directors as a whole must possess. This
can be found in the Competence Profile of
the Board of Directors which is available
at our website https://investor.trifork.com/
statutes/.
Annual Report 2023
55
Corporate Governance
Danish. Born 1971. Woman.
Independent. First elected 2020. Term AGM 2024.
Swiss. Born 1969. Man.
Independent. First elected 2019. Term AGM 2024.
Danish. Born 1972. Woman.
Independent. First elected 2020. Term AGM 2024.
4,190 shares registered. 64,145 shares registered. 3,940 shares registered.
Member of the Nomination & Remuneration Committee. Chairperson of the Nomination & Remuneration Committee.
Member of the Audit & Risk Committee.
Chairperson of the Audit & Risk Committee.
Educational background
Master in Law - University of Copenhagen / Aarhus University-
Management program - INSEAD
Corporate governance, Risk management and compliance,
Strategy, People leadership, Financial reporting, Change man-
agement
Educational background
PhD/Master in Law - University of Basel
Educational background
Master in Economics - University of Copenhagen
Master in Business Psychology - University of Westminster
Professional background
2014 - 2019: Nordea - Various positions in, including member of
the Group Executive Management of Nordea and the Executive
Management in Nordea Asset Management
2009 - 2014: Various public sector positions, including Head of
State Capital Injections with the Danish Ministry of Business and
Deputy Director General with the Danish Financial Supervisory
Authority
Professional background
2016 -: Jaquet Partners AG - CEO and Vice Chairman of the
Board of Directors
2015-2016: Jaquet Technology Group - Vice Chairman of the
Board of Directors
2012-2014: Centrum Bank - CEO
2011: Clariden Leu Bank - CEO and Member of the foundation
board of the Credit Suisse Pension Fund
1999 – 2011: Credit Suisse Group - Multiple CEO and Board Mem-
ber functions (incl. Credit Suisse Life and Credit Suisse Trust)
Professional background
2019 - 2021: VP Securities (Central Securities Depository of Den-
mark) - CEO & Deputy CEO
2014 – 2019: Mercer Denmark - CEO & Partner
2005 – 2014: Danske Bank - Investor relations, Head of Interna-
tional Corporate Banking, Head of Business Development for
Business Banking Denmark
2000 - 2003: Carnegie Investment Bank - M&A
Other directorships and executive roles
Chairperson of the Board of Directors of GRO Capital A/S, mem-
ber of the Board of Directors of Commonwealth Bank of Australia
Ltd. (incl. member of the Audit Committee and the Risk & Com-
pliance Committee) and DNB Bank ASA (incl. member of the Risk
Committee and the Audit Committee).
Other directorships and executive roles
Chairperson of the Board of Directors of OJA Invest AG (family
company), Vice Chairperson of the Board of Directors and CEO at
Jaquet Partners AG (family company), Chairperson of the Board
of Directors at Parashift AG.
Other directorships and executive roles
Chairperson of the Board of Directors of Thylander Gruppen A/S,
member of the Board of Directors of Topdanmark A/S, Asetek A/S,
Maj Invest Holding A/S and Adform A/S.
Competencies
Corporate governance, Risk management and compliance,
Strategy, People leadership, Financial reporting, Change man-
agement
.
Competencies
Strategy, Corporate Governance, Risk Management, M&A/Fi-
nance, Human capital management.
Competencies
Strategy, Risk management, Financial reporting
M&A, Human capital management, ESG.
CHAIRPERSON
Julie Galbo
VICE-CHAIRPERSON
Olivier Jaquet
MEMBER
Maria Hjorth
Board Member Profiles
Annual Report 2023
56
Corporate Governance
Norwegian. Born 1988. Man.
Not independent. First elected 2023. Term AGM 2024.
American. Born 1978. Man.
Independent. First elected 2019. Term AGM 2024.
Australian. Born 1961. Woman.
Independent. First elected 2022. Term AGM 2024.
0 shares registered.
(employed at Ferd AS that holds 2,015,840 shares)
3,031 shares registered. No shares registered.
Not member of any Committees. Member of the Nomination & Remuneration Committee. Member of the Audit & Risk Committee.
Educational background
2010-2012: Master in Business and Economics - BI Norwegian
Business School
2011: Exchange MBA, IE Business School
2007-2010: Bachelor in Business and Administration, BI Norwe-
gian Business School
Educational background
Bachelor in Philosophy - Ohio University
Educational background
Chartered Accountant (Australia/New Zealand)
Master in Risk Management from the University of New South
Wales
Executive MBA from the Australian Graduate School of Man-
agement and a Bachelor of Commerce from the University of
Western Australia.
Professional background
2016 - present: Investment Professional, Ferd Capital AS
2012-2016: Senior Associate, Transaction Advisory Services, Ernst
& Young
Professional background
Expert on the topics of Chaos Engineering and complexity in
large scale software systems
2023 - present: ProwlerPro Inc. - Founder and CEO
2018 - 2023: Verica.io - Founder and CEO
2015 - 2018: Netflix - Engineering manager in the Traffic Engineer-
ing and the Chaos Engineering Teams
Professional background
2007-2013: Westpac Banking Corporation - Various positions
2004-2007: Australia and New Zealand Banking Group Ltd - State
Director
1995-2004: Westpac Banking Corporation - Various positions
1988-1995: Bank of Singapore - Various position
Other directorships and
executive roles
Member of the Board of Directors of TRY AS, Mnemonic AS, Unicus
Holding AS and Mesterguppen AS.
Other directorships and
executive roles
CEO of Prowler Inc.
Other directorships and
executive roles
Member of the Board of Directors ofof Commonwealth Bank
of Australia Ltd., Worley Ltd, NSW Treasury Corporation and the
Cyber Security Research Centre.
Competencies
M&A, Strategy, Business Development.
Competencies
Software Architecture, Cloud Technology, Startup Management,
Enterprise Software Infrastructure, System Reliability, Cyber
security.
Competencies
Risk management, Governance, Strategy, ESG transformation,
Change management, Cyber security.
MEMBER
Erik Theodor Jakobsen
MEMBER
Casey Rosenthal
MEMBER
Anne Templeman-Jones
Annual Report 2023
57
Corporate Governance
Board Committees
The Board of Directors has established
an Audit & Risk Committee (ARC), and a
Nomination & Remuneration Committee
(NRC) for the purpose of assisting the Board
of Directors with preparing decisions and
submitting recommendations for the entire
Board of Directors. Each of the committees
has a charter setting forth, among other
things, the composition, tasks, duties and
responsibilities of the committee. These are
available on the company’s website.
Audit and Risk Committee
The ARC consists of three members, includ-
ing a chairperson appointed by and among
the Board of Directors for a one-year term.
The majority of the Committee members are
independent.
The ARC assists the Board of Directors with the
oversight of the financial reporting process,
the statutory audit of Trifork’s financial report,
internal control and risk management systems,
social and environmental reporting (CSR/ESG),
the Company's whistleblowing procedures
and complaints, the supervision of the external
auditor's independence and the procedure for
the election of the external auditor.
In addition to the committee meetings, the
Chairperson of the ARC held two additional
meetings with the Group Auditor in charge.
A further description of the ARC’s duties and
responsibilities is available in the ARC charter.
Some of the most significant topics cov-
ered by the committee was review of risks
related to the invasion of Ukraine, review of
the group-wide insurance programme, new
requirements related to transfer pricing and
financial counterpart exposure.
Nomination and
Remuneration Committee
The NRC consists of three members elect-
ed by the General Meeting among the
Board of Directors for a one-year term. The
Chairperson of the NRC is appointed by the
General Meeting. All of the Committee mem-
bers are independent.
The NRC assists the Board of Directors by
preparing and presenting decision pro-
posals and recommendations on matters
related to the remuneration of Trifork's Board
of Directors and Executive Management and
the composition of the Company's Board of
Directors and the Executive Management,
including the nomination of candidates.
A further description of the NRC’s responsi-
bilities is available in the NRC charter.
Some of the most significant topics covered
by the NRC were related to the enhance-
ment of succession planning, evaluating
composition, competencies, and diversity of
the Board of Directors as part of the annual
Board evaluation, and identifying and eval-
uating candidates for membership of the
Board of Directors.
Board meetings
In 2023, the Board of Directors held 8 board
meetings. The agenda for the meetings of
the Board of Directors follows an annual
wheel ensuring that strategic and opera-
tional aspects are regularly assessed.
Besides the meetings of the Board of
Directors and its committees, its chairper-
sons meet frequently with the Executive
Management members to understand the
current developments of the Group about
operations and governance and to pre-dis-
cuss upcoming agenda items.
Member BoD Meetings NRC Meetings ARC Meetings
Total 8 3 5
Members
Julie Galbo 8 3 -
Olivier Jaquet 8 3 5
Maria Hjorth 8 - 5
Erik Jakobsen
1
6 - -
Casey Rosenthal 8 2 -
Anne Templeman-Jones 8 - 5
Christoffer Holten
2
2 - -
1 From 12 April 2023
2 To 12 April 2023
Annual Report 2023
58
Corporate Governance
Executive Management
The Executive Management, currently comprising the CEO, the CFO, and the CRO, is responsible for
the day-to-day operations and management of the Company and is in charge of ensuring that
the Company and its operations are compliant with applicable legislation as well as the Board of
Directors' guidelines and instructions.
The Executive Management includes leaders with very long tenure within Trifork as well as leaders
with experience from outside the company. All of whom with very deep industry knowledge and
leadership skills
.
Danish. Born 1966. Man.
Executive Management since 1996.
Danish. Born 1971. Man.
Executive Management since 2007.
Danish. Born 1971. Man.
Executive Management since 2023.
3,918,627 shares registered. 238,237 shares registered. 52,963 shares registered.
Educational background
Master degree in Mechanical and civil engineering (Computer
Science) – University of Aalborg
Educational background
Bachelor in Economics - Aarhus Business School, Denmark
Educational background
Master degree in Mechanical and civil engineering (Computer Sci-
ence) – University of Aalborg
Professional background
Serial entrepreneur in the Nordic technology sector with
co-foundation of >50 startups
From 1996: Founder and CEO of Trifork
1994 – 1995: Project Manager with Dator A/S
1984 – 1989: Technical Naval engineer with A.P. Møller Maersk
Professional background
1999-2007: Co-founder and CFO of the IT-infrastructure compa-
ny Interprise Consulting A/S (acquired by Trifork)
1996–1999: IT consultant, trainer and management consultant
at Siemens Nixdorf A/S / Siemens Business Services A/S
1989-2000: Officer at the Royal Danish Airforce
Professional background
2021-2022: VP of International Sales, Crowdstrike, (Logscale/Humio)
2019-2021: CRO of Humio Ltd.
2017-2019: COO Trifork Labs
2011-2016: Nordic VP of Sales, Itelligence
Other directorships and executive roles
Member of the Board of Directors of Arkyn Studios Ltd. (Labs
company), Dawn Health A/S (Labs company), ExSeed Ltd. (Labs
company) and &Money ApS (Labs company).
Other directorships and executive roles
None.
Other directorships and executive roles
Chairperson of the Board of Directors of Arkyn Studios Ltd. (Labs com-
pany).
CEO
Jørn Larsen
CFO
Kristian Wulf-Andersen
CRO
Morten Gram
Annual Report 2023
59
Corporate Governance
Recommendations on
Corporate Governance
Under the Nordic Main Market Rulebook for
Issuers of Shares on Nasdaq Copenhagen,
Trifork shall either apply the corporate
governance code or corporate governance
recommendations, applicable in its jurisdic-
tion of incorporation or establishment or the
corporate governance code applicable in
the jurisdiction of the stock exchange.
Trifork observes and reports on its compli-
ance with the recommendations prepared
by the Danish Committee on Corporate
Governance. Trifork complies with the rec-
ommendations in all material respects, how-
ever, noting that with respect to recommen-
dation 3.4.5, Trifork’s remuneration policy
itself will not be approved by the general
meeting, but the remuneration report, which
refers to the remuneration policy, is subject
to approval by the general meeting.
The statutory corporate governance
statement for Trifork Holding AG forms part
of the Management review of the Annual
Report and includes the status of com-
pliance with the ‘Recommendations for
Corporate Governance’ issued by the Danish
Committee on Corporate Governance 2020
and implemented by Nasdaq Copenhagen.
For further information and detailed report-
ing on each recommendation please refer
to our Corporate Governance Report 2023
which is available on our website https://in-
vestor.trifork.com/statutes/.
Annual Report 2023
60
Corporate Governance - Remuneration Report
Remuneration Report
1. Introduction
The Trifork remuneration report describes
the policies, organisation and elements of
the remuneration for the Board of Directors
(BoD) and Executive Management (EM) of the
Group in a qualitative manner and provides
quantitative information of the remuneration
for the financial years 2023 and 2022.
This report satisfies the requirements
set out in articles 734 to 734f of the Swiss
Code of Obligations (SCO), which en-
tered into force on 1 January 2023 and the
Danish Recommendations on Corporate
Governance.
The remuneration of the Board of Directors
and the Executive Management was deter-
mined in accordance with the Company's
remuneration policy.
2. Remuneration principles
Trifork's employees are the main driver for
the Group's success and value. This makes
it elementary to attract, motivate and retain
the best talent over the long term in a highly
competitive labour market. Performance-
based and share-based components of re-
muneration are included with the aim of en-
couraging employees to align thoughts and
acts with the interests of the shareholders.
To support these goals, Trifork has set out the
following remuneration principles:
Remuneration is competitive and compa-
rable with other players in the market
The Group's and individual performance is
linked to remuneration
The remuneration system aligns Trifork's
long-term strategy with the interests and
commitment of the employees
Decisions taken on remuneration are fair,
transparent and gender-neutral
The remuneration of the BoD consists of a
fixed fee and is not performance related in
order to support an objective focus.
The Group's and individual target achieve-
ment influence the remuneration of the EM.
The share ownership program reflects the
Group’s performance and strengthens our
managers’ loyalty and aligns their interests
with those of our shareholders.
3. Remuneration policy
A. Organisation
The Nomination & Remuneration Committee
(NRC) defines and designs the Company's
remuneration policy for approval by the BoD
and supports the BoD with the identification
and nomination of possible candidates for
the BoD and EM. Amongst others, tasks are:
Preparation and planning of nominations
and staffing decisions on top manage-
ment level
Preparation and periodic review of the
remuneration policy and principles and
the performance criteria related to remu-
neration
Periodic review of their implementation
as well as submission of proposals and
recommendations to the BoD
Preparation of all relevant decisions of the
BoD in relation to the remuneration of the
members of the BoD and of the EM as well
as submission of proposals and recom-
mendations in this respect
For the detailed description, please refer to
the NRC Charter.
In 2023, the NRC met for three times. All
members were present at all meetings.
B. Approval process (for prospective AGM voting)
Decision on: CEO NRC BoD AGM
Remuneration of EM members
(w/o CEO)
Proposal Proposal Decision Binding vote on
maximum amount
Remuneration of the CEO Proposal Decision Binding vote on
maximum amount
Remuneration of the BoD and
its Committees
Proposal Decision Binding vote on
maximum amount
Remuneration report Proposal Approval Consultative vote
Annual Report 2023
61
Corporate Governance - Remuneration Report
C. NRC composition
The NRC consists of three members that
are non-executive and independent. The
member are elected annually by the AGM for
a term of one year.
For the reporting period Olivier Jaquet, Julie
Galbo and Casey Rosenthal formed the
Committee. All members bring comprehen-
sive practical experience and professional
knowledge to their work in the Committee.
They were re-elected at the AGM of 12 April
2023.
NRC meetings generally take place prior to
meetings of the BoD so that proposals can
be discussed and approved by the full BoD.
4. Remuneration of the Board of Directors
The remuneration of the BoD is governed in
section IV of the Company’s articles and in
the Company’s remuneration policy.
With reference to the SCO, the BoD has
decided to have the AGM voting prospec-
tively for the total remuneration of the
BoD. Therefore, the AGM as of 12 April 2023
has voted for remuneration for the office
term starting as this date and a maximum
amount of EURk 600 - approval of 99.9%
(AGM of 20 April 2022: EURk 600 - approval of
99.7%).
For the reporting period, the remuneration of
the BoD comprises the following elements:
A. Fixed remuneration
The members of the BoD receive a fixed
remuneration for all of their work for the BoD.
The fees paid to members of the BoD are
reviewed periodically and were last adjusted
for term from the annual general meeting
2022 to the annual general meeting 2023.
The fees are applied pro-rata for members
of the BoD that are elected or resign during
the year. For the reported office term, fees
are as follows:
(in CHFk) Board of Directors
Audit & Risk
Committee
Nomination & Remu-
neration Committee
Chairperson 110 15 15
Vice-Chairperson 95 - -
Member 30 10 10
B. Variable remuneration
The members of the BoD do not receive any
variable remuneration.
C. Shares and options
The members of the BoD do not receive any
remuneration in shares and/or options.
D. Social charges and pension
benefits
Remuneration paid to the Swiss members of
the BoD is subject to social charges ac-
cording to Swiss law. Both parties bear an
equal share. The employee contribution is
included in the remuneration paid (gross
presentation) and the employer contribution
is reported separately.
Members of the BoD are not entitled to pen-
sion benefits.
E. Expenses
Trifork is entitled to reimburse members
of the BoD for out-of-pocket expenses
in the form of actual or lump sum ex-
pense payments. This is not considered as
remuneration.
F. Loans and credits
The granting of loans and credits to mem-
bers of the BoD is excluded according to art
31 of the Company’s articles. Therefore, no
loans or credits are outstanding.
Annual Report 2023
62
Corporate Governance - Remuneration Report
5. Remuneration of the Executive Management
1 Under the condition of a shareholding above a defined threshold, the respective member can choose between an LTI of 100% RSU or a reduction of the LTI to 50% RSU, whereas the other 50% will be added to the STI.
The remuneration of the EM is governed in
section IV of the Company’s articles and in
the Company’s remuneration policy.
With reference to the SCO the BoD has
decided to have the AGM voting prospec-
tively for the total remuneration of the EM.
Therefore, the AGM as of 20 April 2022 has
voted for remuneration for the fiscal year
2023 and maximum amounts of EURk 1,750
(fixed) / EURk 3,000 (variable) - approval of
99.7%. (The AGM as of 12 April 2023 has voted
for remuneration for the fiscal year 2024 and
maximum amounts of EURk 1,850 (fixed) /
EURk 3,150 (variable) - approval of 99.9%).
In case the maximum aggregate amounts
approved by the AGM is not sufficient, an ad-
ditional amount for the remuneration of EM
members who are appointed to the EM after
the remunerations for the EM have been
approved.
This additional amount per remuneration
period shall not exceed 40% of the maximum
aggregate amount of remuneration of the
EM last approved.
Meeting the annual performance targets at
a 100% gives the following remuneration mix
for the EM:
Fixed remuneration Variable remuneration
50% 25% - STI (cash) 25% - LTI (RSU
1
)
Base salary (cash and in kind)
Social charges
Pension benefits
Short-term incentive:
Performance-related
component in cash
(50%)
Long-term incentive:
Performance-related
component in RSU
(50%)
(Rights to) shares of Trifork
Holding AG
Long-term growth of
enterprise value
Alignment of shareholders
interests
Responsibility
Market value
Qualification and experience
Achievement of annual
performance targets
Achievement of annual
performance targets
Recruitment
Retention
Protection
Focus on annual
targets
Focus on sustainable
development
Remuneration
Components
Factors
Goals
Assets
FIXED REMUNERATION VARIABLE REMUNERATION
In accordance with the internal processes,
the remuneration paid to EM is proposed by
the NRC and decided by the BoD. It consists
of the following components:
Annual Report 2023
63
Corporate Governance - Remuneration Report
A. Fixed remuneration
Fixed remuneration for the EM depends on
the responsibilities, market value, qualifi-
cations and experience of the individual
position. It is paid monthly in cash.
B. Variable remuneration
The variable remuneration of the EM is linked
to the achievement of financial and strate-
gic targets of the Group. It ranges from 0 to
200% of the fixed remuneration upon target
achievement, whereas the highest share of
an individual target is 30% of the total varia-
ble remuneration (CRO: 100%).
The performance targets are defined by the
BoD as part of the budget approval process
for the upcoming financial year.
For the financial year 2023, the defined
targets were achieved as follows and result
in a variable remuneration allocation of 127%
(CRO: 0%), whereas the maximum would be
200% (cap):
I. SHORT-TERM INCENTIVE
Half of the variable remuneration to the
members of the EM is paid in cash after the
consolidated financial statements have
been audited.
II. LONG-TERM INCENTIVE
Half of the variable remuneration to the
members of the EM is paid in form of restrict-
ed Trifork share units (RSU).
Having the EM to receive a significant part
of its remuneration in the form of RSU is de-
signed to ensure that the incentive system is
consistent with the long-term development
of the company, encourage a management
KPI Weight
Actual
performance Target Achievement
Actual
allocation
Financial
CEO/CFO
Group revenue growth 25% 12.4% 15%
1
Between minimum target
and target
40%
Trifork segment
EBITDA-margin
30% 16.9% 15%
2
Between target and maxi-
mum target
140%
Labs EBT
(3-year average)
15% EURm 4.9 2.0% (CEO)/
1.3% (CFO) share of KPI with cap
Between minimum target
and target
102%
CRO
Group revenue growth 100% 12.4% 33% Below target range 0%
Strategic
CEO/CFO
ESG initiatives 10% Numerous
initiatives
implemented
On target 200%
Growth outside Denmark
(DK)
10% Growth outside DK was
higher than growth in DK
On target 200%
Views on GOTO
Youtube channel
10% 52.4m Above target (capped) 200%
CRO
ESG compliance Condition Met Revenues must comply with the
Group ESG goals
On target Bonus on revenue
growth can be paid
1 Mid-term target of 10-15% organic revenue growth and 20-25% total revenue growth.
The key objective in 2023 was organic growth.
2 Mid-term target of sustainable increase in margin.
Annual Report 2023
64
Corporate Governance - Remuneration Report
philosophy which takes due account of risk,
and reflect shareholder interests. One RSU
converts into one share of Trifork Holding AG.
The RSUs are calculated based on the
weighted average share price of 3 last trad-
ing days of the financial year.
The RSU are granted on the first day of the
month following the publication of the an-
nual results. A staggered vesting of the RSU
in equal instalments over a period of 3 years
applies, if the members of the EM are em-
ployed with the Group at these vesting dates.
The BoD may, however, lift the restriction on
the transfer of shares allocated under the
RSU programme in certain cases, such as in
the event of a change of control.
In case an EM member holds shares above a
threshold defined by the Board of Directors,
the respective member can choose between
an LTI of 100% RSU or a reduction of the LTI to
50% RSU, whereas the other 50% will be add-
ed to the STI. The thresholds are as follows:
CEO: 5.0%
Other EM members: 1.0%
(For 2023, no EM member chose this option.)
III. CLAW BACK
Trifork is entitled to reclaim in full or in part
- and the EM is obliged to repay in full or in
part – a variable remuneration (i) that has
been paid on the basis of data which proved
to be misstated or (ii) that has proved to be
excessive due to misconduct, negligence or
inappropriate execution of leadership duties.
In the financial years 2023 and 2022, no vari-
able remuneration was reclaimed.
C. Social charges and pension
benefits
Remuneration paid to the EM is subject to
social charges and pension benefits ac-
cording to local law. Both parties bear an
equal share. The employee contribution is
included in the remuneration paid (gross
presentation) and the employer contribution
is reported separately.
D. Expenses
Trifork is entitled to reimburse members of
the Executive Management for out-of-pocket
expenses in the form of actual or lump sum
expense payments. This is not considered as
remuneration.
E. Loans and credits
The granting of loans and credits to mem-
bers of the EM is excluded according to art
31 of the Company’s articles. Therefore, no
loans or credits are outstanding.
F. Contract terms
The contracts of the members of the EM
are concluded for an unlimited term with a
notice period of twelve months.
They include a non-competition clause for
its term and for the CEO for additional twelve
months after the termination. The non-com-
petition terms are not compensated.
The amounts are defined in CHF for the fixed
remuneration and in EUR for the variable
remuneration.
6. Related parties
One related party has an ordinary employee
agreement with a Group company and is
compensated for her service.
No loans or credits to related parties granted
or outstanding.
3 days Plan year 1
Plan year Plan year 3 Plan year 3
Grant date
Year end
Vesting date Vesting date ; Vesting date F
PriceV
calculation
Vesting period
Result assessment and audit
All shares freely tradeable
Annual Report 2023
65
Corporate Governance - Remuneration Report
7. Disclosure of remuneration to the Board of Directors and
Executive Management and related parties
2023
The AGMs as of 12 April 2023 and 20 April 2022
approved the following maximum remuner-
ation amounts:
Part of remuneration Period Amount (Equivalent to CHFk)
Remuneration to the BoD AGM 2023 to AGM 2024 EURk 600 591
Fixed remuneration to the EM Financial year 2023 EURk 1,750 1,787
Variable remuneration to the EM Financial year 2023 EURk 3,000 3,063
Additional amount to the EM AoA Art. 28 Financial year 2023 EURk 1,900 1,940
(in CHFk)
Fixed
remuneration Variable remuneration
Remuneration
in kind
Social charges /
pension benefits
8
Total
Cash (gross) Cash (gross) RSU
9
Julie Galbo, Chairperson
1
120 - - - - 120
Olivier Jaquet, Vice Chairperson
2/3
120 - - - 9 129
Maria Hjorth
4
45 - - - - 45
Erik Theodor Jakobsen
5
20 - - - - 20
Casey Rosenthal
1
40 - - - - 40
Anne Templeman-Jones
3
40 - - - - 40
Christoffer Holten
6
10 - - - - 10
Board of Directors 395 - - - 9 404
Jørn Larsen, CEO 705 381 576 - 177 1,839
Kristian Wulf-Andersen, CFO 470 254 384 24 124 1,256
Morten Gram, CRO
7
280 - - 28 43 351
Executive Management 1,455 635 960 52 344 3,446
Related parties 14 - - - 1 15
1 Member of NRC
2 Chairperson of NRC
3 Member of ARC
4 Chairperson of ARC
5 Member of the BoD from 12 April 2023
6 Member of the BoD until 12 April 2023
7 From 1 May 2023, remunerated with the additional amount in accordance with Art. 28 of the Company's articles
8 Includes employer contributions to social security for Swiss Members of BoD and EM and pension (BVG) for members of EM
9 As per 1 March 2023, 51,146 RSU were granted to the Executive Management (CEO: 30,697 / CFO: 20,449) with a total value of CHFk 1,138. The costs are allocated
evenly over the vesting period of up to three years.
Annual Report 2023
66
Corporate Governance - Remuneration Report
7. Disclosure of remuneration to the Board of Directors and
Executive Management and related parties (continued)
2022
The AGMs as of 20 April 2022 and 29 April
2021 approved the following maximum re-
muneration amounts:
Part of remuneration Period Amount
Remuneration to the BoD AGM 2022 to AGM 2023 EURk 600
Fixed remuneration to the EM Financial year 2022 CHFk 1,600
Variable remuneration to the EM Financial year 2022 CHFk 2,800
(in CHFk)
Fixed
remuneration Variable remuneration
Remuneration
in kind
Social charges /
pension benefits
8
Total
Cash (gross) Cash (gross) RSU
8
Julie Galbo, Chairperson
1
120 - - - - 120
Olivier Jaquet, Vice Chairperson
2/3
120 - - - 7 127
Maria Hjorth
4
45 - - - - 45
Christoffer Holten
5
20 - - - - 20
Casey Rosenthal
1
40 - - - - 40
Anne Templeman-Jones
3/5
27 - - - - 27
Lars Lunde
3/6
13 - - - - 13
Board of Directors 385 - - - 7 392
Jørn Larsen, CEO 655 583 346 43 187 1,814
Kristian Wulf-Andersen, CFO 438 388 231 15 128 1,200
Executive Management 1,093 971 577 58 315 3,014
Related parties 14 - - - 1 15
1 Member of NRC
2 Chairperson of NRC
3 Member of ARC
4 Chairperson of ARC
5 Member of the BoD from 20 April 2022
6 Member of the BoD until 20 April 2022
7 Includes employer contributions to social security for Swiss Members of BoD and EM and pension (BVG) for members of EM
8 As per 1 April 2022, 27,050 RSU were granted to the Executive Management (CEO: 16,235 / CFO: 10,815) with a total value of CHFk 798. The costs are allocated
evenly over the vesting period of up to three years.
Annual Report 2023
67
Corporate Governance - Remuneration Report
8. Disclosure of interests held by the Board of
Directors and Executive Management
2023 2022
Number of
registered
shares as of
31 December
Number of
restricted
share units
(RSU) as of
31 December
(Potential)
share of voting
rights
Number of
registered
shares as of
31 December
Number of
restricted
share units
(RSU) as of
31 December
(Potential)
share of voting
rights
Julie Galbo (Chairperson) 4,190 - 0.0% 4,190 - 0.0%
Olivier Jaquet (Vice-Chairperson) 64,145 - 0.3% 64,145 - 0.3%
Maria Hjorth (Member) 3,940 - 0.0% 3,940 - 0.0%
Christoffer Holten (Member)
1
n/a n/a n/a 2,000 - 0.0%
Casey Rosenthal (Member) 3,031 - 0.0% 2,058 - 0.0%
Jørn Larsen (CEO) 3,918,627 47,516 20.1% 3,880,868 28,224 19.8%
Kristian Wulf-Andersen (CFO) 238,237 31,676 1.3% 230,616 18,848 1.3%
Morten Gram (CRO)
2
52,963 - 0.3% n/a n/a n/a
1 Member until 12 April 2023
2 From 1 May 2023
Annual Report 2023
68
Corporate Governance - Remuneration Report
9. BoD and EM members with external mandates
(according to Art. 734e)
31 DECEMBER 2023
Listed
company
Investment in
Trifork Labs
BoD
Chairperson
1
BoD Member
1
CEO
EM Member
Board of Directors
Julie Galbo, Chairperson Gro Capital A/S X
Commonwealth Bank of Australia Ltd. X X
DNB Bank ASA X X
Olivier Jaquet, Vice Chairperson Parashift AG X
OJA Invest AG X
Jaquet Partners AG X X
Maria Hjorth Thylander Gruppen A/S X
Topdanmark A/S X X
Asetek A/S X X
Maj Invest Holding A/S X
Adform A/S X
Erik Theodor Jakobsen TRY AS X
Mnemonic AS X
Unicus Holding AS X
Mestergruppen AS X
Casey Rosenthal ProwlerPro Inc. X
Anne Templeman-Jones Commenwealth Bank of Australia Ltd. X X
Worley Ltd. X X
NSW Treasury Corporation X
Cyber Security Research Centre X
Executive Management
Jørn Larsen, CEO Arkyn Studios Ltd. X X
Dawn Health A/S X X
ExSeed Ltd. X X
&Money Ltd. X X
Morten Gram, CRO Arkyn Studios Ltd. X X
1 Non-executive
Annual Report 2023
69
Corporate Governance - Remuneration Report
To the General Meeting of Trifork Holding AG, Feusisberg
Report of the statutory auditor
on the remuneration report
Opinion
We have audited the remuneration report of Trifork Holding AG (the Company) for the
year ended 31 December 2023. The audit was limited to the information pursuant to
Art. 734a-734f of the Swiss Code of Obligations (CO) contained in paragraphs 7 to 9
on pages 65 to 68 of the of the remuneration report.
In our opinion, the information pursuant to Art. 734a-734f CO in the remuneration
report (pages 65 to 68) complies with Swiss law and the Company’s articles of
incorporation.
Basis for opinion
We conducted our audit in accordance with Swiss law and Swiss Standards on
Auditing (SA-CH). Our responsibilities under those provisions and standards are
further described in the “Auditor’s responsibilities for the audit of the remuneration
report” section of our report. We are independent of the Company in accordance
with the provisions of Swiss law and the requirements of the Swiss audit profession,
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.
Other information
The Board of Directors is responsible for the other information. The other information
comprises the information included in the annual report, but does not include the
information in paragraphs 7 to 9 on pages 65 to 68 in the remuneration report, the
consolidated financial statements, the stand-alone financial statements and our
auditor’s reports thereon.
Our opinion on the remuneration report does not cover the other information and we
do not express any form of assurance conclusion thereon.
In connection with our audit of the remuneration report, our responsibility is to read
the other information and, in doing so, consider whether the other information is
materially inconsistent with the audited financial information in the remuneration
report or our knowledge obtained in the audit or otherwise appears to be materially
misstated.
If, based on the work we have performed, we conclude that there is a material
misstatement of this other information, we are required to report that fact. We have
nothing to report in this regard.
Board of Directors’ responsibilities for the remuneration report
The Board of Directors is responsible for the preparation of a remuneration report in
accordance with the provisions of Swiss law and the Company's articles of incorpo-
ration, and for such internal control as the Board of Directors determines is neces-
sary to enable the preparation of a remuneration report that is free from material
misstatement, whether due to fraud or error. It is also responsible for designing the
remuneration system and defining individual remuneration packages.
Auditor's responsibilities for the audit of the remuneration report
Our objectives are to obtain reasonable assurance about whether the information
pursuant to Art. 734a-734f CO is 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 conduct-
ed in accordance with Swiss law and SA-CH will always detect a material misstate-
ment when it exists. Misstatements can arise from fraud or error and are considered
material if, individually or in the aggregate, they could reasonably be expected to
influence the economic decisions of users taken on the basis of this remuneration
report.
As part of an audit in accordance with Swiss law and SA-CH, we exercise professional
judgment and maintain professional skepticism throughout the audit. We also:
X Identify and assess the risks of material misstatement in the remuneration report,
whether due to fraud or error, design and perform audit procedures responsive to
those risks, and obtain audit evidence that is sufficient and appropriate to provide
Zurich, 28 February 2024
Ernst & Young Ltd
Annual Report 2023
70
Corporate Governance - Remuneration Report
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 collu-
sion, forgery, intentional omissions, misrepresentations, or the override of internal
control.
X Obtain an understanding of internal control relevant to the audit in order to de-
sign audit procedures that are appropriate in the circumstances, but not for the
purpose of expressing an opinion on the effectiveness of the Company’s internal
control.
X Evaluate the appropriateness of accounting policies used and the reasonableness
of accounting estimates and related disclosures made.
We communicate with the Board of Directors or its relevant committee regarding,
among other matters, the planned scope and timing of the audit and significant au-
dit findings, including any significant deficiencies in internal control that we identify
during our audit.
We also provide the Board of Directors or its relevant committee with a statement
that we have complied with relevant ethical requirements regarding independence,
and to communicate with them all relationships and other matters that may reason-
ably be thought to bear on our independence, and where applicable, actions taken
to eliminate threats or safeguards applied.
Ernst & Young Ltd
Tobias Meyer
Licensed audit expert
(Auditor in Charge)
Nicole Meister
Licensed audit expert
*
Underrepresented genders (UG) include women and employees not identifying as men (M)
Annual Report 2023
71
Corporate Governance
ESG & Key Figures
At Trifork, we are driven by our vision to
change the world with software, and sus-
tainability is an integral element of how we
operate as a business. Trifork’s engagement
with ESG is not only a focus area in relation
to our customers but also an integrated part
of how we work internally, reflected in the
investments we make. Our ESG efforts and
focus areas are outlined in our ESG Report
2023.
In 2023, Trifork reported its carbon emissions
across scope 1-3 categories for the year
and embarked on continuous assessment
of methods to reduce our climate footprint,
including CO2 emissions. Additionally, we
took the first step toward ambitious climate
reduction targets by committing to the
Science Based Targets initiative. Further, we
finished the construction of our first Trifork
Smart Building, and we are almost ready
to move in. This project embodies Trifork’s
vision and showcases how software plays a
pivotal role in the sustainability agenda. We
anticipate the construction of several smart
buildings in the years ahead.
At Trifork we are a people business, and thus
our employees are at our highest priority. We
aim to attract and develop expertise in sys-
tem development, embrace new technolo-
gies, and provide a platform for our employ-
ees to excel at the forefront of technological
innovation. We believe that diversity is
essential for realizing our vision, as it brings
numerous advantages, including increased
creativity and better solutions. This commit-
ment requires us to provide equal oppor-
tunities for individuals of all ages, genders,
nationalities, religions, cultures, skin colors,
political beliefs, and sexual orientations.
In 2023, we updated our Diversity, Equity,
and Inclusion Policy, which outlines specific
guidelines applicable to Trifork. This policy
ensures equal opportunities for all and pro-
motes gender balance in managerial roles
within our organization.
As a next-gen software company, we want
to support future talent and contribute to
society through thought leadership. This is
enforced in different ways throughout the
organization with, e.g., our GOTO universe
as well as business unit initiatives such as
Hackerdays.
Our ESG Report 2023 also highlights our on-
going dedication to the UN Global Compact
and the Sustainable Development Goals 4, 5,
8, 12, and 14.
EU Taxonomy
The EU Taxonomy is a classification system,
which provides a common definition of
which economic activities may be char-
acterized as sustainable. The classification
system consists of an exhaustive list of eligi-
ble economic activities as well as screening
criteria that an economic activity must com-
ply with to qualify as an aligned economic
activity. The economic activities and the
screening criteria are listed in the different
delegated Acts and the Annexes belonging
thereto of the EU Taxonomy.
We have reviewed the extensive criteria
for our eligible economic activities "Data
processing, hosting, and related activities"
in Annex I as well as "Computer program-
ming, consultancy, and related activities"
in Annex II. Based on this review, we have
concluded that none of our eligible activities
are aligned with the EU taxonomy in 2023, as
we do not have all the required documen-
tation in place for the contributing criteria.
Consequently, we cannot characterize our
eligible activities as taxonomy-aligned.
During 2024, we will work actively towards
fulfilling the criteria necessary to have
economic activities aligned with the EU
Taxonomy.
Key figures Unit 2023 2022
Environment
CO2e, Scope 1 (direct GHG emissions) Tons per FTE 0.11 0.16
CO2e, Scope 2, market-based (Indirect GHG emissions) Tons per FTE 0.13 0.23
CO2e, Scope 2, location-based (Indirect GHG emissions)
CO2e, Scope 3 (other indirect GHG emissions)
Tons per FTE
Tons per FTE
0.86
7.86
1.19
7.81
Renewable energy share % 91.4% 87.6%
Water consumption m3 per FTE 4.9 5.7
Social
Average full-time employees FTE 1,104 970
Employee gender diversity UG/M* 23.4% / 76.6% 21.0% / 79.0%
Management gender diversity UG/M* 21.8% / 78.2% 21.0% / 79.0%
Sick leave % 3.6% 2.7%
Employee churn % 15.8% 15.4%
Country diversity (# of different nationalities) # 50 48
Governance
Gender diversity BoD
W/M 50% / 50%
50% / 50%
Attendance at BoD meetings
% 100% 95.7%
For further details, and the comprehensive results of the
screening, please see the Trifork Group 2023 ESG Report
(investor.trifork.com/statutes)
Annual Report 2023 Corporate Governance
72
Whistleblower protocol
Trifork has an implemented Whistleblower
channel adopted by the Board of Directors.
The whistleblower channel is described in
the Trifork Group Whistleblower Protocol and
provides everyone with the opportunity to
report serious infringements or suspicions
hereof.
When submitting a report through Trifork’s
whistleblower channel, the Chairperson of
the Board of Directors, the Chief Legal Officer,
and an external legal counsel will receive
the report and initiate a proper investigation
of the reported incident in accordance with
the Trifork Group Whistleblower Protocol.
Independency of the investigation will be
ensured by the external legal counsel. Any
serious infringement or suspicion hereof
may also be reported directly to the external
legal counsel.
All relevant persons are strongly encour-
aged to report any serious infringements
or suspicion hereof to ensure that Trifork
will continue to be a transparent and fair
business that is committed to detecting and
preventing fraud, harassment, breach of
security, and data protection as well as other
types of misconduct.
No incidents have been filed via Trifork’s
whistleblower channel during 2023.
Data ethics
Trifork has in place a Data Ethics Policy
cf. section 99 d of the Danish Financial
Statements Act which sets out Trifork’s
approach to data ethics and describes the
ethical principles that Trifork and its group
companies must adhere to when using data
and applying new technologies.
As a software company Trifork processes
various types of data including personal
data. The personal data processed by Trifork
internally is primarily data received from
employees and job applicants.
As part of our operations, we process data
for customers primarily in connection with
the development and maintenance of IT sys-
tems, IT Infrastructure services, IT consultan-
cy services, and digital services.
We recognize that data might be targeted
for misuse or used for unintended purposes.
Consequently, we are committed to demon-
strating the absolute highest standards
within data ethics. We assess risks related
to data protection on an ongoing basis and
we have developed detection mechanisms
enabling us to respond to data breaches.
Likewise, we ensure that suppliers provide
relevant protection capabilities as well as we
require suppliers to have appropriate detec-
tion and response processes in place.
In the Trifork Group, we use a broad range of
technologies and help our customers adapt
to new technologies. We carefully analyze
the impact on all involved parties when
using new technologies to ensure that new
technologies will not be used to harm any
persons (including avoiding any uninten-
tional biases).
The recent development within the tech-
nologies of Artificial Intelligence (AI) creates
huge opportunities, which we at Trifork are
committed to pursuing. We are however very
much aware that further risks arise. Risks
such as automated decisions, profiling, and
unintentional bias are just some, and we
engage in these new technologies adhering
to the highest standards of ethical behavior
and data protection.
Trifork’s Data Ethics Policy is approved by the
Board of Directors, and the data ethics initi-
atives are anchored by the Chief Information
Security Officer together with the Executive
Management. The Executive Management
and the Chief Security Officer are responsi-
ble for developing and maintaining proce-
dures and training programs to ensure that
employees of the Group comply with the
data ethics principles set out in the Data
Ethics Policy. For more information about
Trifork’s approach to data ethics, we refer to
our Data Ethics Policy https://investor.trifork.
com/statutes/.
https://trifork.com/whistleblower/
Whistleblower form
Annual Report 2023
73
Shareholders
07
Annual Report 2023
74
Shareholders
The Trifork Holding AG share
The Trifork Holding AG share was priced
at DKK 105.00 on 31 December 2023, which
represents a 27% decline during 2023.
During 2023, the OMX Nordic Mid Cap index
increased by 7%. In this period, technolo-
gy shares saw a volatile performance as
interest rates increased.
Trifork’s 2023 year-end market capitalization
amounted to approximately DKK 2.1 billion,
equivalent to approximately EUR 278 million.
Share capital and ownership
On 31 December 2023, Trifork had a share
capital of CHF 1,974,489.90 consisting of
19,744,899 shares with a nominal value of
CHF 0.10.
At the end of 2023, Trifork held 302,544
treasury shares (1.5%) that may be used
for employee compensation, financing of
acquisitions, and other purposes.
The General Meeting of 12 April 2023 author-
ized the Board of Directors to increase the
share capital registered in the commercial
register within a certain range, namely up to
a maximum of 107% (upper limit), or to reduce
it to a maximum of 95% (lower limit). The au
-
thorization is limited to five years. The Board of
Directors is entitled to exclude shareholders'
subscription rights under the capital band in
the course of capital increases.
As of 31 December 2023, conditional capital
of CHFk 50 (by issuing a maximum of 500,000
registered shares with a nominal value of
CHF 0.10 (EUR 0.10) each, to be fully paid up,
excluding shareholders' subscription rights)
is available.
At the end of 2023, Trifork had 6,462 share-
holders. Major shareholders, based on
regulatory announcements and voluntary
disclosure, were Jørn Larsen, Co-founder and
CEO of Trifork, with 19.8% ownership of shares
outstanding, Ferd AS with 10.2%, Kresten
Krab Thorup with 6.6%, and Chr. Augustinus
Fabrikker with 5.1%.
On 2 November 2023, Trifork initiated a share
buyback program in accordance with
Regulation No. 596/2014 of the European
Parliament and Council of 16 April 2014 (MAR)
and Commission Delegated Regulation
(EU) 2016/1052, (Safe Harbour regulation).
The share buyback program runs from 2
November 2023 up to and including no later
than 31 March 2024.
Under the share buyback program, Trifork
will purchase shares for up to a total of DKK 15
million (approximately EUR 2 million). Trifork
publishes details from the buyback program
on a weekly basis.
As of 31 December 2023, Trifork had pur-
chased 70,047 shares amounting to DKKm
7.5. It is expected that the entire buyback
mandate will be utilized before 31 March 2024.
TRIFORK SHARE PRICE COMPARED TO
OMX NORDIC MID CAP INDEX
Market information for 2023
Price at 31 December (DKK) 105.00
Price at 31 December (EUR) 14.09
Price high (DKK) 173.90
Price low (DKK) 98.90
Market value at 31 December (DKK) 2.073 billion
Market value at 31 December (EUR) 278 million
Share performance in 2023 -27.1%
Average number of shares traded daily 16,005
0
10 0, 0 00
200,000
300,000
400,00 0
500,000
600,00 0
0.0
30.0
60.0
90.0
120.0
15 0.0
18 0.0
210.0
Jan-23 F eb-23 Mar-23 Apr -2 3 May-23 Ju n-23 Jul-23 Aug -23 Sep-2 3 Oct-23 Nov-23 De c-2 3
DKK Volume
Volume Trifork Share Price OMX Nordic Mid Cap Index
52%
26%
10%
4%
2%
6%
22%
39%
37%
2%
Annual Report 2023 Shareholders
75
Dividends
Trifork's dividend policy is to retain earnings
to support organic and acquisitive growth.
Accordingly, it proposes a dividend of EUR
0.10 per share for the financial year 2023,
which corresponds to 25% of the earnings
per share in 2023, not taking into account the
unrealized gains from Labs investments and
other non-cash profit items. For the financial
year 2022, Trifork paid a dividend of EUR 0.14
per share for the financial year 2022, which
corresponds to 25% of the earnings per share
in 2022, not taking into account the unreal-
ized gains from Labs investments.
Dividends will be declared in Swiss Francs
and paid out in Danish Kroner. The exchange
rate will be determined at the time of the
resolution to distribute dividends by the
Annual General Meeting.
Annual General Meeting
Trifork’s Annual General Meeting will be held
physically and virtually on 19 April 2024.
Investor relations
Trifork aims to provide full transparency and
engage in an open dialogue with investors
and research analysts about the company’s
business and financial performance. Trifork
seeks to provide all investors with timely
information on our investor website (investor.
trifork.com), where interested parties also
can subscribe to Trifork’s distribution of com-
pany announcements.
Shareholder Overview
SHAREHOLDER STRUCTURE BY COUNTRY SHAREHOLDER STRUCTURE BY INVESTOR TYPE
SHARE INFORMATION
Stock exchange Nasdaq CPH A/S
Index Mid Cap
Share capital (CHF) 1,974,489.90
Number of shares 19,744,899
Nominal value (CHF) 0.10 per share
ISIN code CH1111227810
Trading symbol TRIFOR
Treasury shares at 31 December 2023 302,544
FINANCIAL CALENDAR
28 February 2024 Annual and Q4/2023 report
19 April 2024 Annual General Meeting
7 May 2024 Q1/2024 report
29 May 2024 Capital Markets Day
20 August 2024 Q2 & 6M/2024 report
1 November 2024 Q3 & 9M/2024 report
Denmark
Switzerland
Norway
Ireland
US
ROW
Executive management
& board (private holdings)
Institutional investors &
family offices
Private investors incl.
employees
Trifork Holding AG
Statement by the Board of
Directors and Executive Management
Today, the Board of Directors and the
Executive Management have considered
and approved the Annual Report of Trifork
Holding AG for the financial year 1 January to
31 December 2023.
The consolidated financial statements
are prepared in accordance with IFRS
Accounting Standards as issued by the
IASB, the requirements of the Swiss Code of
Obligations ("Swiss GAAP") and addition-
al requirements according to the Danish
Financial Statements Act applying to listed
entities.
The separate financial statements are pre-
pared in accordance with the requirements
of Swiss GAAP and additional applicable
requirements according to the Danish
Financial Statements Act applying to listed
entities.
In our opinion, the accounting policies
applied are appropriate and the Group’s
internal controls relevant to the preparation
and presentation of the Annual Report are
adequate. The consolidated financial state-
ments and give a true and fair view of the
Group’s financial position on 31 December
2023 and of the results of the Group’s opera-
tions and cash flows for the financial period 1
January to 31 December 2023.
In our opinion, the separate financial state-
ments for the period from 1 January to 31
December 2023 comply with Swiss GAAP, ad-
ditional applicable requirements according
to the Danish Financial Statements Act and
the company’s articles of association.
In our opinion, the management commen-
taries contain a fair review of the develop-
ment in the operations and financial matters
of the Group and the Parent Company, the
results for the year and of the Parent’s finan-
cial position and the position as a whole for
the entities included in the consolidated fi-
nancial statements, together with a review of
the significant risks and uncertainties faced
by the Group.
The consolidated environmental, social and
governance data contained in the man-
agement commentary have been prepared
in accordance with customary and appro-
priate reporting principles and calculation
methods and gives a true and fair view of
the Group’s environmental, social and gov-
ernance performance.
In our opinion, the Annual Report of
the Trifork Group with the file name
Trifork-2023-12-31.zip for the financial year 1
January – 31 December 2023 for the Group
and the Parent Company is conducted in
compliance with the ESEF Regulation.
We recommend the Annual Report be ap-
proved at the Annual General Meeting.
Schindellegi, 28 February 2024
Julie Galbo Chairperson
Olivier Jaquet Vice-Chairperson
Maria Hjorth Board member
Erik Jakobsen Board member
Casey Rosenthal Board member
Anne Templeman-Jones Board member
Jørn Larsen CEO
Kristian Wulf-Andersen CFO
Morten Gram CRO
Annual Report 2023
76
08
Annual Report 2023
77
Consolidated
Financial
Statements 2023
09
TRIFORK GROUP
Annual Report 2023
78
Trifork Group Consolidated Financial Statements
Contents
Consolidated Income Statement ........................................................................................................ 79
Consolidated Statement of Comprehensive Income
.............................................................. 79
Consolidated Statement of Financial Position
............................................................................. 80
Consolidated Statement of Changes in Shareholders' Equity
............................................. 81
Consolidated Statement of Cash Flows
.......................................................................................... 82
Notes to the Consolidated Financial Statements
....................................................................... 83
Statutory Auditor's Report
.......................................................................................................................129
Consolidated financial statements
Annual Report 2023
79
Trifork Group Consolidated Financial Statements
Consolidated Income Statement
for the year ended 31 December
Consolidated Statement of Comprehensive Income
for the year ended 31 December
(in EURk) Notes 2023 2022
(in EURk) 2023 2022
Revenue from contracts with customers 2.1/2 207,900 184,936 Net income 17,388 18,100
Rental income 202 1,181
Other operating income 4.7 1,661 492 Items that may be reclassified to profit or loss, after tax
Operating income 209,763 186,609 Currency translation adjustment for foreign operations 1,095 1,164
Cost of goods and services purchased -42,233 -37,514 Items that will not be reclassified to profit or loss, after tax
Personnel costs 3.1 -111,076 -97,762 Remeasurements of the net defined benefit liabilities -749 510
Other operating expenses 2.3 -23,282 -20,890
Operating expenses -176,591 -156,166 Other comprehensive income 346 1,674
Earnings before financial items, tax, depreciation
and amortization
33,172 30,443 Total comprehensive income 17,734 19,774
Depreciation, amortization and impairment 2.4 -13,470 -12,102 Attributable to shareholders of Trifork Holding AG 15,009 16,878
Earnings before financial items and tax 19,702 18,341 Attributable to non-controlling interests 2,725 2,896
Fair value adjustments on investments in Trifork Labs 5.1 4,695 6,154
Share of results from associated companies 4.4 2,230 8
Other financial income 2.5 354 615
Other financial expenses 2.5 -3,726 -1,897
Result on foreign exchange 2.5 -1,459 -975
Financial result 2,094 3,905
Earnings before tax 21,796 22,246
Income tax expense 2.6 -4,408 -4,146
Net income 17,388 18,100
Attributable to shareholders of Trifork Holding AG 14,639 15,211
Attributable to non-controlling interests 2,749 2,889
Earnings per share of Trifork Holding AG, basic (in EUR) 2.7 0.75 0.77
Earnings per share of Trifork Holding AG, diluted (in EUR) 2.7 0.74 0.77
Annual Report 2023
80
Trifork Group Consolidated Financial Statements
Consolidated Statement of Financial Position
for the year ended 31 December
Assets
(in EURk) Note 2023 2022
Liabilities and shareholders' equity
(in EURk) Note 2023 2022
Intangible assets 4.5 84,231 73,838 Share capital 7.1 1,663 1,663
Right-of-use assets 4.6 47,568 33,001 Treasury shares 7.1 -6,118 -1,635
Property, plant and equipment 4.7 10,120 7,914 Retained earnings 121,598 112,000
Investments in Trifork Labs 5.1 69,673 60,312 Currency translation adjustment 3,645 2,601
Investments in associated companies 4.4 2,218 5
Equity attributable to shareholders of
Trifork Holding AG
120,788 114,629
Other non-current financial assets 4.8 3,989 2,125
Deferred tax assets 2.6 411 194 Non-controlling interests 8.2 897 780
Total non-current assets 218,210 177,389 Total shareholders' equity 121,685 115,409
Trade receivables 6.1 43,859 35,441 Non-current financial liabilities 7.3 83,099 37,718
Contract assets 6.1 3,876 1,438 Other non-current liabilities 3.3 3,245 2,153
Other current receivables 1,335 663 Deferred tax liabilities 2.6 5,271 4,978
Prepaid expenses 4,047 2,752 Total non-current liabilities 91,615 44,849
Work in progress 142 939
Cash and cash equivalents 32,794 30,652 Current financial liabilities 7.3 53,403 63,149
Total current assets 86,053 71,885 Trade payables 8,441 5,544
Contract liabilities 6,873 3,637
Assets 304,263 249,274 Current tax liabilities 4,494 4,178
Other current liabilities 6.2 17,752 12,508
Total current liabilities 90,963 89,016
Total liabilities 182,578 133,865
Liabilities and shareholders' equity 304,263 249,274
Annual Report 2023
81
Trifork Group Consolidated Financial Statements
Consolidated Statement of Changes in Shareholders' Equity
for the year ended 31 December
(in EURk) Share capital Treasury shares
Retained
earnings
Currency transla-
tion adjustment
Equity attributable
to the shareholders of
Trifork Holding AG
Non-controlling
interests Total equity
1 January 2022 1,663 -994 107,696 1,433 109,798 938 110,736
Net income - - 15,211 - 15,211 2,889 18,100
Other comprehensive income - - 510 1,157 1,667 7 1,674
Total comprehensive income - - 15,721 1,157 16,878 2,896 19,774
Dividends
- - -7,624 - -7,624 -3,295 -10,919
Transactions with treasury shares - -843 - - -843 - -843
Changes in liabilities towards non-controlling interests - - -4,203 11 -4,192 241 -3,951
Share-based payments - 202 410 - 612 - 612
31 December 2022 1,663 -1,635 112,000 2,601 114,629 780 115,409
Net income - - 14,639 - 14,639 2,749 17,388
Other comprehensive income - - -648 1,018 370 -24 346
Total comprehensive income - - 13,991 1,018 15,009 2,725 17,734
Dividends
- - -2,723 - -2,723 -2,522 -5,245
Purchase of treasury shares on settlement of contractual earn-
out arrangement
- -3,962 4,077 - 115 - 115
Other transactions with treasury shares - -1,326 - - -1,326 - -1,326
Additions from business combinations - - - - - 685 685
Acquisition of non-controlling interests - 411 -505 - -94 133 39
Changes in liabilities towards non-controlling interests - - -6,185 26 -6,159 -921 -7,080
Share-based payments - 394 943 - 1,337 17 1,354
31 December 2023 1,663 -6,118 121,598 3,645 120,788 897 121,685
Annual Report 2023
82
Trifork Group Consolidated Financial Statements
Consolidated Cash Flow Statement
for the year ended 31 December
(in EURk) Notes 2023 2022
Net income 17,388 18,100
Adjustments for:
Depreciation, amortization and impairment 2.4 13,470 12,102
Non-cash other operating income -792 -32
Fair value adjustment from investments in Trifork Labs 5.1 -4,695 -6,154
Share of result from associated companies 4.4 -2,230 -8
Other financial result 2.5 4,831 2,257
Income tax expense 2.6 4,408 4,146
Other non-cash items 1,223 580
Changes in net working capital -1,035 -6,028
Income taxes paid -5,637 -2,869
Cash flow from operating activities 26,931 22,094
Acquisition of Group companies, net of cash acquired 4.1 -5,012 -
Acquisition of Group companies, settlement of contingent
consideration liabilities
4.2 -747 -789
Purchase of intangible assets 4.5 -3,766 -1,274
Purchase of property, plant and equipment 4.7 -5,016 -4,724
Sale of property, plant and equipment 200 3,681
Dividends received from associated companies 4.4 17 24
Purchase of investments in Trifork Labs 5.1 -5,730 -9,628
Sale of investments in Trifork Labs 5.1 855 3,279
Dividends received from investments in Trifork Labs 5.1 310 287
Loans granted -1,852 -899
Repayment loans granted 72 812
Interest received 184 28
Cash flow from investing activities -20,485 -9,203
(in EURk) Notes 2023 2022
Proceeds from borrowings 7.3 40,738 11,566
Repayment of borrowings 7.3 -7,325 -11,937
Payment of lease liabilities 7.3 -6,496 -5,856
Interest paid -3,524 -1,392
Acquisition of non-controlling interests, net 4.2/8.2 -17,601 -7,481
Purchase of treasury shares on settlement of contractual earn-
out arrangement
-3,962 -
Purchase of treasury shares 7.1 -1,326 -843
Dividends paid -5,245 -10,919
Cash flow from financing activities -4,741 -26,862
Exchange differences on cash and cash equivalents 437 -5
Change in cash and cash equivalents 2,142 -13,976
Cash and cash equivalents at the beginning of the period 30,652 44,628
Cash and cash equivalents at the end of the period 32,794 30,652
Annual Report 2023
83
Trifork Group Consolidated Financial Statements
SECTION 1
SECTION 2
SECTION 3
SECTION 4
Basis of preparation 85
1.1 General information .......................................................................85
1.2 Changes in accounting policies ..................................................86
1.3 Management estimates, assumptions and judgments .......... 87
Results for the year 88
2.1 Segment information .....................................................................88
2.2 Revenue from contracts with customers ....................................90
2.3 Other operating expenses .............................................................91
2.4 Depreciation, amortization and impairment .............................. 91
2.5 Other financial result ......................................................................91
2.6 Income taxes ................................................................................... 92
2.7 Earnings per share .........................................................................95
Remuneration 96
3.1 Personnel costs ...............................................................................96
3.2 Share-based payments ................................................................ 97
3.3 Pension and similar obligations ................................................... 98
Capital investments 101
4.1 Acquisition of businesses .............................................................. 101
4.2 Contingent consideration liabilities ...........................................103
4.3 Redemption amount of put-options ..........................................104
4.4 Investments in associated companies ...................................... 105
4.5 Intangible assets ...........................................................................106
4.6 Right-of-use assets ....................................................................... 109
4.7 Property, plant and equipment .................................................... 110
4.8 Other financial assets .....................................................................111
The notes are grouped into eight sections related to key areas. The sections contain the relevant
financial information as well as a description of the significant accounting estimates, assumptions
and judgments and the material accounting policies applied for the topics of the individual notes.
Contents
Notes to the Consolidated Financial Statements
Annual Report 2023
84
SECTION 5
SECTION 6
SECTION 7
SECTION 8
Investments in Trifork Labs 112
5.1 Investments in Trifork Labs ............................................................ 112
Working capital items 114
6.1 Trade receivables and contract assets ......................................114
6.2 Other current liabilities ..................................................................115
Capital structure and financing 116
7.1 Shareholders’ equity ...................................................................... 116
7.2 Financial instruments .................................................................... 117
7.3 Financial liabilities ..........................................................................119
7.4 Guarantees and pledged assets ................................................120
7.5 Financial risk management ..........................................................121
Other disclosures 124
8.1 Related parties ...............................................................................124
8.2 Non-controlling interests .............................................................125
8.3 Government grants ....................................................................... 127
8.4 Fees to independent Group auditor ........................................... 127
8.5 Events after the reporting date ................................................... 127
8.6 Trifork Group companies .............................................................. 128
Notes to the Consolidated Financial Statements
Contents
Trifork Group Consolidated Financial Statements
1
Annual Report 2023
85
Section 1 - Basis of preparation
NOTE 1.1
General information
Trifork Holding AG (“the Company”)
is a company incorporated in
Switzerland with its registered offices
at Neuhofstrasse 10, 8834 Schindellegi
(Feusisberg).
The Company is the parent company of
Trifork Group (“Group”).
The Group's principal activities are divid-
ed into two segments:
“Trifork” focuses on software develop-
ment and operations of IT-systems,
including conferences and trainings.
“Trifork Labs” focuses on investments
in tech startup companies and is the
Group's driver for R&D innovation.
These consolidated financial statements
of the Trifork Group have been prepared
in accordance with IFRS Accounting
Standards issued by the International
Accounting Standards Board ("IASB").
The historical cost principle is applied,
except for certain financial instruments
(investments in Trifork Labs, contingent
consideration liabilities).
The consolidated financial statements
are presented in Euro and all amounts
are in thousand (EURk), unless other-
wise stated. Due to rounding, numbers
presented throughout this report may
not add up precisely to the totals and
percentages may not precisely reflect
the absolute figures.
The registered shares of the Company
are traded on the NASDAQ Copenhagen.
§
Accounting Policies
The overall material accounting policies
applied to the consolidated financial
statements as a whole are described be-
low. The material accounting policies re-
lated to specific line items are described
in the notes to which they relate:
2.2 Revenue from contracts with
customers
2.6 Income taxes
3.1 Personnel costs
3.2 Share-based payments
3.3 Pension and similar
obligations
4.1 Acquisition of businesses
4.3 Redemption amount of
put-options
4.4 Investments in associated
companies
4.5 Intangible assets
4.6 Right-of-use assets
4.7 Property, plant and
equipment
4.8 Other financial assets
5.1 Investments in Trifork Labs
6.1 Trade receivables and
contract assets
7.1 Shareholders equity
7.2 Financial instruments
7.3 Financial liabilities
Consolidation
The consolidated financial statements
are prepared based on the financial
statements of Trifork Holding AG and its
subsidiaries as of 31 December 2023, all
of which are prepared in accordance
with uniform accounting principles. The
consolidated financial statements of
the Trifork Group include all companies
which the Group controls.
The list of the principal subsidiaries is
provided in the Note 8.6 Trifork Group
companies.
Changes in the scope of consolidation
are disclosed in Notes 4.1 Acquisition of
businesses.
All assets and liabilities, equity, income,
expenses and cash flows relating to
transactions between Group companies
are eliminated in full on consolidation.
Foreign currencies
The Group's consolidated financial state-
ments are presented in EUR, which is the
primary currency for the Group's activ-
ities. The parent company's functional
currency is CHF.
For each entity, the Group determines
the functional currency and items
included in the financial statements of
each entity are measured using that
functional currency.
SECTION 1
Basis of
preparation
This section introduces the general
accounting policies and significant ac-
counting estimates, assumptions and
judgments of the Trifork Group.
The detailed description of account-
ing policies and significant estimates,
assumptions and judgments related to
reported amounts is presented in the
respective notes.
The purpose is to provide transparen-
cy on the disclosed amounts and to
describe the relevant accounting policy,
and significant estimates, assumptions
and judgments for each note.
Annual Report 2023
86
Section 1 - Basis of preparation
NOTE 1.1
General information (continued)
TRANSACTIONS AND BALANCES
Transactions in foreign currencies are
initially recorded by Group entities at their
respective functional currency spot rates
at the date the transaction first qualifies for
recognition.
Monetary assets and liabilities denominated
in foreign currencies are translated at the
functional currency spot rates at the report-
ing date.
Differences arising on settlement or trans-
lation of monetary items are recognized in
profit or loss with the exception of monetary
items that are considered as part of the
Group's net investment in a foreign opera-
tion. These are recognized in OCI until the net
investment is disposed of, at which time, the
cumulative amount is reclassified to profit
or loss.
Non-monetary items that are measured in
terms of historical cost in a foreign currency
are translated using the exchange rates at
the dates of the initial transactions.
Non-monetary items measured at fair value
in a foreign currency are translated using
the exchange rates at the date when the fair
value is determined. The gain or loss arising
on translation of non-monetary items meas-
ured at fair value is treated in line with the
recognition of the gain or loss on the change
in fair value of the item.
TRANSLATION OF FOREIGN OPERATIONS
On consolidation, the assets and liabilities
of foreign operations are translated into EUR
at the rate of exchange prevailing at the
reporting date and income and expenses
are translated at the average rates for the
period, as an approximation of exchange
rates prevailing at the dates of the transac-
tions. The exchange differences arising on
translation for consolidation are recognized
in OCI. On disposal of a foreign operation,
the component of OCI relating to that par-
ticular foreign operation is reclassified to
profit or loss.
The following exchange rates are used for
the translation into EUR for the Group's most
relevant currencies:
NOTE 1.2
Changes in accounting policies
The accounting policies adopted in these
consolidated financial statements 2023 are
consistent with those applied in 2022 except
as outlined below:
Adoption of new and revised IFRS
Accounting Standards
The Group has applied new and amended
IFRS Accounting Standards on 1 January
2023:
Standard Subject
IAS 1 Disclosure of accounting
policies (amendment)
IAS 8 Definition of accounting
estimates (amendment)
IAS 12 Deferred tax related to as-
sets and liabilities arising
from a single transaction
(amendment)
The changes do not materially impact the
financial position and performance or cash
flow of the Trifork Group nor have they led
to additional disclosures in these financial
statements.
Other minor changes in IFRS Accounting
Standards also became effective but are not
relevant for the Group.
The IASB has issued amendments to stand-
ards that are not yet effective. The Group has
not early adopted any of these.
The following changes are potentially
relevant and applicable for reporting
periods from 2024 onwards:
Standard Subject
IAS 1 Classification of liabilities
as current and non-cur-
rent (2024)
No material impact on the financial po-
sition and performance or cash flow of
the Trifork Group are expected from these
amendments.
Exchange rates at period end Average exchange rates for the period
Unit 2023 2022 2023 2022DKK 1 0.1342 0.1345 0.1342 0.1344CHF 1 1.0799 1.0155 1.0294 0.9957GBP 1 1.1507 1.1275 1.1497 1.1733USD 1 0.9050 0.9376 0.9247 0.9509
Annual Report 2023
87
Section 1 - Basis of preparation
NOTE 1.3
Accounting estimates, assumptions and judgments
Determining the carrying value of certain
assets and liabilities requires estimates,
assumptions and judgments regarding
future events. These are based on historical
experience and other factors that man-
agement considers reasonable under the
circumstances, but which are uncertain and
unpredictable.
Assumptions may be incomplete or inaccu-
rate, and unanticipated events or circum-
stances may arise. It may be necessary to
change previous estimates due to changes
in the facts underlying the previous esti-
mates, or because of new information.
Furthermore, the Group is subject to risks
and uncertainties that may cause the actual
outcome to differ from these estimates. The
key assumptions concerning the future and
other key sources of estimation uncertainty
at the reporting date, that have a significant
risk of causing a material adjustment to the
carrying amounts of assets and liabilities
within the next financial year, are described
in the notes to which they relate.
!
Significant accounting
estimates, assumptions and
judgments
2.6 Income taxes
4.2 Contingent consideration
liabilities
4.3 Redemption amount of
put-options
4.5 Intangible assets
5.1 Investment in Trifork Labs
2
Annual Report 2023
88
Section 2 - Results of the year
NOTE 2.1
Segment information
The business and operations of the
Trifork Group comprise of the two main
segments, Trifork and Trifork Labs. Trifork
is further divided into the three sub-seg-
ments Inspire, Build and Run the results
of which are reported to the Executive
Management (Chief operating decision
maker) for performance measurement
and resource allocation and represent
operating segments. Trifork has there-
fore concluded that it has four operating
segments, namely Inspire, Build and Run,
which are aggregated into the Trifork
column, and Trifork Labs.
The results of the segments are mon-
itored by the Executive Management
at the level of Earnings before financial
items, taxes, depreciation and amortiza-
tion (Trifork) and of EBT (Trifork Labs).
2023 (in EURk) Inspire Build Run Other Trifork Labs Elimination TotalRevenue- from external customers 6,265 149,559 51,265 811 207,900 - - 207,900 - from other segments - - - 1,842 1,842 - -1,842 - Total segment revenue 6,265 149,559 51,265 2,653 209,742 - -1,842 207,900 Earnings before financial items, tax, -2,713 28,045 12,467 -2,763 35,036 -1,864 - 33,172 depreciation and amortizationDepreciation and amortization -427 -7,208 -4,523 -1,312 -13,470 - - -13,470 Earnings before financial items -3,140 20,837 7,944 -4,075 21,566 -1,864 - 19,702 and taxFinancial result n/a n/a n/a n/a -4,637 6,731 - 2,094 Earnings before tax (EBT) n/a n/a n/a n/a 16,929 4,867 - 21,796 Average number of employees 26 771 208 96 1,101 3 - 1,104
Trifork
Trifork is focused on delivering services
to the customers of Trifork. The services
are delivered within three sub-seg-
ments: Inspire (organizing conferences
and trainings on software develop-
ment), Build (development of innovative
software in customer projects) and
Run (delivery and operation of soft-
ware products and related services for
customers).
'Other' mainly comprises of general cor-
porate costs and management services
to individual Labs investments.
Trifork Labs
Trifork Labs is focused on founding new
tech startups and investing in selected
tech companies that are at the forefront
of the technological development with
new and innovative software products.
For internal management reporting and
performance measurement, all Trifork
Labs investments are monitored on a fair
value basis with changes recognized in
profit or loss and thus presented as such
in the segment reporting.
SECTION 2
Results for
the year
This section covers notes related to
the performance for the financial year,
including segment information showing
operating segment and sub-segment
revenues and operating results.
Annual Report 2023
89
Section 2 - Results of the year
NOTE 2.1
Segment information (continued)
2022 (in EURk) Inspire Build Run Other Trifork Labs Elimination TotalRevenue- from external customers 5,736 139,749 38,816 635 184,936 - - 184,936 - from other segments - - - 1,466 1,466 - -1,466 - Total segment revenue 5,736 139,749 38,816 2,101 186,402 - -1,466 184,936 Earnings before financial items, tax, de--37 29,273 6,488 -3,800 31,924 -1,481 - 30,443 preciation and amortizationDepreciation and amortization -295 -6,376 -4,056 -1,302 -12,029 - - -12,029 Impairment - - -73 - -73 - - -73 Earnings before financial items -332 22,897 2,359 -5,102 19,822 -1,481 - 18,341 and taxFinancial result n/a n/a n/a n/a -1,933 5,838 - 3,905 Earnings before tax (EBT) n/a n/a n/a n/a 17,889 4,357 - 22,246 Average number of employees 18 685 172 92 967 3 - 970
GEOGRAPHICAL INFORMATION
Revenue from external Non-current (in EURk)customers1assets22023Denmark 141,548 110,210Switzerland 18,116 14,843 UK 15,471 7,764 USA 9,200 891 Netherlands 6,666 8,553 Others 16,899 1,876 Total 207,900 144,1372022Denmark 129,087 88,648 UK 11,807 8,775 Switzerland 9,834 7,812 Netherlands 7,599 6,884 USA 6,775 1,033 Others 19,834 1,606 Total 184,936 114,758
1 The geographical information is based on the
locations of the customers.
2 Intangible assets, right-of-use assets,
property, plant and equipment and investments in
associated companies.
Annual Report 2023
90
Section 2 - Results of the year
NOTE 2.2
Revenue from contracts with customers
A. Revenue streams
(in EURk) 2023 2022Inspire 6,265 5,736 Build 149,559 139,749 Run:- Licenses and support 10,043 2,895 rd- 3 party licenses 6,252 9,150 - Hardware 3,462 1,416 - Hosting and security 31,508 25,355 Other 811 635 Total revenue from contracts with customers 207,900 184,936
In order to present the revenue streams in
more detail, 3rd party licenses are present-
ed separately and licenses and support for
2022 has been adjusted accordingly.
B. Revenue by business area
(in EURk) 2023 2022Inspire 6,265 5,736 Digital health 24,971 19,356 Smart enterprise 96,050 84,296 Smart building 7,353 6,297 Cloud operations 34,115 29,899 Cyber protection 12,899 15,623 Fintech 25,436 23,094 Other 811 635 Total revenue from contracts with customers 207,900 184,936
C. Timing of revenue recognition
(in EURk) 2023 2022Goods and services transferred at a point in time 8,594 8,582 Services transferred over time 199,306 176,354 Total revenue from contracts with customers 207,900 184,936
D. Contract liabilities
All contract liabilities at the beginning of
the period are recognized as revenue in the
reporting period, as:
for Inspire: Prepayments for GOTO and
YOW! conferences are made only for the
next upcoming conference, and;
for Build: Trifork Group delivers its services
to customers following the agile-approach
(short-term and numerous independent
cycles), and;
for Licenses and support/Hosting and
security: Although having long-term con-
tracts with customers, (pre-)payments are
only requested for short-term periods.
§
Accounting policies
Revenue from contracts with customers is
recognized when the performance obliga-
tion in the contract has been satisfied either
at a point in time or over time as control of
the goods or services is transferred to the
customer, at an amount that reflects the
consideration to which the Group expects
to be entitled in exchange for those goods
or services. The Group distinguishes three
classes of revenues:
1. Inspire revenue represents revenues for
organizing conferences and delivering
trainings. Revenues from events held
are recognized over the period of the
events. Amounts received in advance
of the event are presented as contract
liabilities.
2. Build revenue. The Group recognizes rev-
enue from customer specific fixed price
software development and consultancy
services over time, as determined by
the percentage of costs incurred to date
compared to the total estimated costs
of a contract. For time and materials
contracts, the Group recognizes revenue
as services are rendered.
3. Run revenue represents revenue earned
from providing customers with the fol-
lowing goods or services:
a. Licenses and support. The Group
recognizes revenue from right-to-use
software licenses at the point in time
when the customer obtains control over
the software. Revenue from support and
right-to-access licenses is recognized
over the period during which such items
are delivered comprising software up-
dates, upgrades, enhancements as well
as technical support.
b. Hardware. Revenue from the sale of
hardware is recognized when control
of the goods passes to the customer,
usually on delivery of the goods.
c. Hosting and security. The Group pro-
vides hosted managed services to its
customers offering server hosting, server
maintenance and security among
others. The Group hosts these services
and recognizes revenue on a straight-
line basis over the contractual service
period which typically ranges from 12 to
36 months.
Annual Report 2023
91
Section 2 - Results of the year
NOTE 2.3
Other operating expenses
(in EURk) 2023 2022Sales and marketing expenses -4,460 -4,323 Service cost for leased property -3,637 -3,009 - of which lease cost of short term and low value contracts -77 -49 Administration expenses -15,007 -13,532 Others -178 -26 Total other operating expenses -23,282 -20,890
NOTE 2.4
Depreciation, amortization and impairment
(in EURk) Note 2023 2022Depreciation of property, plant and equipment 4.7 -2,632 -2,399Depreciation of right-of-use assets 4.6 -7,016 -5,697 Amortization of intangible assets 4.5 -3,822 -3,933 Impairment of intangible assets 4.5 - -73 Total depreciation, amortization and impairment -13,470 -12,102
NOTE 2.5
Other financial result
A. Other financial income
(in EURk) 2023 2022Interest income 287 112 Reversal of impairment losses on other financial assets - 2 Fair value adjustments on contingent 67 501 consideration liabilitiesTotal other financial income 354 615
The impact of the fair value adjustments
on contingent consideration liabilities EURk
67 (2022: EURk 501) comes from earn-out
agreements from business combinations
with performance not living up to the expec-
tations (see Note 4.2).
B. Other financial expenses
(in EURk) 2023 2022Interest expenses -3,588 -1,393 - of which lease interest -1,632 -631 - of which net interest for defined benefit plans -15 -3 Fair value adjustments on contingent consideration liabilities -89 - Impairment losses on other financial assets -49 -504 Total other financial expenses -3,726 -1,897
In 2023, the pay-out expectations for the
remaining earn-outs for Strongminds
ApS were adjusted due to higher results
estimation.
In 2022, the impairment loss on other finan-
cial assets mainly resulted from a loan to
ComplyTeq AG, that is not recoverable as the
company ceased its activities (see Note 5.1).
C. Result of foreign exchange
(in EURk) 2023 2022Foreign exchange gains 2,828 3,531 Foreign exchange losses -4,287 -4,506 Total result on foreign exchange -1,459 -975
Annual Report 2023
92
Section 2 - Results of the year
NOTE 2.6
Income taxes
A. Income tax recognized in profit or loss and other comprehensive income
(in EURk) 2023 2022Tax expense recorded in the income statementCurrent income tax expense -4,796 -4,532Deferred tax (expense)/income 388 386Total tax expense recorded in the income statement -4,408 -4,146 Tax effect recorded in other comprehensive incomeDeferred income tax from remeasurement of defined benefit plans 106 -68Total tax effect recorded in other comprehensive income 106 -68
TAX EXPENSE ANALYSIS
The Group operates in various countries
with differing tax laws and tax rates. As a
result, the expected and actual income tax
expense each year depends on the spe-
cific countries to which profits or losses are
attributed. The change in the expected tax
rate mainly relates to the change in the mix
of pre-tax results achieved by the individual
companies.
(in EURk) 2023 2022Earnings before tax 21,796 22,246 Weighted applicable tax rate 22.7% 22.2%Expected income tax expense -4,947 -4,929 Effect of changes in tax rates 7 -2 Non-taxable income- from investments 1,241 1,178 - others 126 131 Non-deductible expenses -501 -501 Unrecognized tax losses from current period -397 -290 Recognized tax losses from earlier periods 338 330 Others -275 -63 Actual income tax expense -4,408 -4,146 Effective tax rate 20.2% 18.6%
The following analysis explains the main
differences between the expected and
actual income tax expense (calculated
using the weighted average tax rates based
on the earnings before tax of each Group
company).
Annual Report 2023
93
Section 2 - Results of the year
NOTE 2.6
Income taxes (continued)
B. Deferred tax assets and liabilities
DEFERRED TAX ASSETS/(LIABILITIES), NET
(in EURk) 2023 20221 January -4,784 -5,071Net deferred tax recognized in profit or loss 388 386Net deferred tax recognized in other comprehensive income 106 -68Additions from business combinations -634 -Exchange differences 64 -3131 December -4,860 -4,784
RECOGNIZED IN THE STATEMENT OF FINANCIAL POSITION AS:
(in EURk) 2023 2022Deferred tax asset 411 194 Deferred tax liability -5,271 -4,978 Total -4,860 -4,784
!
Significant accounting
estimates, assumptions and judgments
Some Group companies have tax losses
that can be carried forward. These lapse
after seven years in Switzerland and in most
other countries there is no limitation period.
Deferred tax assets are recognized on tax
loss carry forwards if it is probable that they
can be offset against future taxable profits. If
there is uncertainty as to the future develop-
ment of earnings at a given Group company,
no deferred tax assets are recognized.
UNRECOGNIZED TAX LOSSES CARRIED FORWARD
(in EURk) 2023 2022Expiry in:- 1 year - - - 2 to 5 years 1,114 1,635 - more than 5 years 2,344 2,591 - do not expire 5,704 4,261 Total unrecognized tax losses carried forward 9,162 8,487
Annual Report 2023
94
Section 2 - Results of the year
NOTE 2.6
Income taxes (continued)
DEFERRED TAX ASSETS/(LIABILITIES) RELATE TO THE FOLLOWING ITEMS:
2023 2022Deferred tax Deferred tax Deferred tax Deferred tax (in EURk)assets liabilitiesassets liabilitiesIntangible assets and property, plant and equipment 71 -5,572 100 -4,927 Right-of-use assets - -9,575 - -6,825Trade receivables 60 - 20 - Other current assets - -109 - - Current lease liabilities 1,452 - 886 -Other current liabilities - -278 43 -281 Non-current lease liabilities 8,863 - 6,220 -Defined benefit liabilities 232 - 60 - Other non-current liabilities - - - -80 Tax losses carried forward 26 - - - Total deferred tax assets/(liabilities) 10,704 -15,534 7,329 -12,113 Offsetting -10,293 10,293 -7,135 7,135 Total deferred tax assets/(liabilities), net 411 -5,241 194 -4,978
Deferred tax assets of EURk 26 (2022: EURk
0) were recognized in respect of available
tax losses carried forward of EURk 136 (2022:
EURk 0). Tax losses carried forward are only
recognized to the extent that it is probable
that future taxable profits will be available
against which they can be utilized.
For expected dividends from Group compa-
nies, deferred tax liabilities of EURk 47 (2022:
EURk 80) were recognized, as non-refunda-
ble withholding tax will apply.
§
Accounting policy
Current income tax assets and liabilities
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 amounts are those that are
enacted or substantively enacted at the re-
porting date in the countries where the Group
operates and generates taxable income.
Current income tax relating to items recog-
nized directly in equity or in OCI is recognized
in equity or in OCI and not in profit or loss.
Deferred tax is provided using the liability
method on temporary differences between
the tax bases of assets and liabilities and
their carrying amounts for financial reporting
purposes at the reporting date.
Deferred tax assets are recognized for de-
ductible temporary differences, the carry for-
ward of unused tax credits and any unused
tax losses to the extent that it is probable that
taxable profit will be available against which
the deductible temporary differences, and
the carry forward of unused tax credits and
unused tax losses can be utilized.
However, no deferred tax is recognized
on temporary differences relating to
non-tax-deductible goodwill and other items
where temporary differences - excluding
business combinations – have occurred at
the time of initial recognition without affect-
ing profit or taxable income.
Deferred income tax liabilities are provided
for taxable temporary differences arising
from investments in subsidiaries and associ-
ates, except for deferred tax liabilities where
the timing of the reversal of the temporary
difference is controlled by the Group and it is
probable that the temporary difference will
not reverse in the foreseeable future.
Annual Report 2023
95
Section 2 - Results of the year
NOTE 2.7
Earnings per share
2023 2022Net income attributable to the shareholders of Trifork 14,639 15,211 Holding AG (in EURk)Weighted average number of shares issued 19,744,899 19,744,899 Weighted average number of treasury shares -160,532 -55,781 Number of shares used for calculating basic earnings per share 19,584,367 19,689,118 Average number of shares from outstanding RSU 100,902 42,384 Number of shares used for calculating diluted earnings per share 19,685,269 19,731,502 Earnings per share of Trifork Holding AG, basic (in EUR) 0.75 0.77 Earnings per share of Trifork Holding AG, diluted (in EUR) 0.74 0.77
3
Annual Report 2023
96
Section 3 - Remuneration
NOTE 3.1
Personnel costs
1
(in EURk) Note 2023 2022Wages and salaries -106,998 -91,521 Share-based payments 3.2 -1,354 -612 Social security costs -3,730 -2,872 Pension expense related to defined contribu--4,709 -4,328 tion plansPension expense related to defined benefit 3.3-193 -195 plansGovernment grants on personnel costs 8.3 328 326 Salary refunds received 1,182 678 Personnel costs capitalized as development 4,398 762 projects and work in progressTotal personnel costs -111,076 -97,762 Average number of employees 1,104 970
1 Development projects EURk 3,766 (2022: EURk 603) / work in progress EURk 632 (2022: EURk 159)
§
Accounting policy
Personnel costs comprises wages, sal-
aries (including bonus arrangements),
related social security expenses and
pension benefits. Costs for short-term
employee benefits are recognized as the
related service is received.
SECTION 3
Remuneration
The employees of Trifork Group form
the backbone of all revenue generat-
ing activities.
In this section, details regarding the
employee remuneration are outlined.
Annual Report 2023
97
Section 3 - Remuneration
NOTE 3.2
Share-based payments
Trifork Group maintains a share-based pay-
ment scheme for selected employees (incl.
Executive Management) in order to focus
part of the remuneration on the long-term
development of the Group. With this scheme
the employees are remunerated with
restricted share units (RSU) that will even-
ly convert into shares of Trifork Holding AG
after one, two and three years if the selected
employees are employed with the Group at
these vesting dates. One RSU will convert into
one share.
The number of RSU allocated per employee
is calculated by dividing the eligible RSU
amount by the average price of the last
three trading days of the share of the year.
There are two ways of participating in the
program:
Bonus: The RSU are granted on the first
day of the month following the publication
of the annual results (after finalization
of bonus calculation based on achieve-
ment of individual targets) for Executive
Managment and on 1 April of the follow-
ing year for all others. The grant date fair
value for the RSU is the market price of the
share at grant minus expected dividends
in the vesting period.
Salary increase: Employees may receive
their salary increase in RSU. The RSU are
granted 1 January and the grant date fair
value is the market price of the share at
this date minus expected dividends in the
vesting period.
Average Fair value Grant Number of fair value of grant dateRSUper RSU(in EURk)Other employees - RSU 2022 01/01 18,784 18.72 352 Other employees - RSU 2022 01/04 15,373 20.70 318 Executive Management - RSU 2022 01/03 51,146 22.11 1,131 Granted in 2023 85,303 21.11 1,801 Other employees - RSU 2021 01/01 1,436 39.24 56Executive Management - RSU 2021 01/04 27,050 28.30 765Granted in 2022 28,486 28.82 821
For this scheme, EURk 1,354 were recorded in
personnel expenses for share-based pay-
ments in 2023 (2022: EURk 612).
The remaining weighted average contrac-
tual life of the outstanding RSU is 1.08 years
(2022: 1.03 years).
§
Accounting policy
Selected employees receive equity-settled
share-based payments. A share-based pay-
ment is measured at fair value as of the date
on which it is granted. The amount is record-
ed in personnel expenses on a straight-line
basis over the vesting period based on the
number of equity instruments that manage-
ment estimates will vest.
Number of RSU 2023 20221 January 48,508 30,032Granted 85,303 28,486Converted into shares -19,506 -10,01031 December 114,305 48,508
Annual Report 2023
98
Section 3 - Remuneration
NOTE 3.3
Pension and similar obligations
(in EURk) 2023 2022Defined benefit liabilities 1,449 438 Non-current liability for holiday funds payable 1,743 1,686 Other non-current liabilities 53 29 Other non-current liabilities 3,245 2,153
A. Pension
The Group's pension plan in Switzerland
qualifies as defined benefit plan. All other
plans are defined contribution plans.
Swiss pension funds are subject to regula-
tory supervision and are governed by the
BVG [Swiss Federal Act on Occupational
Retirement, Survivors and Disability Pension
Plans]. This requires pension plans to be man-
aged by a separate and legally independent
entity. The governing body of the pension plan
is responsible for general management, draft-
ing the pension fund regulations, defining the
investment strategy and determining how the
benefits will be funded. It comprises employee
and employer representatives.
The plan beneficiaries are insured against
the economic consequences of old age,
disability and death. Benefits paid to the
beneficiaries are governed by the pension
fund regulations but minimum benefits
are also prescribed by the law (BVG). The
benefits paid are based on the retirement
savings capital of the insured person, which
is accrued through annual contributions
and interest. Annual contributions are made
by the employer and the employee and
depend on the insured salary and the age of
the plan participant. Upon retirement, plan
participants can choose between receiving
a life time annuity or a lump sum payment of
savings capital.
The pension arrangements for employees in
Switzerland are covered by a multi-employer
plans administered by Swiss Life, AXA and
ASGA.
The pension plans contain a cash bal-
ance benefit which is essentially contribu-
tion-based with certain minimum guaran-
tees. Due to these minimum guarantees, this
plans are treated as a defined benefit plan,
although it has many of the characteristics
of a defined contribution plan.
The major risks for the pension fund are the
investment risk, interest rate risk, disability
risk and risk of longevity. The pension funds
have partly re-insured these risks.
In 2023, the plan at AXA introduced uniform
conversion rates for 2025 and beyond, result-
ing in negative past service costs of EURk 30.
In 2022, the plan at Swiss Life lowered the
conversion rates for the 2024 and beyond,
resulting in negative past service costs of
EURk 38.
Annual Report 2023
99
Section 3 - Remuneration
NOTE 3.3
Pension and similar obligations (continued)
THE FOLLOWING WEIGHTED ACTUARIAL ASSUMPTIONS WERE APPLIED IN DETERMINING THE
DEFINED BENEFIT OBLIGATION (DBO):
(in EURk) 2023 2022Discount rate 1.5% 2.3%Estimated future salary increases 1.5% 1.5%Mortality assumptions BVG 2020 GT BVG 2020 GT
THE NET DEFINED BENEFIT LIABILITIES DEVELOPED AS FOLLOWS:
(in EURk) 2023 20221 January 438 1,015 Cost of defined benefit plans, in profit and loss 208 199 Remeasurement, in other comprehensive income 856 -578 Employer contributions -338 -236 Additions from business combination 211 - Exchange differences 74 38 31 December 1,449 438 Breakdown of the net defined benefit liabilityPresent value of the DBO 7,863 4,321 Fair value of plan assets -6,414 -3,883Net defined benefit liability/(asset) 1,449 438
PRESENT VALUE OF THE DBO
(in EURk) 2023 20221 January 4,321 4,283 Current service cost 223 233 Interest expense 159 15 Ordinary employee contributions 267 202 Additional contributions by plan participants 171 850 Benefits paid -898 -895 Past service cost -30 -38 Additions from business combination 2,537 - Actuarial (gains)/losses 686 -536 Exchange differences 427 207 31 December 7,863 4,321
FAIR VALUE OF PLAN ASSETS
(in EURk) 2023 20221 January 3,883 3,268 Interest income at discount rate 144 12 Ordinary employer contributions 338 235 Ordinary employee contributions 267 202 Additional contributions by plan participants 171 850 Benefits paid -898 -895 Additions from business combination 2,326 - Return on plan assets (excluding interest income at discount rate) -169 42 Exchange differences 352 169 31 December 6,414 3,883
Annual Report 2023
100
Section 3 - Remuneration
NOTE 3.3
Pension and similar obligations (continued)
COMPONENTS OF DEFINED BENEFIT COST IN PROFIT OR LOSS
(in EURk) 2023 2022Service cost in personnel costs -193 -195 Net interest in financial expenses -15 -3 Total -208 -198
REMEASUREMENT OF THE NET DEFINED BENEFIT LIABILITIES IN OTHER COMPREHENSIVE INCOME
(in EURk) 2023 2022Remeasurement of the net defined benefit liabilities- Actuarial gain/(loss) from changes in financial assumptions -569 912 - Actuarial gain/(loss) from experience adjustments -117 -376 Return on plan assets (excluding interest income at discount rate) -169 42 Total -855 578
The Macaulay duration is 13.8 years (2022: 14.8 years).
SENSITIVITY
(in EURk) 2023 2022Increase of discount rate by 0,5% -472 -285 Decrease of discount rate by 0,5% 537 322
BREAKDOWN OF THE FAIR VALUE OF PLAN ASSETS BY INVESTMENT CATEGORY
(in EURk) 2023 2022Receivables from an insurance company 6,414 3,883(collective foundation)
The Trifork Group expects employer contributions of EURk 346 for 2024.
§
Accounting policy
Expenses for defined contribution schemes
are recognized in profit or loss in the period
the Group receives the related employee
services and a corresponding liability is rec-
ognized in the statement of financial position
under other current liabilities.
The cost of defined benefit plans is deter-
mined using actuarial valuations and record-
ed as follows:
Service cost (current and past service
costs from plan amendments, gains
and losses from curtailments and
settlements): in profit and loss, within
personnel costs
Net interest on the net defined benefit
liabilities or assets: in profit and loss,
within financial result
Remeasurements of the net defined
benefit liability (asset) comprising
actuarial gains and losses, the return on
plan assets (less interest at the discount
rate, which is included in net interest) as
well as the effects of any asset ceiling: in
other comprehensive income
B. Holiday funds payable
In 2019, the Danish Holiday Act was modern-
ized with the introduction of the concept of
“concurrent holiday”, meaning that employ-
ees may take holidays in the same year as
when the holiday is accrued.
Holidays earned in the transitional period
were frozen and either maintained in the
Group statement of financial position or
paid into the Employees’ Holiday Funds. The
amount not paid out is subject to annual
indexation determined by government.
The respective liability of total EURk 1,743
(2022: EURk 1,686) is included in the state-
ment of financial position. In 2023, the Group
transferred EURk 12 to the Employees’ Holiday
Funds (2022: EURk 0).
4
Annual Report 2023
101
Section 4 - Capital investments
NOTE 4.1
Acquisition of businesses
2023
In 2023, the Group acquired control
(60% of the share capital) of Institut für
Bildungsevaluation Zürich AG, Zurich
(“IBE”) and Chapter 5 A/S, Copenhagen.
The purchase price allocation for
Chapter 5 A/S is not final as at 31
December 2023. The provisionally as-
sessed fair values of assets identified
and liabilities assumed as at acquisition
date are as follows:
SECTION 4
Capital
investments
This section focuses on the capital in-
vestments of Trifork Group that support
the organic and acquisitional growth.
Additionally, also liabilities related to
acquisitional activities are part of this
section in order to understand the
transactions as a whole.
2022
No businesses were acquired.
(in EURk) Note IBE Chapter 5 A/S TotalIntangible assets 4.5 1,682 1,358 3,040 Right-of-use assets 4.6 597 172 769 Property, plant and equipment 4.7 65 95 160 Other non-current assets 50 - 50 Trade receivables 933 630 1,563 Other current assets 2,075 894 2,969 Deferred tax liabilities, net -331 -303 -634 Other non-current liabilities -687 -163 -850 Current liabilities -2,671 -644 -3,315 Net assets acquired 1,713 2,039 3,752 Non-controlling interests 8.2 -685 - -685 Net assets acquired, attributable to shareholders of Trifork Holding AG 1,028 2,039 3,067 Goodwill 1,833 4,242 6,075 Purchase price 2,861 6,281 9,142 - of which contingent consideration 4.2 - -1,206 -1,206 - of which cash consideration 2,861 5,075 7,936 Acquired cash and cash equivalents -2,031 -893 -2,924 Net outflow of cash and cash equivalents 830 4,182 5,012 Non-controlling interests at the time of acquisition 40.0% -
Annual Report 2023
102
Section 4 - Capital investments
NOTE 4.1
Acquisition of businesses (continued)
IBE
The acquisition took place at the begin-
ning of January 2023. EURk 767 of customer
relationships have been recognized as
intangible assets and are amortized over an
estimated useful life of 10 years. Further, EURk
915 of order backlog have been recognized
as intangible assets and are amortized by
contract fulfilment (up to 5 years). Goodwill
of EURk 1,833 is justified by the expertise of
the IBE in its specific field of action of digital
solutions to schools (online learning and
testing platforms) and assumed synergies
and is not tax deductible.
The non-controlling interests are calculated
based on the share of identifiable net assets.
In 2023, IBE contributed revenue of EURk
5,955 and earnings before tax of EURk 1,546
to Trifork Group. If the acquisition had taken
place on 1 January 2023, the revenue and
earnings before tax of the Trifork Group
would not be materially different.
Transaction costs related to the acquisition
are immaterial.
Refer to Notes 4.1/8.2 A. regarding the call
and put option arrangements entered into
regarding the 40% non-controlling interests.
CHAPTER 5 A/S
The acquisition took place at the begin-
ning of October 2023. EURk 686 of custom-
er relationships have been recognized as
intangible assets and are amortized over an
estimated useful life of 10 years. Further, EURk
672 of order backlog have been recognized
as intangible assets and are amortized
by contract fulfilment (up to 3.25 years).
Goodwill of EURk 4,242 is justified by the
expertise of Chapter 5 A/S in its specific field
of action for customized applications for the
FinTech sector and assumed synergies and
is not tax deductible.
The contingent consideration payments are
subject to achieving operational results in
the financial years 2024 – 2026 (refer to Note
4.2).
In 2023, Chapter 5 A/S contributed revenue
of EURk 716 and earnings before tax of EURk
163 to Trifork Group. If the acquisition had
taken place on 1 January 2023, the revenue
of Trifork Group would have been EURk 2,260
higher and the earnings before tax would
have increased by EURk 682.
Transaction costs related to the acquisition
are immaterial.
§
Accounting policy
The acquisition method is applied to account
for business combinations. The cost of an
acquisition is the aggregate of the consid-
eration transferred, measured at acquisi-
tion date fair value and the amount of any
non-controlling interests in the acquired
business. For each business combination, the
non-controlling interests in the acquiree are
measured either at fair value or at the pro-
portionate share of the acquiree's identifiable
net assets.
In business combinations the identifiable as-
sets, liabilities and contingent liabilities of a
subsidiary are measured at acquisition-date
fair value. Goodwill is not amortized but
tested on an annual basis for impairment. A
bargain purchase, which arises when the fair
value of the identified net assets exceeds the
consideration transferred on the acquisi-
tion date, is recorded directly in the income
statement.
Annual Report 2023
103
Section 4 - Capital investments
NOTE 4.2
Contingent consideration liabilities
(in EURk) Level 31 January 2021 6,916Settlements -789 Fair value adjustments -501 Exchange differences 59 31 December 2022 5,685 Additions from business combinations 1,206 Settlements -747 Purchase of treasury shares on settlement of contractual earn-out -4,077 arrangementFair value adjustments 22 Exchange differences 33 31 December 2023 2,122
The Group classifies the fair value of its
financial instruments in the following hi-
erarchy, based on the inputs used in their
valuation:
Level 3 – Inputs to the valuation are unob-
servable and significant to overall fair value
measurement. The inputs to the determina-
tion of fair value require significant man-
agement judgment or estimation. Positions
that are included in this category include
investments in Trifork Labs and contingent
consideration liabilities.
An amount of EURk 0 (2022: EURk 4,084) re-
lates to the acquisition of Nine A/S:
As part of the transaction Trifork entered into
a put-option arrangement with the sellers of
Nine A/S for the 191,000 Trifork shares deliv-
ered at acquisition date. The sellers were en-
titled to put back 50% of the shares to Trifork
at a fixed price of EUR 21 per share and 50%
of the shares between EUR 0 and EUR 21 per
share, depending on the accumulated EBIT
of Nine A/S for the period 2021 - 2022. The
put option was exercised in 2023 for 185,272
Trifork shares and a total amount of EURk
3,962. The remaining liability was reclassified
to retained earnings. Refer to the line item
“Purchase of treasury shares on settlement
of contractual earn-out arrangement” in
the Statement of Changes in Shareholders’
Equity.
An amount of EURk 726 (2022: EURk 1,397)
relates to the acquisition of Vilea Group:
The contingent consideration arrangement
comprises a total pay-out of up to EURk
2,065 in 2022, 2023, 2024 in case the com-
pany meets defined EBIT-targets for 2021 to
2023.
If the target is missed by more than 43.8%,
there will be no pay-out. Based on the results
for 2021, 84% of the maximum amount was
paid out in February 2022 (EURk 573) and
based on the results for 2022, 93% of the
maximum amount was paid out in March
2023 (EURk 657). Considering the prelimi-
nary results, Trifork Group expects that for
the remaining period 94% of the maximum
amount becomes due.
An amount of EURk 189 (2022: EURk 204) re-
lates to the acquisition of Strongminds ApS:
The contingent consideration arrangement
comprises a target pay-out of total EURk 269
and a maximum pay-out of up to EURk 338 in
2023, 2024, 2025 in case the company meets
or exceeds defined EBIT-targets for 2022 to
2024.
If the targets are missed by more than 9.8%
(2022), 19.5% (2023) or 28.1% (2024), there
will be no pay-out. Based on the results for
2022, 62% of the maximum amount was paid
out in July 2023 (EURk 89) and based on the
preliminary results for 2023, Trifork Group
expects that 91% of the maximum amount
becomes due. Considering business plan-
ning, Trifork Group expects that for 2024 100%
of the maximum amount becomes due.
An amount of EURk 1,208 (2022: EURk 0) re-
lates to the acquisition of Chapter 5 A/S:
The contingent consideration arrangement
comprises a total pay-out of up to EURk
1,208 in 2025, 2026, 2027 in case the com-
pany meets defined operational targets for
2024 to 2026 (customer continuancy, reve-
nue and EBIT-targets).
If the targets are missed (2024) or below a
defined revenue growth and EBIT-margin
(2025/2026), there will be no pay-out.
Considering business planning, Trifork Group
expects that the maximum amounts be-
come due.
Fair value adjustments recognized in profit
or loss form part of other financial income or
expense, refer to Note 2.5.
!
Significant accounting
estimates, assumptions and judgments
In connection with determination of the pur-
chase price of acquired subsidiaries man-
agement has to determine the fair value of
any contingent consideration arrangement
at the acquisition date and at each reporting
date until settlement or expiry. The fair value
measurement is usually based on significant
unobservable inputs (level 3) and may signif-
icantly change over time.
§
Accounting policy
Refer to accounting policy in Note 7.2.
Annual Report 2023
104
Section 4 - Capital investments
NOTE 4.3
Redemption amount of put-options
(in EURk) 2023 20221 January 33,178 36,163Addition 3,835 - Exercise of put-options -17,644 -7,457 Adjustment recognized in equity 3,244 3,951Exchange differences 688 52131 December 23,301 33,178
The Group entered into a call/put-option
agreement for 43.6% non-controlling inter-
ests in Erlang Solutions Ltd. with a third-party
as of 27 April 2021. Based on this agreement,
acquisitions were made in 2022 (8.1%/11.9%)
bringing the put-option related percentage
down to 13.0% as of 31 December 2023 (refer
to Note 8.2).
As part of the acquisition of IBE, the Group
entered into a call/put-option agreement
for 40.0% non-controlling interests with a
third-party (refer to Notes 4.1/8.2 A.).
In 2023, Trifork Group exercised its call-option
of the contractual call/put-option to acquire
20.0% of the non-controlling interests in Nine
A/S. For the remaining 10.0% of non-con-
trolling interests, the parties entered into a
new call/put-option agreement.
Based on the result achieved by the compa-
nies having put-options on non-controlling
interest and its pricing mechanism, the
redemption amount was adjusted.
!
Significant accounting
estimates, assumptions and judgments
As the Group has a contractual obligation
to acquire additional shares in case defined
financial conditions are met and the put-op-
tions are exercised by the sellers, it must
estimate the respective financial liabilities.
Estimating future cash flows based on
contractually agreed option price formulas
requires management to make assumptions
about relevant input parameters such as
future results and may result in significant
changes to recognized liabilities in future
periods.
§
Accounting policy
In the case of acquisitions, it is common
practice for the Group to acquire call options
and to write put options for the remaining
interests that were not acquired. Shares of
the profits or losses continue to be allocated
to the non-controlling interests when the
Group has not acquired a present ownership
interest in these interests. The non-controlling
interests subject to put-options are derecog-
nized at each reporting date as if acquired.
Liabilities from written put-options are
measured at the present value of the
redemption amount. These financial liabilities
are remeasured at each reporting date and
the resulting differences are recorded in
retained earnings without any impact on the
income statement.
Annual Report 2023
105
Section 4 - Capital investments
NOTE 4.4
Investments in associated companies
(in EURk) 2023 20221 January 5 21 Share of result from associated companies 2,230 8 Dividends received -17 -24 31 December 2,218 5
The associated company Appdictive ApS
holds an investment in a startup company,
which has proved its sustainability in 2023
(continuous positive earnings). This allows
Trifork Group to use a DCF-model for the
valuation of the startup company held by
Appdictive ApS, in line with the investments
held in Trifork Labs (refer to Note 5.1). In
applying the equity method of accounting,
Trifork Group has recognized its share of
result of Appdictive ApS.
In 2023, the net income of Appdictive ApS
comprises of its valuation adjustment for
its investment and the assets represent the
value of the investment. In this connection,
no cash flows incurred. In 2022, the income
and net assets of Appdictive ApS were
immaterial.
The other associated company is consid-
ered immaterial.
§
Accounting policy
An associated company is an entity over
which the Group has significant influence.
Significant influence is the power to partic-
ipate in the financial and operating policy
decisions of the investee, but is not control or
joint control over those policies.
Associated companies in the Trifork segment
are recognized using the equity method.
Under the equity method, the investment in
an associate is initially recognized at cost.
The carrying amount of the investment is
adjusted to recognize changes in the Group's
share of net assets of the associate since the
acquisition date.
Annual Report 2023
106
Section 4 - Capital investments
Cus-Com-tomer pleted Ongoing relation-Others devel-devel-ships/(IP rights opment opment order and (in EURk) Goodwillprojectsprojectsbacklogbrand) TotalAcquisition cost 1 January 2022 48,727 13,561 509 34,812 191 97,800 Additions - - 603 - 671 1,274 Transfers - 829 -829 - - - Exchange differences 156 9 - 185 -14 336 31 December 2022 48,883 14,399 283 34,997 848 99,410 Additions - 828 3,571 - 5 4,404 Additions from business 6,075 - - 3,040 - 9,115 combinationsTransfers - 279 -279 - - - Exchange differences 361 82 73 251 37 804 31 December 2023 55,319 15,588 3,648 38,288 890 113,733
Cus-Com-tomer pleted Ongoing relation-Others devel-devel-ships/(IP rights opment opment order and (in EURk) Goodwillprojectsprojectsbacklogbrand) TotalAccumulated amortization and impairment1 January 2022 - -11,434 - -10,078 - -21,512 Amortization - -933 - -2,962 -38 -3,933 Impairment - -73 - - - -73 Exchange differences - 5 - -59 - -54 31 December 2022 - -12,435 - -13,099 -38 -25,572 Amortization - -955 - -2,829 -38 -3,822 Exchange differences - -44 - -64 - -108 31 December 2023 - -13,434 - -15,992 -76 -29,502 Net carrying amount as 48,883 1,964 283 21,898 810 73,838 of 31 December 2022Net carrying amount as 55,319 2,154 3,648 22,296 814 84,231 of 31 December 2023
Expenditure on research and development
recognized in the income statement (per-
sonnel costs) amounts to EURk 1,316 (2022:
EURk 1,106).
In 2022, Trifork Group acquired the confer-
ence brand YOW! for EURk 657. The brand has
been assessed as having an indefinite life as
there is no foreseeable limit of the time asset
is expected to generate net cash inflows.
ONGOING DEVELOPMENT PROJECTS
Additions to ongoing development projects
relate to internal development costs (cap-
italization of personnel costs). Refer also to
Note 3.1.
Ongoing development projects are allocat-
ed across multiple cash-generating units
(CGUs).
NOTE 4.5
Intangible assets
Annual Report 2023
107
Section 4 - Capital investments
NOTE 4.5
Intangible assets (continued)
GOODWILL
As of 31 December, goodwill is allocated the following CGUs:
in EURk 2023 2022Build sub-segmentTrifork A/S 224 224 Trifork Public A/S 576 577 Trifork B.V. 3,756 3,756 Erlang Solutions Group 1,318 1,263 Open Credo Ltd. 1,289 1,263 Duckwise ApS 5 5 Testhuset A/S 4,047 4,056 Trifork Smart Enterprise A/S 1,305 1,308 SAPBASIS ApS 586 587 Trifork Smart Device ApS 51 51 Nine A/S 25,918 25,976 Vilea Group 3,740 3,517 Strongminds ApS 539 540 Chapter 5 A/S 4,246 n/aTotal 47,600 43,123 Run sub-segmentNetic A/S 5,747 5,760 IBE 1,972 n/aTotal 7,719 5,760 Total Goodwill 55,319 48,883
IMPAIRMENT TEST
The recoverable amount of each CGU to
which goodwill has been allocated, has
been determined based on value in use
calculations using cash flow projections the
business plans approved by senior manage-
ment covering a 5-year period. Cash flows
beyond this five-year period (terminal value
period) are extrapolated using growth rates
of between 1.0% - 2.4% which do not exceed
the long-term growth rate for the respective
markets in which the CGU is active.
The pre-tax discount rates applied to the
cash flow projections represents the current
market assessment of the risks specific to
each CGU, taking into consideration the
time value of money and individual risk of
the underlying assets that have not been
incorporated in the cash flow estimates. The
discount rate is derived from the weighted
average cost of capital (WACC).
!
Significant accounting
estimates, assumptions and judgments
Management estimates relate to the de-
termination of discount rates, growth rates
and expected changes in sales prices and
production cost in the budgets and terminal
value periods. Management considers the
projected cash flows to be realistic and built
around historical experience and reasonable
expectations for future market developments.
Management considers that reasonably
possible changes in key assumptions will not
cause the recoverable amounts of CGU's to
become inferior to their carrying amount.
Annual Report 2023
108
Section 4 - Capital investments
NOTE 4.5
Intangible assets (continued)
2023 2022
Average Pre-tax Average Pre-tax CAGR Net EBITDA discount CAGR Net EBITDA discount salesmarginratesalesmarginrateBuild sub-segmentTrifork A/S 5.6% 13.0% 11.2% 4.3% 15.1% 12.2%Trifork Public A/S 10.5% 19.1% 11.2% 7.4% 20.5% 12.2%Trifork B.V. 12.0% 9.2% 11.3% 5.4% 10.3% 12.1%Erlang Solutions Group 11.9% 16.4% 12.5% 11.4% 16.5% 13.8%Open Credo Ltd. 11.2% 9.4% 12.5% 12.2% 9.2% 13.8%Duckwise ApS 10.6% 6.2% 11.2% 11.6% 9.9% 12.2%Testhuset A/S 5.3% 10.6% 11.2% 12.6% 10.5% 12.2%Trifork Smart Enterprise A/S 6.2% 9.0% 11.2% 8.8% 14.1% 12.2%SAPBASIS ApS 10.8% 29.0% 11.2% 8.9% 33.7% 12.2%Trifork Smart Device ApS 15.0% 13.9% 11.2% 2.9% 13.5% 12.2%Nine A/S 9.8% 20.3% 11.2% 9.2% 21.3% 12.2%Vilea Group 21.6% 18.3% 10.4% 9.4% 28.6% 11.0%Strongminds ApS 11.4% 38.2% 11.2% 9.7% 18.5% 12.2%Chapter 5 A/S 10.8% 35.0% 11.2% n/a n/a n/aRun sub-segmentNetic A/S 8.8% 15.4% 11.2% 5.3% 9.4% 12.2%IBE 6.7% 13.2% 10.4% n/a n/a n/a
§
Accounting policy
Intangible assets acquired separately are
measured on initial recognition at cost.
Following initial recognition, intangible assets
are carried at cost less any accumulated
amortization and accumulated impairment
losses. Development expenditure on individ-
ual projects is recognized as an intangible
asset only when the Group can demonstrate
the technical feasibility, its intention and
ability to complete the project, the availa-
bility of resources, its ability to measure the
costs reliably and how the asset will generate
future economic benefits.
The cost of development projects covers
expenses, including wages and depreciation,
which can be allocated directly to the devel-
opment projects, and which are considered
necessary to finish the project, from the time
the development project for the first time
meets the criteria for recognition as an asset.
All capitalized development projects are
tested for impairment annually.
The useful life of intangible assets is assessed
as either finite or indefinite. Intangible assets
with finite life are amortized on a straight-
line basis over the estimated useful life and
assessed for impairment whenever there is
an indication that the intangible asset may
be impaired.
Amortization:
Capitalized development cost 2-5 years
Acquired customer
relationships 5-20 years
Order backlog in accordance
with contract terms
Other (IP rights) 5 years
The amortization periods and the amortiza-
tion methods are reviewed at least at the end
of each reporting period.
Intangible assets with indefinite life are as-
sessed for impairment at least annually.
Goodwill is initially measured at cost, being
the excess of the aggregate of the consider-
ation transferred and the amount recognized
for the non-controlling interest over the net
identifiable assets acquired and liabilities
assumed.
Goodwill is not amortized but subject to an
impairment test annually and whenever
there are indications of possible impairment.
Any impairment of goodwill is not subse-
quently reversed.
At each reporting date, the Group assesses
whether there is any indication that an in-
tangible asset (other than Goodwill) may be
impaired. If any such indication exists, the re-
coverable amount of such asset is estimated.
Where it is not possible to determine the re-
coverable amount of an individual intangible
asset, the Group estimates the recoverable
amount of the smallest cash generating unit
to which the asset belongs.
Annual Report 2023
109
Section 4 - Capital investments
NOTE 4.5
Intangible assets (continued)
The recoverable amount is the higher of an
asset's or cash generating unit's fair value
less costs of disposal and its value in use. If
the recoverable amount is estimated to be
less than the carrying amount, the carry-
ing amount is reduced to the recoverable
amount. Impairment losses are recognized
immediately in profit or loss.
Where an impairment loss subsequently re-
verses, the carrying amount of the intangible
asset (other than Goodwill) or cash generat-
ing unit is increased to the revised estimate
of its recoverable amount.
However, this increased amount cannot
exceed the carrying amount that would have
been determined if no impairment loss had
been recognized for that asset or cash gen-
erating unit in prior periods.
NOTE 4.6
Right-of-use assets
Operation IT- (in EURk) Note OfficescentersHardware Cars Total2023Additions 18,789 - 2,506 904 22,199 Depreciation 2.4 -4,901 -332 -1,284 -499 -7,016 Net carrying amount as of 37,757 5,071 3,617 1,123 47,568 31 December2022Additions 13,092 4,059 1,113 730 18,994 Depreciation 2.4 -4,201 -177 -876 -443 -5,697 Net carrying amount as of 24,173 5,416 2,473 939 33,001 31 December
In 2023, Trifork Group installed its main Copen-
hagen office in Porten. With a lease term of 12
years, a right-of-use asset of EURk 13,438 was
added at the beginning of the lease.
For the expense relating to short-term leases
and variable lease payment not included in
the measurement of lease liabilities refer to
Note 2.3. For the incurred interest expense on
lease liabilities refer to Note 2.5. For the matu-
rity analysis of lease liabilities refer to Note 7.5.
Total cash outflow for leases amounted to
EURk 8,206 (2022: EURk 6,537), refer to Notes
2.3 (for short-term and low value leases), 2.5
(for the interest part) and 7.3 (for the finan-
cial liability part).
§
Accounting policy
The Group assesses whether a contract is or
contains a lease at its inception.
The Group recognizes a right-of-use asset
(ROU asset) and a lease liability at the lease
commencement date, except for leases with
a duration of less than 12 months and leases
of low value assets as well as variable lease
payments not depending on an index or rate
which are expensed in the income statement
when incurred.
The lease liability is initially measured at
the present value of the lease payments,
discounted using the interest rate implicit
in the lease and if not readily determinable
an incremental borrowing rate which is the
aggregation of the risk-free rate, increased by
an individual risk factor and adjusted for the
respective currency and lease duration.
The lease payments are apportioned between
the amortization part and the interest ex-
pense, that is included in financial expenses.
At inception, the ROU asset comprises the
initial lease liability, initial direct costs and
any obligation to refurbish the asset, less any
incentives granted by the lessor. The ROU is
depreciated over the shorter of the lease term
or the useful life of the underlying asset.
Annual Report 2023
110
Section 4 - Capital investments
NOTE 4.7
Property, plant and equipment
- - 953 - 953
1
- - 235 - 235
Other Assets Leasehold equipment, under Real improve-fixtures and construc-(in EURk)estatementsfittingstion TotalAcquisition cost 1 January 2022 1,114 5,689 13,326 1,322 21,451 Additions 776 319 2,064 1,565 4,724 Disposals - -704 -687 -2,886 -4,277 1 Transfers Exchange differences - -67 122 -1 54 31 December 2022 1,890 5,237 15,778 - 22,905 Additions - 2,598 2,418 - 5,016 Additions from business - 91 69 - 160 combinationsDisposals - -278 -3,514 - -3,792 1 Transfers Exchange differences -1 33 143 - 175 31 December 2023 1,889 7,681 15,129 - 24,699
Other Assets Leasehold equipment, under Real improve-fixtures and construc-(in EURk)estatementsfittingstion TotalAccumulated depreciation and impairments1 January 2022 -62 -2,783 -9,489 - -12,334 Depreciation -18 -439 -1,942 - -2,399 Disposals - - 638 - 6381Transfers - - -820 - -820 Exchange differences - 40 -116 - -76 31 December 2022 -80 -3,182 -11,729 - -14,991 Depreciation -26 -706 -1,900 - -2,632 Disposals - 245 3,137 - 3,382 Transfers - - -209 - -209 Exchange differences - -19 -110 - -129 31 December 2023 -106 -3,662 -10,811 - -14,579 Net carrying amount as of 31 1,810 2,055 4,049 - 7,914 December 2022Net carrying amount as of 31 1,783 4,019 4,318 - 10,120 December 2023
1 Trifork Group acquired cars and hardware out of lease contracts. Before, the Group accounted for these items as right-of-use assets.
In 2023, out of the category "other equip-
ment, fixtures and fittings" Trifork Group sold
its sailing yacht and the related equipment
to a related party (refer also to Note 8.1).
The sale resulted in a gain of EURk 680 which
is part of the "other operating income" of
EURk 1,661.
Annual Report 2023
111
Section 4 - Capital investments
NOTE 4.7
Property, plant and equipment (continued)
§
Accounting policy
Leasehold improvements, other equipment,
fixtures and fittings and real estate are stated
at cost less accumulated depreciation and
impairment. Cost comprises the purchase
price and any costs directly attributable to
the acquisition until the date the asset is
ready for use.
Straight-line depreciation is calculated
based on the following estimated useful lives:
Real estate (except land) 30 years
Leasehold improvements 7 years (or a
shorter lease term)
Other equipment, fixtures
and fittings 3-7 years
For real estate, the Group assumes a residual
value of 45% of cost.
The residual values, useful lives and methods
of depreciation are reviewed at least at the
end of each reporting period and adjusted
prospectively, if appropriate.
Gains and losses on the disposal of property,
plant and equipment are determined as the
difference between the net disposal pro-
ceeds and the carrying amount of the assets
and is recognized as other operating income/
expense.
NOTE 4.8
Other financial assets
1
(in EURk) Note 2023 2022Loans to investments in Trifork Labs 1,872 753 Deposits for lease contracts 2,128 1,377 Expected credit loss allowance -11 -5 Total financial assets 3,989 2,125- of which non-current 3,989 2,125 - of which current - -
1 This line item includes convertible loans to investments in Trifork Labs of EURk 1,200 (2022: EURk 538).
The maximum positive effect from the execution of the implied call-options (which allow to participate in a
capital round at a discounted or fixed price) is EURk 160 (2022: EURk 57).
§
Accounting policy
Refer to accounting policies in Note 7.2.
5
Annual Report 2023
112
Section 5 - Investment in Trifork Labs
NOTE 5.1
Investments in Trifork Labs
(in EURk) Level 1 Level 3 Total1 January 2022 109 47,150 47,259 Acquisitions - 10,415 10,415 Disposals - -3,279 -3,279 Fair value adjustments -48 6,202 6,154 - of which realized - 1,864 1,864 - of which unrealized -48 4,338 4,290 Dividends received - -287 -287 Exchange differences - 50 50 31 December 2022 61 60,251 60,312 Acquisitions - 5,773 5,773 Disposals - -855 -855 Fair value adjustments -24 4,719 4,695 - of which realized - -4,024 -4,024 - of which unrealized -24 8,743 8,719 Dividends received - -310 -310 Exchange differences - 58 58 31 December 2023 37 69,636 69,673
The Group classifies the fair value of its
financial instruments in the following
hierarchy, based on the inputs used in
their valuation:
Level 1 – Inputs to the valuation are quot-
ed prices available in active markets.
The type of investments listed under
Level 1, include securities listed in active
and liquid markets.
Level 3 – Inputs to the valuation are
unobservable and significant to overall
fair value measurement. The inputs to
the determination of fair value require
significant management judgment or
estimation.
In certain cases, the inputs used to
measure fair value may fall into differ-
ent levels of the fair value hierarchy. In
such cases an investment's level within
the fair value hierarchy is based on the
lowest level of input that is significant to
the fair value measurement.
The line item disposal includes the fair
value of the investments disposed at
the time of disposal, after revaluation to
fair value. Fair value adjustments for the
current year are recorded in line item
“fair value adjustments on investments
in Trifork Labs” in the income statement.
SECTION 5
Investment in
Trifork Labs
The investments in Trifork Labs are a
speciality of Trifork and form the venture
funded research and development of
the Group.
Relevant items, such as new acquisi-
tions, exits and valuation adjustments
are outlined in this section.
Annual Report 2023
113
Section 5 - Investment in Trifork Labs
NOTE 5.1
Investments in Trifork Labs (continued)
The realized fair value adjustments are
in relation to exits from investments and
dividend income. The unrealized fair value
adjustments are in relation to new funding
rounds with different valuation of invested
companies, updated business plans leading
to a new valuation or - for Level 1 instruments
- change in market prices.
The fair value of Level 3 investments is de-
rived from DCF-valuation models or recent
transactions (new capital investments by
third parties).
2023
In 2023, new investments were made in Blue
Space Ventures AG and Ossmo ApS and
existing investments in &Money ApS, Arkyn
Studios Ltd., ExSeed Health Ltd., Visikon ApS
and Upcycling Forum ApS were increased.
For this, EURk 5,730 were invested in cash and
EURk 43 by conversion of convertible loans.
From the partial sale of Programmable
Infrastructure Solutions AG (Container
Solutions Group) in 2022, an earn-out of
EURk 838 was received in 2023. Further,
a minor earn-out was received from the
sale of Atomist Inc (EURk 17). Together with
impairments (EURk 5,189) for investments
that announced their plans to cease their
operations (Kashet Group AG, Verica Inc.,
Edia B.V.) and the dividend income of three
investments in the total amount of EURk
310, this led to the total realized fair value
adjustment.
The unrealized net positive fair value adjust-
ments (Level 3) comprise of four investments
of EURk -799 which have not lived up to or
changed their business plans and adjust-
ments of EURk -44 due to foreign exchange
conversion of investments held in other
currencies. Due to two new financing rounds
and updated business plans, the fair value of
four investments could be positively adjust-
ed by EURk 9,562.
In the reporting period, Trifork Group came to
the conclusion that going forward, the func-
tional currency of one investment shall be
changed from NOK to USD as the main sales
in the operating business and the underlying
valuation considerations take place in USD.
In addition, the indirect investment held in
a startup company proved its sustainability
(continuous positive earnings), which allows
Trifork Group to use a DCF-model for the
valuation. As the investment is held via an
associated company, the impact of the val-
ue adjustment is recognized in the income
statement line item “share of results from
associated companies” (refer to Note 4.4).
2022
In 2022, new investments were made in
Promon A/S, Feats ApS, TSBThree ApS and
Fauna ApS and existing investments in Arkyn
Studios Ltd., Dryp A/S, Kashet Group AG,
Visikon ApS, &Money ApS and Edia B.V. were
increased. For this, EURk 9,628 were invested
in cash and EURk 787 by conversion of loans.
In the reporting period, the Container
Solutions Group started a reorganization. In
this process, Trifork Group exited its in-
vestment in Programmable Infrastructure
Solutions AG, the former Holding company
of the Group, at the carrying amount of EURk
1,553 (cash consideration) and will keep a
shareholding of approximately 6.2% in the
succeeding Holding company.
In 2022, Trifork Group has received final pay-
ments subsequent to the exit of Humio Ltd. in
2021 of EURk 1,635.
In addition, Atomist Inc. was dissolved and a
payment of EURk 91 was received.
Further, the investment in ComplyTeq AG was
fully impaired as it ceased its activities. In
connection with this, Trifork Group has also
impaired its loan to ComplyTeq AG.
There were no transfers between fair value
measurements levels in 2023 and 2022.
In addition, there are also convertible loans
outstanding with investments in Trifork Labs
(refer to Note 4.8).
!
Significant accounting estimates,
assumptions and judgments
The fair value of level 3 equity investments is
determined based on DCF-valuation models
and/or valuations derived from recent trans-
actions by external parties that have invested
new capital in these companies. A sensitivity
analysis has been performed on this in Note
7.5. Because of the inherent uncertainty of
valuation of private equity in general, the
estimate fair value may differ from the values
that would have been used had an active
market existed for the investments and the
difference regarding individual investments
could be material. Any gain or loss arising
from a change in fair value of investments is
included in separate line item in the income
statement.
§
Accounting policy
Equity investments held by Trifork Labs (the
Group's driver for R&D innovation) are classi-
fied as financial assets at fair value through
profit in accordance with IFRS 9 and the
amendment to IAS 28. Exemptions from Ap-
plying the Equity Method. These venture cap-
ital equity investments are accounted for at
fair value through profit or loss as the Group
elects at initial recognition of the investments
to apply IFRS 9 rather than the equity method
under IAS 28.
Changes in fair value are recognized and
presented separately in the income state-
ment as fair value adjustments on invest-
ments in Trifork Labs.
6
Annual Report 2023
114
Section 6 - Working capital items
NOTE 6.1
Trade receivables and contract assets
(in EURk) 2023 2022Trade receivables - third parties 38,384 33,957 Trade receivables - related parties 5,854 1,712 Expected credit loss allowance -379 -228 Total trade receivables 43,859 35,441
The increase of the total position in 2023
is due to organic and inorganic growth.
Trade receivables are non-interest bear-
ing and are generally on terms of 20 to
60 days.
An impairment analysis is performed
at each reporting date using a provi-
sion matrix to measure expected credit
losses. The provision matrix is a com-
bination of two approaches; review of
individual receivables and a portfolio
approach where the provision rates are
based on days past due for groupings of
various customer segments with similar
loss patterns (i.e. startup companies and
other than startup companies). The cal-
culation reflects the probability-weight-
ed outcome, the time value of money
and reasonable and supportable infor-
mation that is available at the reporting
date about past events, current condi-
tions and forecasts of future economic
conditions.
The provision matrix is initially based on
the Group's historical observed default
rates. The Group calibrates the matrix to
adjust the historical credit loss expe-
rience with forward-looking informa-
tion. For instance, if forecast economic
conditions are expected to deteriorate
over the next year, which can lead to an
increased number of defaults, the histor-
ical default rates are adjusted. At every
reporting date, the historical observed
default rates are updated and changes
in the forward-looking estimates are
analyzed.
SECTION 6
Working
capital
items
This section provides information relat-
ed to the Group's working capital items,
especially current receivables and
payables.
2023 2022Expected Expected Gross carry-credit loss Gross carry-credit loss ing amountallowance Totaling amountallowance TotalTrade receivablesNot due 30,795 -139 30,656 25,367 -53 25,314 Due < 30 days 11,251 -45 11,206 7,902 -30 7,872 Due 30 - 90 days 1,297 -50 1,247 996 -20 976 Due > 90 days 894 -144 750 1,404 -125 1,279 Total trade receivables 44,237 -378 43,859 35,669 -228 35,441 Contract assets 3,885 -9 3,876 1,440 -2 1,438 Total 48,122 -387 47,735 37,109 -230 36,879
Annual Report 2023
115
Section 6 - Working capital items
NOTE 6.1
Trade receivables and contract assets (continued)
EXPECTED CREDIT LOSS ALLOWANCE
(in EURk) 2023 20221 January -230 -669 Addition -1,213 -842 Utilization 297 452 Reversal 748 832 Exchange differences 11 -3 31 December -387 -230
One-off debtor loss of EURm 0.5 was rec-
ognized in the Build sub-segment in 2022.
Trifork Group was indirectly affected by
the war in Ukraine because a UK-customer
was unable to obtain further funding due
to EU sanctions and was forced to go into
administration.
§
Accounting policy
Refer to accounting policy in Note 7.2.
NOTE 6.2
Other current liabilities
(in EURk) 2023 2022Liabilities to government authorities (VAT, social security, etc.) 7,280 3,527 Other liabilities 3,372 3,177 Accrued personnel expenses 7,100 5,804 Total 17,752 12,508
Due to increased energy prices, Danish tax
authorities extended their payment terms for
their August 2023 receivables (salary tax, etc.
- approx. EURm 2.1). Outstanding amounts
are expected to be paid in February 2024.
7
Annual Report 2023
116
Section 7 - Capital structure and financing
NOTE 7.1
Shareholders' equity
A. Number of shares (CHF 0.1 nominal value, issued and fully paid-in)
2023 2022Issued shares as per 31 December 19,744,899 19,744,899 Treasury shares -302,544 -65,009 Outstanding shares as per 31 December 19,442,355 19,679,890
B. Capital band
The General Meeting of 12 April 2023
authorized the Board of Directors to
increase the share capital registered
in the commercial register within a
certain range, namely up to a maximum
of 107% (upper limit), or to reduce it to
a maximum of 95% (lower limit). The
authorization is limited to five years. The
Board of Directors is entitled to exclude
shareholders' subscription rights under
the capital band in the course of capital
increases.
With the authorization to the Board of
Director with respect to the capital band
the authorized capital was cancelled.
C. Conditional capital
The extraordinary General Meeting of 19
December 2019 authorized the condi-
tional capital of CHFk 50 (EURk 54) by
issuing a maximum of 500,000 regis-
tered shares with a nominal value of
CHF 0.10 (EUR 0.11) each, to be fully paid
up, excluding shareholders' subscription
rights.
D. Dividend
The General Meeting of 12 April 2023
approved a dividend of EUR 0.14 per reg-
istered share (2022: EUR 0.38) to be paid
from retained earnings. The dividend of
EURk 2,723 was paid out on 17 April 2023
(2022: EURk 7,624).
The Board of Directors will submit a pro-
posal to the Annual General Meeting of
Trifork Holding AG on 19 April 2024 to pay
a dividend for the reporting period of EUR
0.10 per registered share.
SECTION 7
Capital
structure and
financing
This section includes notes related to
capital structure and financing, includ-
ing financial risks.
As a consequence of its operations, in-
vestments and financing, Trifork Group
is exposed to a number of financial
risks that are monitored, managed and
addressed.
Annual Report 2023
117
Section 7 - Capital structure and financing
NOTE 7.1
Shareholders' equity (continued)
E. Treasury shares
Total amount Number of shares(in EURk)1 January 2022 45,019 994 Acquisition 30,000 843 RSU conversion -10,010 -202 31 December 2022 65,009 1,635 Purchase of treasury shares on settlement of contractual 185,272 3,962 earn-out arrangementOther acquisitions 87,739 1,326Disposal (acquisition of non-controlling interests) -15,970 -411 RSU conversion -19,506 -394 31 December 2023 302,544 6,118
Trifork Group initiated a share buy-back pro-
gram of up to EURm 2.0 for the period from
2 November 2023 up to and including no
later than 31 March 2024 (refer to Company
Announcement #17/2023). By 31 December
2023, 70,047 shares for EURk 995 were ac-
quired under the program (included in "other
acquisitions).
In 2023, the impact of the transactions with
treasury shares (excl. treasury shares utilized
for conversion of RSU) in retained earnings is
EURk -4 (2022: EURk -13).
NOTE 7.2
Financial instruments
A. Financial assets
(in EURk) 2023 2022Other financial assets 3,989 2,125 Trade receivables 43,859 35,441 Other current receivables 1,335 663 Cash and cash equivalents 32,794 30,652 1Total - at amortized cost 81,977 68,881 Investments in Trifork Labs - at fair value through profit or loss (Level 1 69,673 60,312 and 3, see Note 5.1)Total financial assets 151,650 129,193
B. Financial liabilities
(in EURk) 2023 2022Redemption amount of put-options 23,301 33,178 Borrowings from financial institutions 61,084 26,982 Lease liabilities 49,380 34,252 Trade payables 8,441 5,544 Other 615 770 2Total - at amortized cost 142,821 100,726 Contingent consideration liabilities - at fair value 2,122 5,685 through profit and loss (Level 3)Total financial liabilities 144,943 106,411
1 The fair value of short-term financial assets at amortized costs approximate their carrying amounts.
2 The fair value of financial liabilities at amortized costs approximate their carrying amounts due to being either
of short-term nature or by virtue of floating interest rates that are regularly reset.
The carrying amount of redemption amount of put-options is also considered to be an approximation of fair
value as the strike prices are variable amounts based on the performance of the underlying company.
Annual Report 2023
118
Section 7 - Capital structure and financing
NOTE 7.2
Financial instruments (continued)
C. Financial instruments through
profit and loss
For details of investments in Trifork Labs refer
to Note 5.1.
For details of contingent consideration liabil-
ities refer to Note 4.2.
§
Accounting policy
Financial assets
Initial recognition and measurement
The Group classifies its financial assets, at
initial recognition, in the following categories:
subsequently measured at amortized
cost and,
fair value through profit or loss.
The classification depends on the financial
asset's contractual cash flow character-
istics and the Group's business model for
managing them. With the exception of trade
receivables that do not contain a significant
financing component or for which the Group
has applied the practical expedient, the
Group initially measures a financial asset at
its fair value plus, in the case of a financial
asset not at fair value through profit or loss,
transaction costs. Trade receivables that do
not contain a significant financing compo-
nent or for which the Group has applied the
practical expedient are initially measured at
the transaction price determined under IFRS 15.
Regular way purchases or sales of financial
assets are recognized on the date the Group
makes a commitment to buy or sell the asset.
Financial assets are derecognized when the
rights to the cash flows have expired or if
the right to receive the cash flows has been
transferred and the Group has substantially
transferred all risks and rewards incidental to
ownership.
Financial assets are classified as current if
payment is due within one year or less. If not,
they are presented as non-current financial
assets.
Subsequent measurement
For purposes of subsequent measurement,
Trifork Group has financial assets at amor-
tized cost (debt instruments) as well as finan-
cial assets at fair value through profit or loss
(Trifork Labs investments in equity securities).
Trifork measures financial assets at amor-
tized cost if both of the following conditions
are met:
The financial asset is held within a
business model with the objective to
hold financial assets in order to collect
contractual cash flows, and
The contractual terms of the financial
asset give rise on specified dates to
cash flows that are solely payments of
principal and interest on the principal
amount outstanding
Financial assets at amortized cost are subse-
quently measured using the effective interest
(EIR) method and are subject to impairment.
Gains and losses are recognized in profit or
loss when the asset is derecognized, modi-
fied or impaired.
Trifork Labs focuses on investing in new
technology startup activities and invests in
selected technology companies that are at
the forefront of technological development
with new and innovative software products.
These venture capital equity investments are
accounted for at fair value through profit or
loss as the Group elects at initial recognition
of the investments to apply IFRS 9 rather than
the equity method under IAS 28.
Changes in fair value are recognized and
presented separately in the income state-
ment as fair value adjustments on invest-
ments in Trifork Labs.
Impairment of financial assets
The Group recognizes an allowance for
expected credit losses (ECLs) for all debt
instruments not held at fair value through
profit or loss. ECLs are based on the differ-
ence between the contractual cash flows due
in accordance with the contract and all the
cash flows that the Group expects to receive,
discounted at an approximation of the origi-
nal effective interest rate. The expected cash
flows will include cash flows from the sale of
collateral held or other credit enhancements
that are integral to the contractual terms.
For trade receivables and contract assets,
the Group applies the simplified approach in
calculating ECLs. Therefore, the Group does
not track changes in credit risk, but instead
recognizes a loss allowance based on life-
time ECLs at each reporting date. The Group
has established a provision matrix that is
based on its historical credit loss experience
the business knowledge, adjusted for for-
Annual Report 2023
119
Section 7 - Capital structure and financing
ward-looking factors specific to the debtors
and the economic environment.
For other financial assets, such as loans to
investments in Trifork Labs, the Group has
established a provision matrix based on for-
ward-looking factors specific to the debtors
nature and the economic environment.
Cash and cash equivalents
The position includes cash on hand, accounts
at financial institutions and short-term bank
deposits with original maturities of three
months or less.
Financial liabilities
Initial recognition and measurement
The Group classifies financial liabilities, at
initial recognition, as:
financial liabilities at fair value through
profit or loss
financial liabilities subsequently meas-
ured at amortized costs
All financial liabilities are recognized initially
at fair value and, in the case of instruments
not subsequently measured at fair value
through profit or loss, net of directly attributa-
ble transaction costs.
Subsequent measurement
Contingent consideration liabilities are
subsequently measured at fair value through
profit or loss.
All other financial liabilities are subsequently
measured at amortized cost using the effec-
tive interest method.
Trade payables and financial liabilities are
classified as current liabilities if payment is
due within one year or less. If not, they are
presented as non-current liabilities.
NOTE 7.3
Financial liabilities
(in EURk) 2023 2022Borrowings from financial institutions 61,084 26,982 Lease liabilities 49,380 34,252 Other 615 770 Financial liabilities related to financing activities 111,079 62,004 Contingent consideration liabilities 2,122 5,685 Redemption amount of put-options 23,301 33,178 Financial liabilities related to business combination and acquisition 25,423 38,863 of non-controlling interestsTotal financial liabilities, as presented in the statement of financial 136,502 100,867 position- of which non-current 83,099 37,718 - of which current 53,403 63,149
For details on contingent consideration lia-
bilities, refer to Note 4.2.
For details on the redemption amount of
put-options, refer to Note 4.3.
Annual Report 2023
120
Section 7 - Capital structure and financing
NOTE 7.3
Financial liabilities (continued)
CHANGES IN LIABILITIES ARISING FROM FINANCING ACTIVITIES
Current borrow-Non-current ings from finan-borrowings from cial institutions Current lease financial institu-Non-current (in EURk)and otherliabilitiestions and otherlease liabilities Total1 January 2022 18,783 5,035 9,690 19,571 53,079 Cash flows (net) -4,044 -5,856 3,673 - -6,227 New leases - 2,040 - 16,950 18,990 Cancellation of lease contracts - -563 - -2,635 -3,198 Reclassifications 4,657 5,263 -4,657 -5,263 - Exchange differences -60 -46 -290 -244 -640 31 December 2022 19,336 5,873 8,416 28,379 62,004 Cash flows (net) 11,789 -6,496 21,624 - 26,917 New leases - 1,696 - 20,459 22,155 New leases from business combinations - 149 - 636 785 Cancellation of lease contracts - -403 - -1,003 -1,406 Reclassifications 1,787 6,162 -1,787 -6,162 - Exchange differences 93 -72 441 162 624 31 December 2023 33,005 6,909 28,694 42,471 111,079
§
Accounting policy
Refer to accounting policy in Note 7.2.
NOTE 7.4
Guarantees and pledged assets
To secure interest-bearing liabilities of EURk
24,827 (2022: EURk 8,021) the Group has
pledged the shares held in Nine A/S and
Netic A/S (2022: Nine A/S) until full repayment
of the liabilities.
To secure interest-bearing liabilities of EURk
9,229 (2022: EURk 13,426) the Group has en-
tered into negative pledge agreements for
the assets in Trifork Holding AG, Trifork Smart
Enterprise A/S and SAPBASIS ApS until full
repayment of the liabilities.
Furthermore, the usual general terms and
conditions of the financial institutions may
include options for offsetting credits against
open obligations.
Annual Report 2023
121
Section 7 - Capital structure and financing
NOTE 7.5
Financial risk management
The Trifork Group is, as a result of its opera-
tions, its investing and financing activities,
exposed to a variety of financial risks, includ-
ing market risk (currency, interest and equity
price risk), credit risks and liquidity risks.
The Group manages its financial risks cen-
trally. The overall framework for the financial
risk management is defined in the Group’s
financial policy and approved by the Board
of Directors.
The Group’s financial management is
solely to manage and reduce the financial
risks that are a direct result of the Group’s
operations and its investing and financing
activities. The Group continuously calculates
current financial positions related to both
financial and non-financial assets. Monthly,
Management reviews the Group’s risk expo-
sure in areas such as customers, backlogs,
currencies, etc. in relation to budgets and
forecasts.
Market risks
CURRENCY RISKS
The major currencies that the different
business units in the Group operate in are
EUR, CHF, DKK, USD and GBP. The nature of all
Group Companies is that they most often
invoice their customers and are invoiced
by vendors in the same currency as their
functional currency and thus they have
only minor positions of either receivables or
liabilities in other currencies than the func-
tional currency and the respective risk is not
considered significant.
At all times the Group monitors the net expo-
sure to different currencies other than EUR,
which is the reporting currency in the Group
and netting any net exposure internally
between the business units within the Group
before using any other financial instru-
ments. In the financial years 2023 and 2022
the Group did not cover any currency risks
through derivative financial instruments.
INTEREST RISK
Trifork has, as a result of the Group’s invest-
ing and financing activities, a risk exposure
related to fluctuations in interest rates in
Europe and abroad. The primary interest rate
exposure is related to fluctuations in CIBOR,
EURIBOR and SARON.
The Group’s credit facilities are all at a
variable interest rate. All interest rates are
fixed periodically and all rates are tied to the
development of the general market rate for
each currency.
For the Group’s bank deposits, liabilities with
financial institutions and other contractu-
ally interest-bearing debt, an increase of
100 bps, compared to the balance sheet
interest rates, would have a negative impact
on earnings before tax and shareholders’
equity of EURk -283 (2022: EURk +37). A similar
decrease in interest rates would result in a
corresponding positive impact.
EQUITY PRICE RISK
With its investments in Trifork Labs the Group
is exposed to equity price risks of the individ-
ual investments. Changes in valuations can
have an impact on earnings before tax.
The investments are exposed to a variety
of market risk factors, which may change
significantly over time. As a result, measure-
ment of such exposure at any given point in
time may be difficult given the complexity
and limited transparency of the underlying
investments. Therefore, a sensitivity analysis
is deemed to be of limited explanatory value
for investments in Trifork Labs.
In order to demonstrate the sensitivity, the
average change in the OMX Copenhagen
SmallCap index for the reporting period is
calculated and used as input to the sensitiv-
ity analysis. The result of this is a change of
4.2% in 2023. If the value of the investments
(based on year-end values) had increased
or decreased by the same percentage with
all other variables held constant, the impact
on earnings before tax would have been
EURk 2,548 in 2023 (2022: -6.8%, EURk -3,227).
On actual terms, Trifork Group accounts for
fair value gains for the investments in Trifork
Labs in 2023 of EURk 4,695 (2022: EURk 6,154).
The maximum values at risk for Trifork Labs
are the total amounts of the individual
investments.
Annual Report 2023
122
Section 7 - Capital structure and financing
NOTE 7.5
Financial risk management (continued)
Liquidity risk
It is the Group’s policy in connection with
credit facilities to ensure maximum flexibility
by diversifying borrowing on maturity, rene-
gotiation dates and counter parties, taking
pricing into account. The Group’s liquidity
reserve consists of cash and cash equiv-
alents and unutilized credit facilities. The
Group aims to have sufficient cash resourc-
es to continue to act appropriately in case of
unforeseen demands for liquidity.
The following table includes the contractual-
ly agreed cash flows (principal and inter-
est) of the Group’s financial liabilities in the
corresponding time span.
The maximum amounts at risk for contingent
consideration liabilities is EURk 54 (maximal
contractual payments vs. carrying amount -
2022: EURk 179).
Contractual (in EURk) Carrying amountpayments < 1 year 1-5 years > 5 years2023Redemption amount of put-options 23,301 23,301 19,769 3,532 - Contingent consideration liabilities 2,122 2,122 847 1,275 - Borrowings from financial institutions 61,084 62,523 33,178 29,345 - 1Lease liabilities 49,380 57,606 8,927 30,016 18,663Trade payables 8,441 8,441 8,441 - - Other 615 657 188 469 - Total financial liabilities 144,943 154,650 71,350 64,637 18,663 2022Redemption amount of put-options 33,178 33,178 33,178 - - Contingent consideration liabilities 5,685 5,685 4,761 924 - Borrowings from financial institutions 26,982 27,398 19,257 8,141 - Lease liabilities 34,252 38,455 6,957 23,645 7,853 Trade payables 5,544 5,544 5,544 - - Other 770 810 210 587 13 Total financial liabilities 106,411 111,070 69,907 33,297 7,866
1 In 2023, Trifork Group installed its main Copenhagen office in Porten. The lease agreement has term of 12 years. Refer to Note 4.6.
Annual Report 2023
123
Section 7 - Capital structure and financing
NOTE 7.5
Financial risk management (continued)
The liquidity situation breaks down as follows as of the reporting date:
(in EURk) 2023 2022Cash and cash equivalents 32,794 30,652Treasury shares at market price 4,262 1,259Committed credit lines 62,679 28,987Borrowings from financial institutions -61,084 -26,982Total 38,651 33,916
Management considers capital resources
and access to new credit facilities to be
reasonable in relation to the current need for
financial flexibility.
The Group is not subject to any collateral se-
curity other than deposits already paid and
pledged shares of Nine A/S.
Credit risk
Credit risks arise from the possibility that the
counterparty to a transaction may not be
able or willing to discharge its obligations,
thereby causing the Group to suffer a finan-
cial loss. These risks are primarily related to
receivables, contract assets, cash and other
financial assets. The management of credit
risk is based on internal credit limits for cus-
tomers and counter parties.
RECEIVABLES AND CONTRACT ASSETS
Trade receivables and contract assets are
subject to active risk management. Doubtful
accounts are assessed for impairment
individually. Indications of possible impair-
ment include significant financial difficulty
or insolvency of the customer as well as
situations where financial restructuring is
probable or the customer has already de-
faulted. Due to the varied customer struc-
ture, there are no generally applicable credit
limits across the Group. However, customers'
creditworthiness is tested systematically,
considering the financial situation, past ex-
perience and/or other factors. The likelihood
of risk concentrations in this area is limited
by the fact that the Group's customer base
is broad, geographically diversified and
spread across different business units.
The Group does not hold any specific col-
lateral for trade receivables and contract
assets as of year-end 2023 (2022: none).
Management does not expect any material
losses from receivables and contract assets
in excess of the allowances recognized. The
maximum risk of default is the total carrying
amount of the non-current financial assets
and receivables set out in Notes 4.8 and 6.1.
Note 6.1 contains disclosures on maturities,
expected credit loss calculation and allow-
ance development of trade receivables and
contract assets.
CASH AND CASH EQUIVALENTS
Current bank balances are held exclusively
with banks that have a solid credit rating.
The risk of default is mitigated by maintain-
ing business relationships with a number of
banks and other financial institutions and by
monitoring the credit risk continuously.
Capital management
Capital management at the Trifork Group
focuses on safeguarding the Group’s ability
to long-term profitable growth and healthy
development, generating an appropriate re-
turn for shareholders and optimizing finan-
cial ratios while considering cost of capital.
The Group can adjust the dividend payout,
return capital to shareholders or issue new
shares to reach these targets and increase
or reduce external financing.
No adjustments or changes were made to
the capital management objectives or poli-
cies in the reporting periods 2023 and 2022.
The Group uses equity ratio to monitor the
capital structure. The equity ratio expresses
shareholders’ equity as a percentage of total
capital. It is a long-term goal of the Trifork
Group to keep a conservative self-financing
ratio. Equity ratios as of 31 December are:
(in EURk) 2023 2022Equity attributable to the shareholders 120,788 114,629 of Trifork Holding AGTotal assets 304,263 249,274 Equity ratio 39.7% 46.0%
Further, Management reviews also net-debt-
to-EBITDA-ratio for its financial leverage
management. The net debt-to-EBITDA ratio
is a debt ratio that shows how many years
it would take for a company to pay back its
debt if net debt and EBITDA are held con-
stant. Ratios as of 31 December are:
(in EURk) 2023 2022Borrowings from financial institutions 61,084 26,982 Cash and cash equivalents -32,794 -30,652 Net debt/(cash) 28,290 -3,670 Earnings before financial items, tax, depreciation 33,172 30,443 and amortizationNet-debt-to-EBITDA-ratio (x) 0.85x -0.12x
8
Annual Report 2023
124
Section 8 - Other disclosures
NOTE 8.1
Related parties
Business relationships exist between
Trifork Holding AG and its subsidiaries
as well as members of the Executive
Management. Furthermore, related par-
ties include entities, in which the afore-
mentioned circle of people have control,
joint control or significant influence, as-
sociated companies and investments in
Trifork Labs. The Executive Management
of the Group was increased by one
member as from 1 May 2023.
All business transactions with related
parties are carried out at arm's length.
Group companies
An overview of consolidated subsidiar-
ies is provided in Note 8.6. Transactions
between Trifork Holding AG and its
subsidiaries as well as between subsidi-
aries of the Group were eliminated in the
consolidated financial statements.
Trifork A/S and Trifork AG are responsible
for certain administrative and staff-re-
lated assignments for subsidiaries, asso-
ciated companies and Labs investments,
including IT-operations, maintenance,
bookkeeping, a shared sales organi-
zation and management tasks. These
assignments are invoiced at fixed prices
to the related parties.
Remuneration of the Board of Directors and Executive Management
(in EURk) 2023 2022Board of Directors Short-term benefits 416 390 Executive ManagementShort-term benefits 2,420 2,082 Share-based payments 987 575 Post-employment benefits 140 156 Total Executive Management 3,547 2,812 Total 3,963 3,202
Transactions with related parties
Services Services Leases Assets Assets Amounts provid-received from sold to acquired owed by ed to from re-re-from related related related lated lated related 1(in EURk)partiespartiespartiespartiespartiesparties2023Associated companies 1,025 511 - - - -Investments in Trifork 26,0734,029 805 - - 426LabsExecutive Management 1,000 4 - 345 1,000 -Total 8,098 4,544 805 345 1,000 4262022Associated companies 576 468 - - - -Investments in Trifork 2 1,872 3,250 796 - - -LabsExecutive Management 16 10 15 384 - -Total 2,464 3,728 811 384 - -
1 Excluding remuneration of the Board of Directors and Executive Management.
2 In addition, Trifork A/S capitalized work-in-progress of EURk 191 (2022: EURk 639) for a project with an
investment in Trifork Labs.
Disclosure of transactions and balances related to investments in Trifork Labs includes
only those entities in which the Group has significant influence.
SECTION 8
Other
disclosures
This section includes other disclosures
required by IFRS Accounting Standards,
but which are of secondary importance
to the understanding of the financial
performance of Trifork Group.
Annual Report 2023
125
Section 8 - Other disclosures
NOTE 8.2
Non-controlling interests
A. Acquisition of non-controlling
interests
2023
The Group has acquired 60% of the shares in
IBE, the remaining non-controlling interests
were valued at the proportionate share
of net assets acquired at EURk 685 at the
acquisition date. As for 40% of the non-con-
trolling interests a call/put-option agree-
ment has been entered into, the Group has a
contractual obligation to acquire additional
shares (earliest in 2028, at estimated fair
value) and therefore, the non-controlling in-
terests subject to put-options are derecog-
nized at each reporting date as if acquired.
Liabilities from the put-option are measured
at the present value of the redemption
amount (EURk 3,532). These financial liabili-
ties are remeasured at each reporting date
and the resulting differences are recorded in
retained earnings without any impact on the
income statement.
Also, the Group acquired 0.7% of the shares in
Erlang Solutions Ltd for EURk 315, in exchange
for treasury shares. The total shareholding in
the company is at 86.9%.
Further, the Group acquired 10% of the shares
in Trifork Operations AG for EURk 0. The total
shareholding in the company is at 100%.
Trifork Group acquired 20.0% of the shares in
Nine A/S for EURk 17,646. The total sharehold-
ing in the company is at 90.0%.
Non-controlling interests of 5.0% in Trifork US
Inc. were sold for EURk 45. The total share-
holding in the company is at 95.0%.
2022
In two separate transactions in 2022, the
Group acquired shares in Erlang Solutions
Ltd for EURk 7,481 (8.1% and 11.9%). The total
shareholding in the company is at 86.2%.
In the second quarter 2022, Erlang Solutions
Ltd paid out a dividend based on the
ownership as of the end of 2021. EURk 189 of
dividend paid to the previous owners of the
8.1% stake acquired by the Group in the first
quarter, was debited to retained earnings of
the parent.
In the third quarter 2022, Erlang Solutions Ltd
paid out a dividend based on the ownership
as of the end of second quarter 2022. EURk
189 of dividend paid to the previous owners
of the 11.9% stake acquired by the Group in
the third quarter, was debited to retained
earnings of the parent.
B. Disclosure of significant
non-controlling interests
The Group companies Netic A/S, Aalborg
(DK) and Nine A/S, Copenhagen (DK) which
operate primarily in Denmark and are
controlled by Trifork Group, have significant
non-controlling interests.
As Trifork Group has grown continuous-
ly (2023: 12.4% / 2022: 16.7%), the relative
non-controlling interests for Testhuset A/S
reduced over time an become individually
immaterial in 2023.
For non-controlling interests in Netic A/S,
and Nine A/S put options exists. Therefore,
Trifork has derecognized the non-con-
trolling interests at the reporting date and
accounts for the difference between the
amount derecognized and the present value
of the redemption liability for put-options in
retained earnings.
1
1
(in EURk) Nine A/S Netic A/S Testhuset A/S2023Non-controlling interests10.0% 12.0% n/aShare of net income 1,274 118 n/a2Share of shareholders' equity1,549 953 n/a2022Non-controlling interests 30.0% 12.0% 18.6%Share of net income 1,361 29 135 2Share of shareholders' equity 4,711 841 329
1 Voting rights equal capital share as per 31 December.
2 Non-controlling interests are subject to put-options, amount represents accumulated non-controlling interests
prior to derecognition.
Annual Report 2023
126
Section 8 - Other disclosures
NOTE 8.2
Non-controlling interests (continued)
Condensed financial information of the re-
spective companies, including goodwill and
fair value adjustments recognized on acqui-
sition of the Group companies, but before
elimination of intercompany transactions:
2023 2022(in EURk) Nine A/S Netic A/S Nine A/S Netic A/S Testhuset A/SIncome statement Revenue 37,272 30,456 32,347 31,745 9,808 Net income 5,185 986 4,522 242 727 Total comprehensive income 5,185 986 4,524 242 727 Statement of financial positionCurrent assets 14,772 6,730 12,255 5,909 2,477 Non-current assets 34,359 23,863 36,454 24,735 4,915 Total assets 49,131 30,593 48,709 30,644 7,392 Current liabilities 6,405 7,644 4,712 7,806 1,047 Non-current liabilities 3,009 9,325 4,023 10,076 519 Total liabilities 9,414 16,969 8,735 17,882 1,566 Net assets 39,717 13,624 39,974 12,762 5,826 Cash flow statementCash flow from operating activities 7,230 5,159 7,484 2,019 157Change in cash and cash equivalents 1,292 33 2,179 48 -627Dividends paid to non-controlling interests -1,610 - -1,411 -161 -125
Other non-controlling interests are
individually not material.
Annual Report 2023
127
Section 8 - Other disclosures
NOTE 8.3
Government grants
(in EURk) 2023 2022Research and development - WBSO (NL) 328 326 Research and development expenditure credit (UK) 575 315 Others - 81 Total government grants 903 722
Recognized in the income statement as:
(in EURk) 2023 2022Personnel costs 328 326 Other operating income 575 396 Total government grants 903 722
NOTE 8.4
Fees to independent Group auditor
(in EURk) 2023 2022Statutory audit 381 401 Audit related engagements 32 28Total audit-related services 413 429 Tax consultancy 22 8 Total non-audit services 22 8 Total fees to independent Group auditor 435 437
NOTE 8.5
Events after the balance sheet date
The 2023 consolidated financial statements
were reviewed by the Audit & Risk Committee
on 27 February 2024 and approved and
released for publication by the Board of
Directors on 28 February 2024.
The financial statements are subject to
approval by the Annual General Meeting
scheduled for 19 April 2024.
Annual Report 2023
128
Section 8 - Other disclosures
NOTE 8.6
Trifork Group companies
2023 2022
Company
1
Registered office Activity
Share capital in
local currency
Trifork A/S Aarhus, Denmark
DKK 18,000,000 100% 100%
Netic A/S Aalborg, Denmark
DKK 500,000 88% 88%
Trifork Public A/S Aarhus, Denmark
DKK 737,000 100% 100%
Testhuset A/S Ballerup, Denmark
DKK 509,259 81% 81%
Trifork Smart Enterprise A/S Copenhagen, Denmark
DKK 500,000 100% 100%
SAPBASIS ApS Ballerup, Denmark
DKK 81,000 50% 50%
Trifork Smart Device ApS Aarhus, Denmark
DKK 158,335 70% 70%
Nine A/S Copenhagen, Denmark
DKK 500,000 90% 70%
CodeNode ApS
2
Copenhagen, Denmark DKK 40,000 100% 100%
Chapter 5 A/S Copenhagen, Denmark
DKK 680,000 100% -
Trifork Security A/S
3
Aalborg, Denmark DKK 400,000 88% n/a
Duckwise ApS Aarhus, Denmark
DKK 163,265 100% 100%
Strongminds ApS Aarhus, Denmark
DKK 300,000 100% 100%
Trifork AG Schindellegi, Switzerland
CHF 920,000 100% 100%
Trifork Operations AG Schindellegi, Switzerland
CHF 100,000 100% 90%
Institut für Bildungsevaluation Zürich AG Zurich, Switzerland
CHF 100,000 60% -
Vilea GmbH Zurich, Switzerland
CHF 40,000 100% 100%
Vilea Austria GmbH Vienna, Austria
EUR 35,000 100% 100%
Erlang Solutions Ltd. London, United Kingdom
GBP 104,659 87% 86%
Erlang Solutions AB Stockholm, Sweden
SEK 100,000 87% 86%
Erlang Solutions Inc. Newcastle, USA
USD 100 87% 86%
Erlang Solutions SP. Z O.O. Krakow, Poland
PLN 5,000 87% 86%
Erlang Solutions Hungary Kft. Budapest, Hungary
EUR 15,000 87% 86%
Trifork Ltd. London, United Kingdom
GBP 1 100% 100%
Open Credo Ltd. London, United Kingdom
GBP 1,522 100% 100%
Code Node Space & Events Ltd. London, United Kingdom
GBP 100 100% 100%
The Perfect App Ltd. London, United Kingdom
GBP 10,000 100% 100%
Trifork B.V. Amsterdam, Netherlands
EUR 18,000 100% 100%
Trifork Eindhoven B.V. Eindhoven, Netherlands
EUR 1,000 100% 100%
Trifork Academy Inc. San Francisco, USA
USD 3 100% 100%
Trifork US Inc.
4
San Francisco, USA USD 1,000,000 95% n/a
Trifork Academy and Software Solutions SL Palma, Spain
EUR 3,000 100% 100%
Trifork Smart Enterprise SL Barcelona, Spain
EUR 3,000 -
5
100%
Trifork Portugal LDA Lisbon, Portugal
EUR 5,000 95% 95%
Trifork Academy Pty Ltd. Brisbane, Australia
AUD 120 100% 100%
Trifork SPC
4
Muscat, Oman OMR 250,000 100% n/a
Trifork Germany GmbH Flensburg, Germany
EUR 25,000 100% 100%
Trifork Labs AG Schindellegi, Switzerland
CHF 100,000 100% 100%
Trifork Labs ApS Aarhus, Denmark
DKK 367,647 100% 100%
Software development
Sales
Service Company
Academy
Subholding company
1 List includes active companies only
2 Renamed from Agilo ApS
3 Spin-off from Netic A/S
4 Incorporated in 2023
5 Merged into Trifork Academy and Software
Solutions SL
Bold - Directly held by Trifork Holding AG
Regular - Indirectly held subsidiaries
Annual Report 2023
129
Trifork Group Consolidated Financial Statements
To the General Meeting of Trifork Holding AG, Feusisberg
Report of the statutory auditor
Report on the audit of the consolidated financial statements
Opinion
We have audited the consolidated financial statements of Trifork Holding AG and its
subsidiaries (the Group), which comprise the consolidated statement of financial
position as at 31 December 2023, the consolidated income statement, the consoli-
dated statement of comprehensive income, the consolidated statement of changes
in shareholders’ equity and the consolidated statement of cash flows for the year
then ended, and notes to the consolidated financial statements, including material
accounting policy information.
In our opinion, the consolidated financial statements (page 79 to 128) give a true and
fair view of the consolidated financial position of the Group as at 31 December 2023
and of its consolidated financial performance and its consolidated cash flows for
the year then ended in accordance with IFRS Accounting Standards and comply with
Swiss law.
Basis for opinion
We conducted our audit in accordance with Swiss law, International Standards on
Auditing (ISA) and Swiss Standards on Auditing (SA-CH). Our responsibilities under
those provisions and standards are further described in the “Auditor's responsibil-
ities for the audit of the consolidated financial statements” section of our report.
We are independent of the Group in accordance with the provisions of Swiss law,
together with the requirements of the Swiss audit profession, as well as those of the
International Ethics Standards Board for Accountants’ International Code of Ethics for
Professional Accountants (including International Independence Standards) (IESBA
Code), and we have fulfilled our other ethical responsibilities in accordance with
these requirements.
We believe that the audit evidence we have obtained is sufficient and appropriate to
provide a basis for our opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most
significance in our audit of the consolidated financial statements of the current
period. These matters were addressed in the context of our audit of the consolidated
financial statements as a whole, and in forming our opinion thereon, and we do not provide
a separate opinion on these matters. For each matter below, our description of how our audit
addressed the matter is provided in that context.
We have fulfilled the responsibilities described in the “Auditor's responsibilities for the audit of
the consolidated financial statements” section of our report, including in relation to these mat-
ters. Accordingly, our audit included the performance of procedures designed to respond to
our assessment of the risks of material misstatement of the consolidated financial statements.
The results of our audit procedures, including the procedures performed to address the mat-
ters below, provide the basis for our audit opinion on the consolidated financial statements.
Revenue recognition
Risk The Group’s revenues amounted to EUR 208 million as of 31 December
2023. The Group recognizes revenue from contracts with customers as
disclosed in Note 2.2 of the consolidated financial statements. For cer-
tain contracts related to new service offerings, significant judgement is
required to determine the appropriate accounting, including identify-
ing performance obligations and the timing of the transfer of control
of goods or services for each of those performance obligations. Due to
the level of judgment involved in the revenue assessment and because
revenue is material to the financial statements this matter was consid-
ered significant to our audit.
Our audit response We assessed the Group’s internal controls over revenue recognition
and managements' process of evaluating the appropriate accounting
for contracts with customers. We inspected a sample of new contracts
and evaluated management’s judgement in relation to identifying
performance obligations and the timing of the transfer of control. We
performed data analytics procedures and analyzed revenue trends
month over month as well as year over year. Our audit procedures did
not lead to any reservations regarding revenue recognition.
Zurich, 28 February 2024
Ernst & Young Ltd
Annual Report 2023
130
Trifork Group Consolidated Financial Statements
Impairment of Goodwill
Risk Goodwill represents 18% of the Group’s total assets and 45% of the
Group’s total shareholders’ equity as of 31 December 2023. As stated in
Note 4.5 to the consolidated financial statements, goodwill is subject
to an annual impairment test or whenever impairment indicators are
present. The Group performed its annual impairment test of goodwill in
the fourth quarter of 2023 and determined that there was no impair-
ment. In determining the value in use of cash-generating units, the
Group must apply judgment in estimating – amongst other factors –
future net sales and EBITDA margins covering a 5-year period, long-
term growth and discount rates. Due to the significance of the carry-
ing amount of goodwill and the judgment involved in performing the
impairment test, this matter was considered significant to our audit.
Our audit response We assessed the Group’s internal controls over its annual impairment
test and key assumptions applied. We involved valuation specialists to
assist in examining the Group’s valuation model and in analyzing the
underlying key assumptions, including long-term growth and discount
rates. We evaluated the composition of management’s cash flow fore-
casts and the process by which they were derived, including testing the
mathematical accuracy of the underlying calculations. We assessed
the assumptions regarding future net sales and EBITDA margins, his-
torical accuracy of the Group’s estimates and considered its ability to
produce accurate long-term forecasts. We evaluated the sensitivity in
the valuation resulting from changes to the key assumptions applied
(e.g., CAGR net sales, average EBITDA margin) and compared these
assumptions to market data. Our audit procedures did not lead to any
reservations concerning the impairment test for goodwill.
Valuation of investments in Trifork Labs
Risk Investments in Trifork Labs amounted to EUR 70 million as of 31 De-
cember 2023. As described in Note 5.1 to the consolidated financial
statements, investments in Trifork Labs are accounted for at fair val-ue
through the income statement. The fair value of Level 3 invest-ments is
determined using discounted cash flow models or valuations de-
rived from recent transactions. For certain such Level 3 invest-ments,
significant estimates and judgements are required to deter-mine the
valuation and the timing of the fair value adjustments. Due to the sig-
nificance of the carrying amount of investments in Trifork Labs and the
level of judgment involved in the overall fair value measurement, this
matter was considered significant to our audit.
Our audit response We evaluated the Trifork Labs valuation process through walkthrough
procedures and assessing underlying controls to determine manage-
ments' process of identifying and recording fair value adjustments. We
obtained the valuation reports prepared by management and tested
them against recent transactions or contracts. For investments which
are valued by using the discounted cash flow model we performed
procedures to evaluate the valuation model applied as well as the
projected financial information used for the valuation, including com-
paring it to budgeted information presented to the Board of Directors.
Our audit procedures did not lead to any reservations regarding the
valuation of the investments in Trifork Labs.
Annual Report 2023
131
Trifork Group Consolidated Financial Statements
Other information
The Board of Directors is responsible for the other information. The other information
comprises the information included in the annual report, but does not include the
consolidated financial statements, the stand-alone financial statements, the remu-
neration report and our auditor’s reports thereon.
Our opinion on the consolidated financial statements does not cover the other infor-
mation and we do not express any form of assurance conclusion thereon.
In connection with our audit of the consolidated financial statements, our responsi-
bility is to read the other information and, in doing so, consider whether the other in-
formation is materially inconsistent with the consolidated financial statements or our
knowledge obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material
misstatement of this other information, we are required to report that fact. We have
nothing to report in this regard.
Board of Directors’ responsibilities for the consolidated
financial statements
The Board of Directors is responsible for the preparation of the consolidated finan-
cial statements, which give a true and fair view in accordance with IFRS Accounting
Standards and the provisions of Swiss law, and for such internal control as the Board
of Directors determines is necessary to enable the preparation of consolidated
financial statements that are free from material misstatement, whether due to fraud
or error.
In preparing the consolidated financial statements, the Board of Directors is respon-
sible for assessing the Group’s ability to continue as a going concern, disclosing, as
applicable, matters related to going concern, and using the going concern basis of
accounting unless the Board of Directors 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 consolidated financial
statements
Our objectives are to obtain reasonable assurance about whether the consolidated
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 con-
ducted in accordance with Swiss law, ISA and SA-CH will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are
considered material if, individually or in the aggregate, they could reasonably be
expected to influence the economic decisions of users taken on the basis of these
consolidated financial statements.
A further description of our responsibilities for the audit of the consolidated financial
statements is located on EXPERTsuisse’s website at: https://www.expertsuisse.ch/en/
audit-report. This description forms an integral part of our report.
Report on other legal and regulatory requirements
In accordance with Art. 728a para. 1 item 3 CO and PS-CH 890, we confirm that an in-
ternal control system exists, which has been designed for the preparation of the con-
solidated financial statements according to the instructions of the Board of Directors.
We recommend that the consolidated financial statements submitted to you be
approved.
Ernst & Young Ltd
Tobias Meyer
Licensed audit expert
(Auditor in Charge)
Nicole Meister
Licensed audit expert
Annual Report 2023
132
Financial
Statements 2023
10
TRIFORK HOLDING AG
Annual Report 2023
133
Trifork Holding AG Financial Statements
MANAGEMENT REVIEW
2023 - Reaching out
to new markets
Trifork Holding AG is the parent company
of Trifork Group. Its purpose and activities
are the holding of the investments (Group
companies) and to manage respective cash
flows.
After the consolidating its investment port-
folio in 2022, Trifork Holding AG focused itself
to lay grounds for further growth of the Trifork
Group in new markets and offerings. It in-
vested in new operational subsidiaries in the
US and in the Oman and acquired a Swiss
company specialized in online learning and
testing platforms.
The main events for Trifork Holding AG in 2023
were the following:
Acquisition of 60% of the shares in Institut
für Bildungsevaluation Zürich AG (IBE) in
January.
Acquisition of 0.7% of the shares of Erlang
Solutions Ltd. in Summer, bringing the total
shareholding to 86.7%
Own local operation subsidiared in the US
(Trifork US Inc.) and Oman (Trifork SPC)
Launch of a share buyback program in
November
From a financial perspective, the highlights
of the Company were as follows:
Dividend income of CHFm 6.2 from subsid-
iaries in all relevant areas
Gain from sale of (rights to) investments of
CHFm 1.4
Net income for the year of CHFm 2.8
Acquisition of shares in investments for
CHFm 4.0 and earn-out payment of CHFm
0.7 (of which CHFm 0.3 paid in treasury
shares)
As of 31 December 2023, shareholders'
equity is at CHFm 101.0
Dividend paid to the shareholders Trifork
Holding AG in the amount of CHFm 2.7 (CHF
0.14 per share)
(Due to its nature, the Company has the
ability to direct the cash flows to and from its
investments.)
Annual Report 2023
134
Trifork Holding AG Financial Statements
Following dialogue with the Danish Financial Supervisory Authority, Trifork Holding AG ("the Company") has been given dispensation to provide the separate financial statements for 2023 prepared
in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board (“IASB”) and additional requirements according to the Danish Financial Statements Act
("Separate Financial Statements") and therefore, the Company provides its statutory financial statements.
The statutory financial statements of Trifork Holding AG are prepared in accordance with the requirements of the Swiss Code of Obligations ("Swiss GAAP") and are submitted to the Annual General
Meeting for approval. The statutory financial statements are the basis for decisions on dividend distributions and for assessing the Company's compliance with legal requirements related to equity.
Reconciliation of the parent financial statements
In order to provide a comprehensive understanding for the statutory financial statements, an overall illustrative comparison is presented to separate financial statements prepared in accordance
with IFRS Accounting Standards as issued by the IASB and additional requirements as per the Danish Financial Statements Act.
As it appears from the above there is very limited monetary differences in the reported primary financial statements to IFRS Accounting Standards as issued by the IASB and consequently to Danish
GAAP.
Furthermore, the parent financial statements prepared in accordance with IFRS Accounting Standards as issued by the IASB and additional requirements as per the Danish Financial Statements Act
would include a cash flow statement as required by IFRS Accounting Standards as issued by the IASB and certain other additional disclosures compared to the parent financial statements issued in
accordance with Swiss GAAP.
(in CHFk)
Net income 2023 according
to the statement of income
Total assets as of
31 December 2023 according
to the statement of financial
position
Total shareholders' equity as
of 31 December 2023
according to the statement
of financial position
Separate financial statements as per Swiss GAAP 2,770 117,139 101,020
Difference in accounting for net unrealized foreign exchange gains 193 - 530
Separate financial statements as per IFRS Accounting Standards as issued by IASB and additional requirements
according to the Danish Financial Statements Act
2,963 117,139 101,550
135
Annual Report 2023
Trifork Holding AG Financial Statements
Income statement ...................................................................................................................................... 136
Statement of financial position
...........................................................................................................136
Statement of changes in shareholders' equity
........................................................................... 137
Notes to the financial statements
...................................................................................................... 138
Appropriation of available earnings
.................................................................................................142
Statutory auditor's report
........................................................................................................................143
Financial statements
Contents
Annual Report 2023
136
Trifork Holding AG Financial Statements
Income Statement
for the year ended 31 December
Statement of Financial Position
for the year ended 31 December
(in CHFk) Notes 2023 2022 (in CHFk) Note 2023 2022
Dividend income 6,176 4,075 Cash and cash equivalents 3,220 2,162
Other financial income 1 1,306 455 Other current receivables
Gain from sale of investments 4 1,434 1,279 - from third parties 61 55
Total income 8,916 5,809 - from investments 9 125
Loans to investments 5,088 -
Impairment of investments and loans -1,645 - Accruals 29 26
Administrative expenses 2 -2,377 -2,320 Total current assets 8,407 2,368
Financial expenses 3 -606 -189 Investments 4 85,343 80,676
Result on foreign exchange -1,518 -1,308 Loans to investments 23,389 27,459
Total expenses -6,146 -3,817 Total non-current assets 108,732 108,135
Earnings before tax 2,770 1,992 ASSETS 117,139 110,503
Income tax - - Interest-bearing current liabilities
Net income 2,770 1,992 - to third parties 2,693 1,283
- to investments 5,557 -
Other current liabilities
- to third parties 17 8
- to investments 1,573 426
Accrued liabilities and deferred income 528 513
Total current liabilities 10,368 2,230
Interest-bearing non-current liabilities 5,751 3,583
Total non-current liabilities 5,751 3,583
Total liabilities 16,119 5,813
Share capital 5 1,974 1,974
Capital contribution reserve 8 21,237 23,928
Other capital reserve 21,861 21,861
General legal reserve 410 410
Retained earnings 60,935 58,250
Treasury shares 9 -5,397 -1,733
Shareholders' equity 101,020 104,690
LIABILITIES AND SHAREHOLDERS' EQUITY 117,139 110,503
Annual Report 2023
137
Trifork Holding AG Financial Statements
Statement of Changes in Shareholders' Equity
for the year ended 31 December
(in CHFk) Share capital
Capital contri-
bution reserve
Other capital
reserve
General legal
reserve Retained earnings Treasury shares Total equity
1 January 2022 1,974 23,928 21,861 410 64,070 -1,082 111,161
Net income - - - - 1,992 - 1,992
Dividends - - - - -7,785 - -7,785
Transactions with treasury shares - - - - -27 -651 -678
31 December 2022 1,974 23,928 21,861 410 58,250 -1,733 104,690
Net income - - - - 2,770 - 2,770
Dividends - -2,691 - - - - -2,691
Transactions with treasury shares - - - - -85 -3,664 -3,749
31 December 2023 1,974 21,237 21,861 410 60,935 -5,397 101,020
Annual Report 2023
138
Trifork Holding AG Financial Statements
Notes to the Financial Statements
Company information
Trifork Holding AG (“the Company”) is incor-
porated in Switzerland with its registered of-
fices at Neuhofstrasse 10, 8834 Schindellegi
(Feusisberg).
The Company is the parent company of
Trifork Group. The registered shares of
the Company are traded on the NASDAQ
Copenhagen.
§
Accounting policies
General
These financial statements are prepared
in accordance with Swiss law (32
nd
title of
the Swiss Code of Obligations). Where not
prescribed by law, the significant account-
ing and valuation principles applied are
described below.
Investments
Investments in subsidiaries are recognised
and measured at cost. Dividend is recog-
nised as income when the right is finally
obtained.
The carrying amount of investments in sub-
sidiaries is examined at the balance sheet
date in order to determine if there is any
indication of impairment.
Loans to investments
Loans granted in foreign currency are meas-
ured at the exchange rate prevailing as of the
reporting date.
Interest-bearing liabilities
Interest-bearing liabilities are measured at
their nominal value. Maturities of less than
one year are disclosed as current liabilities,
while those longer than one year are dis-
closed as non-current liabilities.
Interest-bearing liabilities in foreign cur-
rencies are measured at the exchange rate
prevailing as of the reporting date.
Treasury shares
As of the time of acquisition, treasury shares
are recognized as a deduction of sharehold-
ers’ equity measured at initial cost. In case of
a later divestment the gain or loss is recog-
nized in retained earnings in accordance with
the FIFO principle.
Principle of imparity
For long-term financial assets and liabilities,
unrealized foreign exchange losses are rec-
ognized in the income statements while un-
realized foreign exchange gains are deferred.
Non-disclosure of the cash flow statement
and additional notes information
Trifork Holding AG prepares consolidated
financial statements in accordance with
generally accepted accounting standards
(IFRS Accounting Standards). Therefore, and
following the legal requirements, it does not
present a statement of cash flows or notes
with regard to interest-bearing liabilities and
audit fees.
Update of presentation
To improve the comprehensibility for the
readers, the presentation of the income
statement has been revised. Comparable
information and notes have been updated
accordingly.
NOTE 1
Other financial income
(in CHFk) 2023 2022
Interest income
- from third parties 32 -
- from investments 1,274 455
Total other financial income 1,306 455
NOTE 2
Administrative expenses
(in CHFk) 2023 2022
Board of Director fees -404 -392
Management fees from investments -894 -809
Consultancy services
- from third parties -371 -631
- from investments -383 -189
Others -325 -299
Total administrative expenses -2,377 -2,320
NOTE 3
Financial expenses
(in CHFk) 2023 2022
Interest expenses
- to third parties -400 -74
- to investments -113 -12
Fees to financial institutions -93 -103
Total financial expenses -606 -189
Annual Report 2023
139
Trifork Holding AG Financial Statements
NOTE 4
Investments
The list of Group companies held directly
and indirectly by Trifork Holding AG with the
percentage of the capital share/voting rights
is included in the consolidated financial
statements of Trifork Group in Note 8.6.
In 2023, Trifork Holding AG received an
earn-out payment for its sale of the interest
in Programmable Infrastructure Solutions
AG, Schindellegi (Switzerland) of CHFk
831. Further, it has sold its right to receive
new shares in the reorganized Container
Solutions Group to Trifork Labs ApS for CHFk
603.
In 2022, Trifork Holding AG has sold its inter-
est in Programmable Infrastructure Solutions
AG, Schindellegi (Switzerland), realizing a net
gain of CHFk 1,279 (2021: 19.5%).
NOTE 5
Share capital
The share capital of CHFk 1,974 (2022: CHFk
1,974) consists of 19,744’899 (2022: 19’744’899)
registered shares with a par value of CHF 0.10
(2022: CHF 0.10) each.
The share capital is fully paid up. The shares
are registered under ISIN: CH1111227810.
All shares have identical rights and there is
only one share class.
NOTE 6
Capital band
The General Meeting of 12 April 2023 author-
ized the Board of Directors to increase the
share capital registered in the commercial
register within a certain range, namely up
to a maximum of 107% (upper limit), or to
reduce it to a maximum of 95% (lower limit).
The authorization is limited to five years.
The Board of Directors is entitled to exclude
shareholders' subscription rights under
the capital band in the course of capital
increases.
With the authorization to the Board of
Director with respect to the capital band the
authorized capital was cancelled.
NOTE 7
Conditional capital
The extraordinary General Meeting as of 19
December 2019 authorized the conditional
capital by a maximum amount of CHFk 50
by issuing a maximum of 500,000 registered
shares with a par value of CHF 0.10 each,
to be fully paid up, excluding shareholders'
subscription rights.
NOTE 8
Dividend
The Annual General Meeting of 12 April
2023 approved a dividend of CHF 0.14 per
registered share to be paid from the capital
contribution reserve. The dividend of CHFk
2’691, was paid out on 17 April 2023.
The Annual General Meeting of 20 April
2022 approved a dividend of CHF 0.39 per
registered share to be paid from the retained
earnings. The dividend of CHFk 7,785 was
paid out on 22 April 2022.
NOTE 9
Treasury shares
Units
Total amount
(in CHFk)
1 January 2022 45,019 1,082
Acquisitions 30,000 872
Conversion of RSU -10,010 -194
Result from transactions with treasury shares
transferred to retained earnings
-27
31 December 2022 65,009 1,733
Acquisitions 202,964 3,589
Share buy-back program 70,047 949
Disposals -15,970 -307
Conversion of RSU -19,506 -482
Result from transactions with treasury shares
transferred to retained earnings
-85
31 December 2023 302,544 5,397
NOTE 10
Full time equivalents
Trifork Holding AG does not have any em-
ployees (2022: 0).
NOTE 11
Guarantees
Trifork Holding AG issued guarantees in favor
of financial institutions to cover the inter-
est-bearing liabilities of Group companies of
CHFk 31,481 as per 31 December 2023 (2022:
CHFk 8,779).
Trifork Holding AG subordinated loans to
Group companies in the amount CHFk 4,237
(2022: CHFk 2,127), of which CHF 1,555 (CHFk 0)
are impaired.
NOTE 12
Pledged assets
To secure interest-bearing liabilities CHFk
8,331 as of 31 December 2023, the company
negatively pledged its assets until full amor-
tization of the loan (2022: CHFk 4,441)
Annual Report 2023
140
Trifork Holding AG Financial Statements
NOTE 13
Significant shareholders
The following shareholders reported an
interest of 5% or more (directly and/or indi-
rectly) in the share capital of Trifork Holding
AG, as recorded in the commercial register
as of the reporting date:
2023 2022
Jørn Larsen 19.8% 19.7%
Ferd AS 10.2% 10.0%
Kresten Krab Thorup
1
6.6% 6.6%
Chr. Augustinus Fabrikker A/S
1
5.1% 5.1%
1 As per company announcement #15/2021 as of
27 May 2021
NOTE 14
Interests held by the members of the Board of Directors and Executive Management
2023 2022
Number of
registered
shares as of
31 December
Number of
restricted
share units
(RSU) as of
31 December
(Potential)
share of voting
rights
Number of
registered
shares as of
31 December
Number of
restricted
share units
(RSU) as of
31 December
(Potential)
share of voting
rights
Julie Galbo (Chairperson) 4,190 - 0.0% 4,190 - 0.0%
Olivier Jaquet (Vice-Chairperson) 64,145 - 0.3% 64,145 - 0.3%
Maria Hjorth (Member) 3,940 - 0.0% 3,940 - 0.0%
Christoffer Holten (Member)
1
n/a n/a n/a 2,000 - 0.0%
Casey Rosenthal (Member) 3,031 - 0.0% 2,058 - 0.0%
Jørn Larsen (CEO) 3,918,627 47,516 20.1% 3,880,868 28,224 19.8%
Kristian Wulf-Andersen (CFO) 238,237 31,676 1.3% 230,616 18,848 1.3%
Morten Gram (CRO)
2
52,963 - 0.3% n/a n/a n/a
1 Member until 12 April 2023
2 From 1 May 2023
NOTE 15
RSU granted in the reporting period
RSU on registered shares of Trifork Holding
AG are granted as part of the perfor-
mance-related variable compensation for
members of Executive Management. Each
RSU is associated with the right to convert
into one share. The RSU were valued at the
share price at grant date and conversion of
the RSU depends upon the vesting condi-
tions being met (e.g. ongoing employment):
Number
Value
(in CHFk)
2023 51,146 1,138
2022 27,050 798
The RSU granted are recognized through
profit or loss over the vesting period in the
Group company that is the contractual em-
ployer of the respective member of Executive
Management.
Annual Report 2023
141
Trifork Holding AG Financial Statements
NOTE 16
Fees to independent Group auditor
(in CHFk) 2023 2022
Statutory audit 153 184
Audit related engagements 25 28
Total audit-related services 178 212
Tax consultancy 10 4
Total non-audit services 10 4
Total fees to independent Group auditor 188 216
NOTE 17
Events after the balance sheet date
The 2023 financial statements were re-
viewed by the Audit & Risk Committee on 27
February 2024 and approved and released
for publication by the Board of Directors on
28 February 2024.
The financial statements are subject to
approval by the Annual General Meeting
scheduled for 19 April 2024.
Annual Report 2023
142
Trifork Holding AG Financial Statements
Proposal of the Board of
Directors for the appropriation of the
capital contribution reserve and the
of retained earnings
(in CHFk) 2023
Capital contribution reserve
Balance carried forward from prior year 23,928
Payout -2,691
Capital contribution reserve as of 31 December 2023 21,237
Payout proposed (dividend) -2,100
Balance carried forward to new account of the capital contribution reserve 19,137
Retained earnings
Balance carried forward from prior year 58,250
Net income 2,770
Transactions with treasury shares -85
Retained earnings at the discretion of the General Meeting 60,935
Dividend proposed -
Balance carried forward to new account of the retained earnings 60,935
The Board of Directors proposes to pay a dividend of EUR 0.10 gross per share (payout of capital
contribution reserve). Applying the currency exchange rate as per 31 December 2023, it results in
a total dividend amount of CHFk 1,828. To anticipate a potential impact of exchange rate fluctu-
ations until the AGM, the Board of Directors proposes a maximum dividend of CHFk 2,100.
(The CHF amount will be determined by applying the exchange rate at the date of the AGM.)
The total dividend amount payable depends on the number of treasury shares held on the
record date as treasury shares are not eligible for dividends.
Annual Report 2023
143
Trifork Holding AG Financial Statements
To the General Meeting of Trifork Holding AG, Feusisberg
Report of the statutory auditor
Report on the audit of the financial statements
Opinion
We have audited the financial statements of Trifork Holding AG (the Company), which
comprise the statement of financial position as at 31 December 2023, the income state-
ment, the statement of changes in shareholders’ equity for the year then ended, and notes
to the financial statements, including a summary of significant accounting policies.
In our opinion, the financial statements (pages 135 to 142) comply with Swiss law and
the Company’s articles of incorporation.
Basis for opinion
We conducted our audit in accordance with Swiss law and Swiss Standards on
Auditing (SA-CH). Our responsibilities under those provisions and standards are
further described in the “Auditor's responsibilities for the audit of the financial state-
ments” section of our report. We are independent of the Company in accordance
with the provisions of Swiss law and the requirements of the Swiss audit profession,
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.
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. For the matter below, our description of how our audit addressed
the matter is provided in that context.
We have fulfilled the responsibilities described in the “Auditor's responsibilities for the
audit of the financial statements” section of our report, including in relation to these
matters. Accordingly, our audit included the performance of procedures designed
to respond to our assessment of the risks of material misstatement of the financial
statements. The results of our audit procedures, including the procedures performed
to address the matter below, provide the basis for our audit opinion on the financial
statements.
Valuation of investments
Risk As of 31 December 2023, investments represented 73% of the
Company’s total assets and amounted to CHF 85 million.
Investments are valued at cost on an individual basis in
accordance with the Swiss Code of Obligations. Due to the
significance of the carrying amount of the investments and
the judgment involved in the assessment of the valuation of
certain investments, this matter was considered significant
to our audit.
Our audit response Depending on the Company’s valuation approach, we
examined the Company’s valuation assessment including
underlying key assumptions or performed our own calcu-
lations. We also assessed the historical accuracy of the
Company’s estimates and considered its ability to produce
accurate long-term forecasts for certain investments. Our
audit procedures did not lead to any reservations regarding
the valuation of investments.
Other information
The Board of Directors is responsible for the other information. The other information
comprises the information included in the annual report, but does not include the
consolidated financial statements, the stand-alone financial statements, the remu-
neration report and our auditor’s reports thereon.
Our opinion on the financial statements does not cover the other information and we
do not express any form of assurance conclusion thereon.
Zurich, 28 February 2024
Ernst & Young Ltd
Annual Report 2023
144
Trifork Holding AG Financial Statements
In connection with our audit of the financial statements, our responsibility is to read
the other information and, in doing so, consider whether the other information is ma-
terially inconsistent with the financial statements or our knowledge obtained in the
audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material
misstatement of this other information, we are required to report that fact. We have
nothing to report in this regard.
Board of Directors’ responsibilities for the financial statements
The Board of Directors is responsible for the preparation of the financial statements in
accordance with the provisions of Swiss law and the Company's articles of incorpo-
ration, and for such internal control as the Board of Directors determines is neces-
sary to enable the preparation of financial statements that are free from material
misstatement, whether due to fraud or error.
In preparing the financial statements, the Board of Directors is responsible for
assessing the Company’s ability to continue as a going concern, disclosing, as
applicable, matters related to going concern, and using the going concern basis of
accounting unless the Board of Directors either intends to liquidate the Company 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 assur-
ance is a high level of assurance, but is not a guarantee that an audit conducted
in accordance with Swiss law and SA-CH will always detect a material misstate-
ment when it exists. Misstatements can arise from fraud or error and are considered
material if, individually or in the aggregate, they could reasonably be expected to
influence the economic decisions of users taken on the basis of these financial state-
ments.
A further description of our responsibilities for the audit of the financial statements is
located on EXPERTsuisse’s website at: https://www.expertsuisse.ch/en/audit-report.
This description forms an integral part of our report.
Report on other legal and regulatory requirements
In accordance with Art. 728a para. 1 item 3 CO and PS-CH 890, we confirm that an
internal control system exists, which has been designed for the preparation of the
financial statements according to the instructions of the Board of Directors.
Furthermore, we confirm that the proposed appropriation of available earnings com-
plies with Swiss law and the Company’s articles of incorporation. We recommend
that the financial statements submitted to you be approved.
Ernst & Young Ltd
Tobias Meyer
Licensed audit expert
(Auditor in Charge)
Nicole Meister
Licensed audit expert
Annual Report 2023
145
Ratios and Key Figures
The financial highlights have been prepared on the basis of the CFA Society
Denmark “Recommendations & Ratios”, using the following definitions:
EBITDA margin
EBITA margin
EBIT margin
Free cash flow
Equity ratio
Return on equity
Basic earnings per
share (EPS basic)
Diluted earnings per
share (EPS diluted)
Dividend yield
Net-debt-to-EBITDA-
ratio
Earnings before financial items, taxes,
depreciation and amortization x 100
Revenue
Earnings before financial items, taxes,
and amortization x 100
Revenue
Earnings before financial items
and taxes x 100
Revenue
Cash flow from operations Capex
Equity excl.NCI x 100
Total assets
Net income excl.NCI x 100
Average equity excl.NCI
Net income excl.NCI x 100
Average number of shares outstanding
Net income excl.NCI x 100
Average number of shares diluted
Dividend x 100
Net income excl.NCI
Interest-bearing debt - cash and cash
equivalents
Earnings before financial items, taxes,
depreciation and amortization
Annual Report 2023
146
Structure
11
TRIFORK GROUP
Annual Report 2023
147
Structure
Trifork A/S
100.0%
Duckwise ApS
100.0%
Strongminds ApS
100.0%
Chapter 5 A/S
100.0%
CodeNode ApS
100.0%
Netic A/S
88.0%
Nine A/S
90.0%
Testhuset A/S
81.4%
Trifork Public A/S
100.0%
Trifork Security A/S
88.8%
Trifork Smart Device ApS
70.0%
Trifork Smart Enterprise A/S
100.0%
SAPBasis ApS
50.1%
Bookingplatform ApS
50.0%
Trifork AG
100.0%
Trifork Operations AG
100.0%
IBE AG
60.0%
Vilea GmbH
100.0%
Erlang Solutions Ltd.
86.9%
Erlang Solutions Hungary Õft.
100.0%
Erlang Solutions AB
100.0%
Erlang Solutions Inc.
100.0%
Erlang Solutions SP
100.0%
Trifork Ltd.
100.0%
OpenCredo Ltd.
100.0%
Code Node Ltd.
100.0%
The Perfect App Ltd.
100.0%
Trifork B.V
100.0%
Trifork Eindhoven B.V
100.0%
Trifork Academy Inc.
100.0%
Trifork US Inc.
95.0%
Trifork Academy and Software Solutions SL
100.0%
Trifork Portugal LDA
95.0%
Trifork Academy Pty Ltd.
100.0%
Trifork SPC
100.0%
Trifork Germany GmbH
100.0%
Vilea Austria GmbH
100.0%
Trifork Labs AG
100.0%
Trifork Labs ApS
100.0%
Bluespace Ventures AG
*
10.6%
&M
oney ApS
2
5.0%
Appdictive ApS
41.0%
F
rameo ApS
15.0%
Arkyn Studios Ltd.
47.1%
A
x
onI
Q
B.V
2
1.4%
C4
M
edia Inc.
9.8%
Container Solutions Group
6.
2
%
Dawn Holding ApS
32
.6%
Develco A/S
40.0%
Dryp A/S
2
1.8%
E
x
Seed Ltd.
2
8.0%
F
auna ApS
2
0.0%
F
eats ApS
5.0%
Implantica AG
0.1%
Ossmo ApS
23
.0%
Promon A/S
5.4%
TSBone ApS
2
5.0%
TSBThree ApS
3
5.7%
Unha
z
e ApS
15.1%
Upcycling
F
orum ApS
22
.7%
Visikon ApS
2
8.0%
X
CI Holding A/S
2
0.0%
Y
ouand
x
.com ApS
2
.
2
%
Trifork subsidiary
Trifork associated
Trifork Labs subsidiary
Trifork Labs investment
(fully impaired investments are excluded)
Trifork Holding AG
*
Trifork Labs AG will invest a second tranche bringing the ownership ratio to 14.
3
%
TRIFORK HOLDING AG
Neuhofstrasse 10
8834 Schindellegi
Switzerland
CHE-474.101.854
Denmark
Aalborg
Aarhus
Copenhagen
Esbjerg
Switzerland
Schindellegi
Zurich
The Netherlands
Amsterdam
Eindhoven
Germany
Flensburg
Austria
Vienna
Spain
Palma
Barcelona
Hungary
Budapest
Portugal
Lisbon
Sweden
Stockholm
Poland
Krakow
United Kingdom
London
Latvia
Riga
United States
Palo Alto
Seattle
Australia
Brisbane
Oman
Muscat
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