ANNUAL REPORT 2020 HOUSE OF CONTROL THE CFO’S BEST FRIEND Software as a Service solutions transforming financial and operational management Highly scalable business model delivering rapid subscription revenue (ARR) growth Visit our Investor Relations pages
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ANNUAL REPORT 2020
HOUSE OFCONTROL
THE CFO’S BEST FRIENDSoftware as a Service solutions transforming financial and operational management
Highly scalable business model delivering rapid subscription revenue (ARR) growth
Visit our Investor Relations
pages
CONTENTS4
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DISCLAIMER: This report includes forward-looking statements which are based on our current expectations and projections about future events. All statements other than statements of historical facts included in this report, including statements regarding our future financial position, risks and uncertainties related to our business, strategy, capital expenditures, projected costs and our plans and objectives for future operations, including our plans for future costs savings and synergies may be deemed to be forward-looking statements. Forward-looking statements are not guarantees of future performance. You should not place undue reliance on these forward-looking statements. In addition any forward-looking statements are made only as of the date of this notice, and we do not intend and do not assume any obligation to update any statements set forth in this notice.
«Looking ahead, we’ve taken several important steps to strengthen our ability to increase growth.»
Notes: In accordance with NGAAP, the excess value over booked equity in acquired companies is allocated to technology and customers contracts and amortized over a period of five and ten years respectively. Amortization amounting to NOK 9.3 million for 2020 would not be applicable under IFRS.
KEY FIGURESTHE GROWTH JOURNEY CONTINUED IN 2020
NOK 146m
NOK 128.4m
NOK 144.9m
NOK 5.0m
NOK 12.1m
ARR of
Revenue up 33% to
Proforma revenue of
EBITDA of
Proforma EBITDA of
Strong revenue growth and margin improvement for the full year
Acquired DinERP in July and Effectplan in December
Strengthened capital base and the organization for further growth and acquisitions in 2021
at the end of 2020 up 42%
with organic growth of 19%
including DinERP and Effectplan
NOK 350mshare issue in October
and NOK 10.2 million adjusted for special items
NOK 17.2 million adjusted for special items
NOK 198m
Committed capital and acqui-sition facility (CAF) increased
by NOK 168 million to
in December
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than before have chosen to buy shares in the company.
In December, we made our second acquisition: Swedish Effectplan International became part of House of Control, and their leading solution for budget-ing and forecasting was added to our portfolio.
House of Control has emerged stronger from the headwind in 2020. Think of what a little tail-wind can give us! Looking ahead, we’ve taken several important steps to strengthen our ability to increase growth:
• The financing of the company has never been better.• Research and development is better structured and works more purposefully than ever before.• Our meeting bookers have managed to improve “product- ivity” from an already high level.
• We have launched several new products aimed at our most important target group, the CFO, which we see im- proves both new sales and loyalty (net retention).• Sales in all markets are devel- oping strongly and show that we are scaling in line with our goals of increasing ARR from the current NOK 146 million to NOK 500 million in 2025.• And we continue to strengthen the organization with numer- ous new hires in all departments.
Lasse StenCEO
LETTER FROM THE CEOHard work, targeted incentives and products that provide add-ed uservalue in uncertain times. These are key reasons why we achieved very strong growth in 2020, a year in which we were listed on the stock exchange and made our first acquisitions.
House of Control is the CFO’s best friend. And the CFO really needs a best friend: The require-ments for complete overview and cutting costs are constant. New compliance requirements come every year or even more often, and the need for control is increasing. Digitization is both an expectation and a solution. Our Software as a Service (SaaS) solutions and our expertise strengthen the CFO and the finance department both opera-tionally and on a strategic level.
We often hear from customers that it is in uncertain times that our solutions really prove their value, because the tools give the
more digital. This was a crucial factor for us being able to grow the value of the subscription portfolio by 42 per cent in 2020. New sales in the second half of the year were 66 per cent higher than in the first half. And with less travel came less wear and tear on employees, lower costs and – not least – significantly increased efficiency at all levels.
While many vacationed during the summer weeks, our trans-action team worked hard to put in place the first acquisition in the company’s history when DinERP became part of House of Control. We went from 60 to 100 employees, and we increased the
company full control over future obligations. As one CFO told us, “where the ERP system gives me the history, you help me look ahead.” Again and again, we saw that our solutions were in demand in 2020. Already in June, we experienced the best new sales in a month ever. However, the record was broken twice in the fall – in October and Novem-ber.
The records are not only due to solutions fit for an uncertain business environment; just as important are the people here at House of Control. All employ-ees showed a formidable ability to make work processes even
portfolio of subscription reve-nues (ARR - Annual Recurring Revenue) by around 35 percent. Perhaps more importantly, the acquisition laid the foundation for a significant expansion of the product range. In the second half of the year, we rolled out in-house developed solutions for, among other things, purchasing, authority matrix, and customer and supplier portals.
In late summer, we decided to apply for admission to Merkur Market on the Oslo Stock Ex-change, today known as Oslo Euronext Growth. Interest in the shares was enormous - seven times what was available. The company was priced at NOK 1.2 billion when we were listed on 20 October. In the process, we also raised NOK 350 million, which will be used for strategic acqui-sitions of companies (see page 12 and 13 for more about our acquisition processes). Following the listing, even more employees
• ARR portfolio +42%
• 3 months with all time high new sales
• 2 corporate acquisitions
• Raised NOK 350 million for further acquisitions
• Listed on Oslo Euronext Growth
• Several new SaaS solutions launched
«All employees showed a formidable ability to make work processes even more digital. This was a cru-cial factor for us being able to grow the value of the subscription portfolio by 42 per cent in 2020.»
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Best-of-breedOur SaaS solutions are best-of-breed and take a customer-cen-tric approach: They offer users a sharper focus, are more effec-tive, and have a higher degree of user-friendliness than what is ordinarily offered by ERP, CRM and other enterprise systems. Other “competitors” are spread-sheets or simply paper docu-ments.
User value can be measured in cost savings; less time-consum-ing financial management pro-cesses; risk reductions and less dependency on key personnel; and a higher degree of control and corporate oversight.
The current portfolio of SaaS tools includes solutions for contract lifecycle management, IFRS 16 compliance, digital signature, authority matrix (delegated authority), procure-ment, customer communication, supplier communication, invoice management, budgeting, and forecasting.
Smart digitization Each of these solutions have effective functionalities when it comes to dashboards, analysis, and reporting. Thus, we are help-ing the CFO not only performing his or her financial and opera-tional challenges in a profoundly better way; we are also helping the CFO communicate better
with the board, management, and other parties.
Several of our solutions use ma-chine learning and artificial intel-ligence (AI) to improve efficiency as well as effectiveness. One example is our Assisted Contract Reader, which scans contracts and extracts meta data.
How we develop the CFO’s favorite toolsA common denominator for all our solutions is that they work on or alongside any incumbent enterprise systems, and we offer open and simple APIs. Imple-mentation is always easy and fast, with no need for a dedi-cated project team to get going
THIS IS HOUSE OF CONTROL
WHO WE ARE AND WHAT WE DO
House of Control is a tech company that specializes in developing soft-ware as a service (SaaS)solutions, mainly within the areas of finance and accounting. The CFO and the finance departments of medium-sized and large companies are the main target groups, and our software helps them improve financial and operational management.
FOUNDED
VIKING VENTURE
NOK 10m ARR
2006
2010
2015
GASELLE X5
2012-20
NOK 50m ARR
LAUNCHED IFRS 16SOLUTION
• 110 employees• NOK 146m ARR• Launched Complete Procure solution• Listing at Oslo Euronext Growth• Acquistion of DinERP and Effectplan
NOK 100m ARR
2017
2018
2019
30 EMPLOYEES2016
2020
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and reap the benefits. Intuitive interfaces and user-friendliness work to ensure that considerable and measurable ROI is reached soon after adoption.
How do we design our product portfolio? We are a custom-er-centric organization. Quite a few of the solutions you see in our current portfolio started with a customer discussion concern-ing a need or a wish for us to solve a common challenge. Other times, our solutions evolve from research looking further ahead – to needs not yet expressed by our customers.
No matter what the motivation for a new product, we always aim to develop our solutions rapidly, take risks, review our success-es and mistakes, continue, or abort our mission. Let us offer a simplified introduction to our product strategy.
When a “CFO need” is defined, we conduct research to identify whether there is a substantial market potential if served. Is it
was updated more than 70 times during 2020. Looking ahead, we expect that the progress made on optimizing R&D work process-es since the second half of 2020 will further streamline our work.
Why our Nordic roots matterOperating in the Nordics is a privilege for a company prepar-ing a European expansion. We believe that our home markets in Norway, Sweden and Denmark are ideal laboratories for SaaS solutions. To begin with, the Nordic countries have several characteristics that set them apart from many other parts
scalable? We also ask ourselves if solving the need will add “stickiness” to our existing prod-ucts; that is, will users get more and better reasons to remain our customer? Will it improve the CFO ecosystem?
In-house development, partnership or acquisition?As soon as a need is sufficient-ly qualified, it is time to start a process that will eventually lead to the launch of a new solution. How should the new solutions be developed? Should we use our in-house team of experts, enter into a partnership, or should we acquire a company that already has best-in-class technology within this area?
When House of Control was listed on Oslo Euronext Growth in October of 2020, we clearly communicated that the NOK 350 million capital raised in the process would be used for future acquisitions underpinning our growth targets of quadrupling the portfolio of annual recurring revenue before the end of 2025.
of the world. Among these, the region has some of the world’s highest cost of employment along with a unique degree of economic equality. This makes efficiency and effectiveness paramount: Keep the use of man hours at a minimum and trust highly educated people to do the work right.
From this point of departure, private and public organizations have sped up and strengthened digitization and the focus on core activities. One consequence is a relatively high degree of out-sourcing and use of subcontrac-
Our IFRS 16 compliance solution and the purchasing solution Complete Procure are concrete examples of this methodology. The IFRS 16 solution was devel-oped in-house when CFOs voiced the need for a tool to manage the new lease contract requirements that came into effect in 2019.
The Complete Procure tech-nology was developed on the basis of DinERP IP. Prior to the transaction, we had identified a need among CFOs to manage framework agreements and pro-curement in better ways. You can read more about this on page 16. Before any acquisition, we con-duct thorough Due Diligence pro-cesses that include deep dives into the target company’s IP.
We take a so-called DevOps ap-proach to developing all our solu-tions: We design our software to make future operations, up-grades, and support as smooth as possible. Once launched, our solutions are continuously upgraded. Complete Control, our most important solution so far,
tors. In addition, Nordic employ-ees are independent women and men, who often sign contracts and purchase things without asking their superior.
All this can easily lead to higher degrees of business risk due to dependency on key personnel – and costs you don’t really need. Our technology is designed to save time while maintaining con-trol, reducing risks, and keep-ing costs down. Our 1,300 plus customers are both embracing our solutions and challenging us to improve and expand.
«User value can be measured in cost savings; less time-consuming financial management processes; risk reductions and less depend-ency on key personnel; and a higher degree of control and corporate oversight.»
CHECK!
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When we added Effectplan’s solutions, we expanded our toolkit to include every item in the budget. This also comprises non-monetary forecasting, such as the amount of raw materials and the need for personnel.
There is significant growth potential through synergies from new sales, upsell and cross-sell to both new and existing cus-tomers.
Forecasting and budgeting solutions are in demand among our more than 1,300 existing customers. With this acquisition, we can offer a wider ecosystem of powerful and reliable solutions with an intuitive user interface.
This enables efficient processes and cooperation across loca-tions, departments and decen-tralized business units, with far superior performance to the spreadsheets and other manual processes many companies use today.
Effectplan’s solutions comple-ment and expand our strong eco-system of best-of-breed prod-ucts and solutions to facilitate operational management. We look forward to bringing these solutions to the market through our efficient Hunter and Custom-er Success teams.
At the time of the transaction, Effectplan had an Annual Recur-
ring Revenue portfolio of around SEK 4 million from subscription contracts with approximately 50 Nordic companies.
Prior to the transaction, Din-ERP specialized in developing software that simplifies and improves companies’ use of the global ERP system IFS. It includes solutions for e-com-merce, invoice management and – not least – apps used by employees outside the finance department where the work tasks create transactions in the ERP system.
DinERP was started in 2008 by three former employees of IFS in Norway. Since then, the company had grown to over 30 employees in Trondheim and Oslo. DinERP has customers in both the public and private sectors, in a variety of industries, across three continents. In 2019, DinERP had total sales of around NOK 33 million.
Chairman of the Board, Erik Fjellvær Hagen of Viking Venture, said:
“The world’s finance depart-ments are in the middle of extensive digitalization, driven by demands for efficiency as well as better performance. This trend opens a promising market for tools that support and expand the value a business gets from using the ERP system. DinERP and House of Control will be an organization that is excellently positioned to gain ground in this market. The product range is expanded and the pace of inno-vation gets a new gear.
When this is combined with the organization’s “track record” in commercialization, we are confi-dent that the new company will
create significantly greater value for customers and owners – in both existing and new markets.”
The transaction, completed in July, was carried out by the shareholders in DinERP receiving settlement in shares in House of Control.
During the fall, developers from dinERP were crucial when House of Control launched several new solutions, including Complete Procure, Authority Matrix, and B2B Portal. These are all Soft-ware as a Service solutions that can run on any ERP system.
DinERP AS – OUR FIRST ACQUISITION EFFECTPLAN INTERNATIONAL – A SWEDISH ACQUISITION
After 15 years of strong organic growth, we made our first acquisition in 2020. With DinERP joining the team, House of Control strengthened tech-nology development as well as preparing for a European expansion. In December 2020, we acquired Effectplan International AB through a
wholly owned subsidiary. The acquisition added stronger forecasting and budgeting software to the company’s toolkit and is a further step towards fulfilling House of Control’s vision to be The CFOs Best Friend.
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Digital Signature Authority Matrix
Complete Procure
Supplier Invoice
Supplier Portal
Effectplan
IFRS 16 SolutionComplete Control
OUR MAIN PRODUCTS AND SOLUTIONS
COMPLETE CONTROLComplete Control is a cloud-based SaaS solution that puts you in control of your contracts, liabilities, and assets. Users experience cost savings; less time-consuming financial management processes; risk reductions and less dependency on key personnel; and a higher degree of control and corporate oversight.
Main features include:• Cloud storage of all relevant contract documents• Easy to register central meta data for all contracts• Notifications before contract renewals and other due dates• Easy-to-use dashboard and reporting tool• Simple Excel import and export• Works with all ERP systems• Powerful add-ons and extra modules, including digital signature and a digital authority matrix
User benefits:• Cut unnecessary costs – positive impact on the bottom line• Be prepared before contracts expire – avoid unwanted renewals• Less dependency on key personnel• More certainty, more profit, less risk• Rapid and accurate budgeting• Enhance compliance and accounting• Well-structured due-diligence processes
Complete Control is our most popular solution. 1,300 customers are using it.
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IFRS 16 COMPLIANCEOur solution for assisting companies in complying with IFRS 16 requirements is sophisticated in terms of functionality. At the same time, it is both easy to use and effective for complying with the requirements - and more. Based on our own research as well as feedback from leading accounting experts, we believe our IFRS 16 solution is the best in Europe. Along with the Complete Control functionality it helps save time for CFOs, reduce risks associated with contract management and make financial management and compli-ance easier.
Main features include:• Calculation of balance sheet values• Calculation of depreciation• Quick and easy reassessment of changes in the agreement • Registration of extension options• Automatically created notes report• Automatic CPI adjustment• Automatic currency adjustment (daily)• Complete control of all contracts in the company, including residual obligations• Notice at the end of the contract, so that you can terminate or renegotiate• Several different formats for reporting - also at chart of accounts level• Easy import/export to Excel• Fast and precise budgeting of leasing contract values
THE ULTIMATE SOLUTION FOR FINANCIAL AND OPERATIONAL LEASES
Fast and accurate reporting
IFRS 16 &FINANCIAL
LEASES
COMPLETE PROCUREComplete Procure is your organization’s own web shop where employees purchase at a lower cost, paper-work is automatic, and the supplier does the routine work.
Complete Procure includes Catalogue Management with PunchOut functionality, fast search capabilities, and a workflow that is familiar to everyone. With Complete Procure your suppliers can import their cat-alogues and easily update their information, and the webshop only offers the products you have actually approved.
Complete Procure integrates seamlessly with any ERP system. The Purchase to Pay process is fully au-tomated, reducing the time your employees spend on it whilst ensuring data is always accurate and up to date. It automatically feeds your ERP system with the information it needs when it needs it – so you don’t have to.
Main features include:• WebShop with search, filtering and shopping cart corresponding to online stores in the private market• Own module for catalogue import and management• PunchOut support• Integration with ERP• Creation of purchase request from the shopping cart• Access control based on selected criteria – e.g. purchasing agreements and purchasing categories• Advanced and fast search
User benefits:• Better utilization of the framework agreements• Lower purchasing costs• Good link between purchasing and the finance / economics process• More efficient and precise invoice management• Lower costs, fewer errors• Seamless use of external online stores (PunchOut)• Better user experience, less administration, satisfied suppliers• No integration job (in contrast to external purchasing system)• Reduction of costs, less dependence on core personnel• Lower risk, reduced costs, easy maintenance
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EFFECTPLANEffectplan is a revelation for the Controller and the CFO. Effectplan is a budgeting and forecasting tool that enables you to easily and accurately create, manage and modify the budget. It is delivered alongside a streamlined, powerful, and centralized forecasting process which means Controllers and their teams are more effective and efficient. Instead, time is freed-up to focus on analysis and reconciliation under controlled conditions, despite advanced budget models.
Main features include:• Simple user interface, yet flexible with outstanding options for customization to your specific business• A tool that can also be used by employees outside the finance department, so that both ownership and knowledge of the budgets are strengthened• Intelligent consolidation of figures from various systems, which ensures better quality, through, among other features, strong traceability• More transparent budgets make it easier to see the big picture, as well as making budgets better tools for business management• An online budget that exists in one version, so you avoid the problems with different versions of the same Excel sheet• The fact that budgeting takes place in a common tool reduces the need to maintain budgets and forecasting processes• The SaaS tool integrates with your existing Business Intelligence system• Effectplan saves you time while improving your budget
Customer benefits are:• Faster budget process• Time saved on budget and forecast• Increases quality• Improves transparency• Increases cost awareness • Reduces consultant dependency• Creates understanding and ownership of budget and forecast• Provides unique simulation capabilities• Reduction of costs, less dependence on core personnel• Lower risk, reduced costs, easy maintenance
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Øyvind Robert Thorsen is the founder of EcoOnline and acted as CEO of EcoOnline for more than 16 years. During his time at EcoOnline, Thorsen led the company to becoming the largest software company for chemical documentation in the Nordics. Prior to founding EcoOnline, Thorsen was a Sales Director at the US computer manufacturer Compaq.
Øyvind Robert Thorsen Board Member
Jostein Vik is a partner in and co-founder of Viking Venture. He is passionate about technology and his expertise in business strategy and commer-cialization has time after time driven results for fast-growing software scale-ups. Vik has over 20 years of experience from the software industry.
Jostein Vik Board Member
MANAGEMENT TEAM
Lasse StenFounder & Chief Executive Officer
Rune StrandliChief Technical
Officer
Carl Fabian FlaatenChief Financial
Officer
Sara RingåsHR Manager
Siri Kjellevold VP Customer Success
Christian SandbeckWalther
Head of Mergers & Acquisitions
Christoffer BergstrømVP Sales
Einar RavndalMarketing &
Communications Director
BOARD OF DIRECTORS
Erik Fjellvær Hagen, Chair
Mr. Hagen is the Managing Partner and founder of Viking Venture. He has over 30 years of experience in the software industry and his background brings a dynamic combination of strategic, operational and entrepreneurial experience toall portfolio companies of Viking Venture. Mr. Hagen has previously worked at McKinsey & Company, Netcom GSM ASA, Schibsted and Arthur Andersen. He has an MCS in Computer Science from the Norwegian Institute of Technology and an MBA from INSEAD.
Thorstein Berg Board Member
Marius Haabeth Board Member
Thorstein Berg is an active seed capitalist and was one of the earliest investors in House of Control. In addition to his investment activities, Berg has extensive experience from the hotel and tourism sector. Berg holds a Master in Business and Eco-nomics from the University of Freiburg.
Marius Haabeth has extensive experience within financial management and business development, and also within real estate development. Haabeth has previously held positions within, inter alia, Skanska, Telenor, Basale and EMGS, in addition to several board positions. Haabeth holds degrees within business and marketing from both the BI Norwegian Business School and from University of Colorado Boulder.
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OUR 50LARGESTSHARE-HOLDERS
In 2015, Viking Venture aquired 55 percent of the shares in House of Control. After the listing in October 2020 they own 25 percent, and two of our board members – including the chairman – are Viking Venture partners.
Viking Venture invests in fast-growing software scale-ups. As an active investor, they believe in rolling up their sleeves together with entrepreneurs who want to scale. Their aim is to provide an outside perspective
through mentoring, guiding and coaching to help us succeed.
Simply put, Viking Venture’s sole purpose is to help Nordic software companies scale. The experienced team and their in-depth experience with software companies is as valuable as their capital. Viking Venture help com-panies like House of Control to:
• Get their business model right• Build a scalable, international sales organisation
• Accelerate growth through acquisitions• Recruit the right people• Get the financing we need
Viking Venture’s community of over 20 companies offers a unique environment for ex-changing knowledge, ideas and experiences, which we believe is key to realising our potential and succeeding internationally. This makes Viking Venture a highly valuable shareholder – not just financially.
OUR LARGEST OWNER – AND LONG-TERM TEAM PLAYER
THIS IS VIKING VENTURE
Shareholder % Number of Shares1 Viking Venture 7 AS 18.23 10,372,5002 Morgan Stanley & Co. LLC 14.45 8,221,6333 Bjørk Invest AS 5.00 2,843,9504 J.P. Morgan Bank Luxembourg S.A. 4.75 2,704,7995 State Street Bank and Trust Comp 4.47 2,544,4136 Dunvik AS 4.36 2,484,0007 Din ERP Holding AS 4.05 2,307,4508 Viking Venture 8 AS 3.95 2,247,4009 Danske Bank A/S 3.34 1,900,00010 J.P. Morgan Bank Luxembourg S.A. 2.65 1,507,32711 Goldman Sachs International 2.58 1,468,41012 Viking Venture 7B AS 2.46 1,401,70013 Skandinaviska Enskilda Banken AB 2.09 1,188,99514 Verdipapirfondet DNB SMB 1.89 1,078,26515 Danske Bank A/S 1.84 1,050,00016 The Northern Trust Comp 1.76 1,001,21417 J.P. Morgan Bank (Ireland) PLC 1.62 924,01118 Banque De Luxembourg S.A. 1.51 859,39919 Clearstream Banking S.A. 1.16 662,00020 Goldman Sachs & Co. LLC 1.10 623,64921 Nikfan AS 0.97 549,60022 Citibank, N.A. 0.96 547,49623 J.P. Morgan Bank Luxembourg S.A. 0.92 520,95224 JPMorgan Chase Bank, N.A. 0.79 450,00025 Toluma Norden AS 0.79 450,00026 Fiwe AS 0.75 424,10027 Fat City AS 0.65 367,79628 J.P. Morgan Bank Luxembourg S.A. 0.64 361.97929 Øyvind Robert Thorsen 0.61 346,60030 The Bank of New York Mellon SA/NV 0.56 318,31231 Vicama Capital AS 0.49 279,00032 Stian Fladby 0.44 247,80033 Viking Venture AS 0.42 236,70034 Akkar Invest AS 0.40 227,10035 Tonje Ettesvoll 0.39 221,40036 BNP Paribas 0.34 195,12937 Rune Aslaksens dødsbo 0.33 190,60038 Pål Martin Skjold 0.32 184,70039 Mikla Invest AS 0.32 181,81740 Hans-Erik Wærsted 0.29 164,65041 Melesio Invest AS 0.26 150,00042 Morten Jærv Wang 0.24 138,60043 Songa Capital AS 0.24 135,00044 Oma Invest AS 0.22 125,00045 Marianne Harr 0.19 108,75046 Pescara Invest 0.18 100,00047 Intertrade Shipping AS 0.18 100,00048 Mindpoint AS 0.15 86,85049 Kathrine Resch-Knudsen 0.14 80,95050 Avanza Bank AB 0.14 77,967
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+1 225 000FILES REGISTERED
+31 000ACTIVE USERS
NOK 200bnCONTRACT VALUE
MANAGED
+150 000ASSETS REGISTERED
GLOBAL FOOTPRINTUsers in 63 countries
DIVERSIFIED CUSTOMER BASE WITH NO RELIANCE ON ANY SINGLE INDUSTRY, COUNTRY NOR CUSTOMER
!
Retail &HoReCa
20%
Private Sector Services
17%
PublicSector
17%
Industry & Transportation
16%
IT & Telecom
8%
Construction8%
Financials5%
Utilities 5%Resources 2% Real estate 3%
Customers+ 1 300
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OUR GROWTH JOURNEY
Revenues ARR
45 44
2016 2017 2018 2019 2020
5258
71
8394
102
125
146
2006-2013
Entrepreneurial development and proof of concept
Professionalize/organize
Geographical expansion
Organic and inorganic growth
2014-2016 2017-2019 2020
Focus on security labelling and software for control over ICT equipment. Busi-ness focus was later transferred to asset, contract and liability management software.
Founded on a proven concept and a scalable organization, growth has accelerated in both existing and new markets.
After a successful proof of concept, HoC started building a pro-fessional, modern and agile SaaS organization ready to take on future growth in collaboration with Viking Ventures.
• Verified entry model with strong growth momentum in Sweden and Denmark • Several attractive European market opportunities
• Large market potential in the Nordics • Huge growth opportunities from growing penetration in existing markets• No clear-cut competitors and weak substitutes
• Selling the DinERP and Effectplan offerings to existing customers• Upsell to existing customers a key growth driver
• Recent acquisitions demonstrate value-adding M&A ability• Identified several attractive M&A opportunities to accelerate growth
Proven growth avenues2025 ambitions
Annual Recurring Revenue (ARR)
Organic ARR growth
Net retention rate
EBITDA margin
Fulfilling our vision
NOK 500m+
110%
30% 2020-2025
40%
The CFO’s best friend® Providing financial control and facilitating
optimization of business processes
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italized to the House of Control AS, DinERP AS and Effectplan International AB balance sheets with a 5 years straight line de-preciation plan.
The Group’s ability to self-fi-nance investments is good after the IPO and subsequent listing on Euronext Growth in October, with a NOK346.7m liquidity re-serve at the end of the year.The Group’s financial position is sound and adequate to settle short-term debt at the end of the year with cash on hand.
Total assets in House of Control Group AS at year-end amounted to NOK500.8m compared toNOK150.2m last year. The equity ratio was 82.0% compared to 31.6% the year before. Total assets in the Group at year-end amounted to NOK540.0m com-pared to NOK167.6m last year. The equity ratio was 64.3% com-pared to -0,2% the year before.
Business outlookThe Group’s current operations are primarily focused on the Nor-dic market, the Group also has afoothold in other European coun-tries including Germany, France, the UK and Australia.
Continued growth estimates are based on four growth pillars: a) Increased penetration in anunderpenetrated Nordic mar-ket with no direct competitors, b) Upsell of the exiting product portfolio that has been signif-icantly strengthened by the acquisition of DinERP AS and Effectplan International AB, c) Continued M&A activities to further strengthen the product offering and unlock synergies from cross-selling and up-selling to acquired customer portfolios, d) European expansion. There is a large potential in Europe for House of Control, additional val-ue can be extracted by levering our experience in this market.
The Group commissioned a mar-ket sizing study from Arkwright Research which estimate the total addressable market for existing solutions in the Nordics to approximately NOK9b, more than 60 times greater than the Group’s currently contracted annual recurring revenues. The report further finds that this ad-dressable market is underpene-trated, and that House of Control pursues the market opportunity with limited direct competition.The Group has established a
THE BOARD OF DIRECTORS’ REPORT 2020 FOR HOUSE OF CONTROL GROUP AS
Operations and locationsOur vision is to be the CFO’s best friend®, providing financial con-trol and facilitating optimization of business processes.
House of Control develops and sells software as a service (“SaaS”) solutions. The main product is Complete Control, which is used for managing con-tracts and assets, including the contracts’ financial implications for budgeting and reporting. Complete Control has several modules and add-ons, including compliance with IFRS 16 (Finan-cial Leases) requirements, HR management, digital signatureand price index adjustments. The user value is derived from cut-ting costs, saving time, reducingbusiness risk and dependency on key personnel.
After acquiring DinERP AS and Effectplan International AB in 2020, House of Control has expanded its product scope significantly. DinERP AS devel-ops and sells SaaS applications for integration with enterprise resource planning systems. The products are mainly focused on purchasing processes, suppli-er and B2B customer portals.
conducts business from offices in Copenhagen.
Comments related to the financial statementsHouse of Control Group AS op-erates as a holding company, all external sales and service offer-ings in the Group are conducted in the subsidiaries.
The revenues in House of Control Group AS are related to intra group management services andamounted to NOK0.4m for the year compared to NOK0.8m in 2019. Total operating expenses for the year of NOK3.2m arise from Board remuneration and transaction costs, compared to NOK5.5m in 2019.
Net cash flow from operating activities of NOK-43.4m includes non-cash transactions of NOK-41.0m listed under “Changes in other current balance sheet items”. These transactions are related to Group restructuring, including the establishment of Midco, and transporting of inter-nal balances within the Group.
Operating profit for the year is NOK-2.8m compared to NOK-4.7m for 2019. Net profit for the
Effectplan International AB develops and sells SaaS applica-tions for budgeting, planning and forecasting processes.
The Chief Financial Officer of an organization constitutes the typical decision maker and customer.
The Group consists of the parent company House of Control Group AS, its wholly owned subsidiaryHouse of Control Midco AS with its wholly owned subsidiaries House of Control AS, House of Control Denmark A/S, DinERP AS and Effectplan International AB. House of Control AS has a branch in Sweden, House of Control Filial Sverige.
House of Control Group AS, House of Control Midco AS and House of Control AS conducts business from the Group’s headquarters at Høvik, Norway. DinERP AS conducts business from the Group’s headquarters at Høvik and its own development office in Trondheim, Norway. House of Control Filial Sverige and Effectplan International AB conducts business from shared offices in Stockholm, Sweden. House of Control Denmark A/S
year is NOK-10.4m compared to NOK-5.2m for 2019.
DinERP AS and Effectplan Inter-national AB have been included in the Group’s consolidated accounts
from July and December respec-tively, in line with the closing dates of the acquisitions.
The Group’s revenues increased from NOK93.8m in 2019 to NOK124.8m in 2020. Net cash flow from operating activities amounted to NOK-5.6m. Operat-ing profit for the year is NOK-17.7m compared to NOK-16.9m for 2019. Net profit for the year is NOK-26.0m compared to NOK-18.1m for 2019.
The financial loss is mainly driven by a substantial increase in personnel and other costs re-lated to positioning for continued growth. The Group has stayed true to its strategy of focusing on growth over profitability. The underlying profitability of the business is strong.
Research and development costs in the Group amounted to NOK17.0m. These costs are cap-
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The Discrimination Act’s ob-jective is to promote gender equality, ensure equal opportu-nities and rights, and to prevent discrimination due to ethnicity, national origin, descent, skin color, language, religion and faith. The Group is working actively, determined and systematically to encourage the act’s purpose within our business. Included in the activities are recruiting, salary and working conditions, promotion, development oppor-tunities and protection against harassment.
The Group also aims to be a workplace with no discrimination due to reduced functional ability
Høvik, 3 February 2021The board of House of Control Group AS
Erik Fjellvær HagenChairman of the board
Thorstein BergMember of the board
Lasse StenGeneral manager
Øyvind Robert ThorsenMember of the board
Jostein VikMember of the board
Marius HaabethMember of the board
and is working actively to design and implement the physical con-ditions in such a manner that as many as possible can utilize the various functions.
Environmental impactThe Group’s operations are not regulated by licenses or imposi-tions.
Environmental impacts from the Group’s operations are low. We focus our measures to combatglobal warming where we have the biggest impact: running our own offices energy efficiency and reducing business travel.
strategy and five-year plan through the year 2025, which is expected to provide a basis for continued growth and income development.
COVID-19 business impacts: The Group was negatively affected by the COVID-19 outbreak in Q1 andQ2. Sales meetings were can-celled or postponed, and churn levels increased. Q3 and Q4 de-veloped positively compared to expectations in the early phase of the pandemic as we saw improving market conditions, in-creased interest for our offerings and maintained high prospecting and sales activity. All time high monthly new-sales records in June, October and November coupled with a sharp reboundin renewal rates for Q4 support our belief that the worst busi-ness impacts related to the pandemic are behind us. This is also supported by previous expe-rience from the financial crisis in 2007-2009 where we saw increased demand for our solu-tions as companies increased their focus on cost andcommitments. However, we remain vigilant and are closely monitoring the situation and development of the ongoing pandemic to assess business risk and implement appropriate measures moving forward.
Financial riskOverall view on objectives and strategy
yearly in advance. Liquidity risk is perceived to be low.
Going concernThe Board of Directors and the General Manager confirm that the going concern assumption has been applied in preparing the annual accounts. The Group has been characterized by fa-vorable sales developments and adequate equity for several years and are well placed to continue such positive developments.
Allocation of net incomeThe Board of Directors has pro-posed to allocate the net losses in House of Control Group AS and the Group to Other equity.
The working environment and the employeesHouse of Control Group AS does not have any employees, all employees in the group are hired in the subsidiaries.358 leave of absence days due to illness were registered in the Group over the financial year. This represents 1.9% of total working hours for the year. 159 days (0.9%) were related to short-termabsence, 200 days (1.1%) were related to long-term absence.
No incidences or reporting of work-related accidents resulting in significant material damage orpersonal injury occurred during the year.
The Group’s goal is to reduce the financial risk as much as possi-ble. The current strategy does not include the use of financial instruments. This is however, continuously being assessed by the Board of Directors. House of Control currently has a policy to refrain from fixing interest rates on long-term loans.
Exchange rate riskExchange rate risk in the Group is limited with the current geo-graphic footprint. The currency baskets for revenue and oper-ating costs are well balanced as the Danish and Swedish entities receive revenue and incur cost in local currencies. The Group’s interest-bearing debt is in NOK, as is most of its revenues and operational expenses.
Credit riskThe risk for losses on receivables is perceived to be low, the Group has not yet experiencedsignificant losses on receivables.
Exposure to industry and compa-ny specific risk is perceived to be low. The horizontal nature of theGroup’s offering provides a highly diversified customer base with regards to industries and sectors. The 5 largest customers represent less than 10% of total revenues.
Liquidity riskThe Group’s liquidity is good, recurring revenues are invoiced
The working environment is per-ceived to be good, and efforts for improvements are made on acontinuous basis. The group has a well-qualified staff and is recognized as an attractive employer.
Equal opportunities and discriminationThe Group aims to be a work-place with equal opportunities and has included in its policiesregulations to prevent gender discrimination regarding salary, promotion and recruiting.
The Group has a total of 110 employees, of which 28 (26%) are women.
Digitally signed with technology from House of Control
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CONSOLIDATED FINANCIAL STATEMENTSHOUSE OF CONTROL GROUP AS
-31 011 105 0 Cost related to share issuance -31 011 105 0
299 981 740 77 212 673 NET CASH FLOW FROM FINANCING ACTIVITIES 293 828 416 78 300 173
Exchange gains/(losses) on cash and cash equiv-
alents
217 353
256 592 772 63 714 756 Net change in cash and cash equivalents 265 071 144 69 174 925
63 980 641 265 885 Cash and cash equivalents at 01.01 81 608 652 12 433 727
320 573 413 63 980 641 CASH AND CASH EQUIVALENTS AT 31.12 346 679 796 81 608 652
Parent company Group
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Basis for preparation The consolidated financial statement has been prepared in accordance with the Norwegian Accounting Act of 1998 and the generally accepted accounting principles (GAAP) in Norway. Use of estimates The preparation of the financial statements requires manage-ment to make estimates and assumptions that affect the reported amounts in the profit and loss statement, the meas-urement of assets and liabilities and the disclosure of contingent assets and liabilities on the bal-ance sheet date. Actual results can differ from these estimates. SubsidiariesSubsidiaries are measured to cost in the company accounts. The investment is measured as the cost of acquiring shares in the subsidiary, providing that a write down is not required. Write down to fair value will be carried out if the reduction in value is caused by circumstances which may not be regarded as inciden-tal, and deemed necessary by generally accepted accounting principles. Write downs are reversed when the cause of the initial write down are no longer present.
The Subsidiaries are all enti-ties (including special purpose entities) where the Group has control to govern the financial and operating policies, generally accompanying a shareholding of more than 50% of the voting rights. The existence and effect of potential voting rights cur-rently exercisable or convertible are considered when assessing whether the Group controls another entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are de-consoli-dated as of the date the control ceases.
The purchase method of ac-counting is applied to account for the acquisition of subsidiar-ies by the Group. The cost of an acquisition is measured at fair value of the assets given, equity instruments issued or liabilities incurred or assumed at the date of exchange, plus costs directly attributable to the acquisition. Identifiable assets acquired and liabilities and contingent liabili-ties assumed in a business com-bination are measured initially at their fair value on the date of acquisition, irrespective of the extent of any minority interest.
Inter-company transactions,
balances and unrealized gains on transactions between group companies are eliminated. Unre-alized losses are also eliminated but are considered an impair-ment indicator of the asset transferred. Accounting poli-cies of subsidiaries have been changed whenever necessary to ensure consistency with the poli-cies adopted by the Group.
Translation differences of foreign subsidiariesTranslation of the financial statements occurs with the use of the daily rate, in such a way that the balance sheet is translated at the balance sheet date and the income statement is translated at an average rate. Any significant transactions are translated at the transaction date rate. All translation differ-ences are recognized directly in equity. Revenue recognition Revenue comprises the fair value of the consideration received or receivable for the sale of servic-es in the ordinary course of the Group’s activities. Revenue is shown as the net of value-add-ed tax, returns, rebates and discounts and after eliminated sales within the Group. Revenue is recognized to the extent that it is probable that the economic
benefits will flow to the Group and the revenue can be reliably measured.
Software initialization fees Revenue is recognized at the time of delivery, and when the significant risks and benefits associated with the ownership of the license sold have passed to the buyer and can be reliably measured. The software will not be delivered before the customer has signed a contract, which cor-responds to the date on which the software is made available to and can be used by the custom-er.
Software license fees Revenue from license fee contracts is recognized on a straight-line basis over the appli-cable contract period. Contract periods of 1 year or shorter are classified as short term liabili-ties.
Rendering of servicesRevenues in connection with services rendered with respect to the delivery of standard soft-ware, including installation and implementation, are recognized as the services are delivered. Revenue from support and other consulting services is recognized when the services are per-
formed. Research and developement Expenses relating to research activities are recognized in the income statement as they occur. Expenses relating to develop-ment activities are capitalized to the extent that the product or process is technically and commercially viable and the Group has sufficient resources to complete the development work. Expenses that are capitalized include the costs of materials and external suppliers, direct wage costs and a share of the directly attributable common ex-penses. Capitalized development costs are recognized at their cost minus accumulated amor-tization and impairment losses. Capitalized development costs are amortized on a straight-line basis over the estimated useful life of the asset. Balance sheet classification Current assets and current liabilities include items which fall due for payment within one year after time of acquisition. Other entries are classified as fixed as-sets and/or long term creditors.
Current assets are valued at the lower of acquisition cost and fair value. Short term creditors are
recognized at nominal value.
Fixed assets are valued by the cost of acquisition, in the case of non incidental reduction in value the asset will be written down to the fair value amount. Long term creditors are recognized at nominal value. Cash and cash equivalents Cash and cash equivalents in-clude cash on hand, short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value and short term deposits with an original maturity of three months or less. Restricted cash related to withholding tax from employees is included as cash and cash equivalents.
Trade and other receivables Trade and other receivables are initially recognized at the orig-inally invoiced amount, where this approximates fair value, less allowance for impairment. An al-lowance for impairment of trade and other receivables is estab-lished when there is objective evidence that the Group will not be able to collect all amounts due according to the original terms of the receivables. The allow-
NOTES TO THE ACCOUNTS FOR 2020
NOTE 1 - ACCOUNTING PRINCIPLES
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HOUSE OF CONTROL GROUP - ANNUAL REPORT 2020
ance amount is the difference between the asset’s carrying amount and the present value of estimated future cash flows dis-counted at the original effective interest rate. The amount of the allowance is recognized in the income statement.
Property, plant and equipment Property, plant and equipment is capitalized and depreciated over the estimated useful economic life. Direct maintenance costs are expensed as incurred, where-as improvements and upgrading are assigned to the acquisition cost and depreciated along with the asset. If carrying value of a non current asset exceeds the estimated recoverable amount, the asset is written down to the recoverable amount. The recov-erable amount is the greater of the net selling price and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value.
Intangible assetsIntangible assets are stated at historical cost less depreciation and adjustments for impair-ment losses. Depreciations are charged to the income statement using a straight-line method over estimated utilized lifetime.
Pension The company operates a defined contribution pension plan. With a defined contribution plan the company pays contributions to an insurance company. After the contribution has been made the company has no further commit-ment to pay. The contribution is recognized as payroll expenses. prepaid contributions are reflect-ed as an asset (pension fund) to the degree the contribution can be refunded or will reduce further payments. Currency translation Functional and presentation currency The Group’s presentation currency is Norwegian Kroner, which is also the functional currency of the parent company. For consolidation purposes, the balance sheet figures for subsid-iaries with a different functional currency are translated at the rate applicable at the balance sheet date and their income statements are translated at the exchange rate prevailing at the date of transaction. As an approximation, the monthly aver-age exchange rates are applied in translating the income state-ments. Exchange differences are recognized in equity. When foreign subsidiaries are disposed of, the accumulated exchange differences relating to the sub-
sidiary are recorded as income. Transactions and balances Transactions in a currency other than the functional currency (‘foreign currency’) are trans-lated into the functional cur-rency using the exchange rates prevailing at the date of trans-actions. Currency translation gains and losses resulting from the settlement of such transac-tions and from the translation of financial year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognized in the income statement.
Income tax The tax expense consists of the tax payable and changes to deferred tax. Deferred tax/tax assets are calculated on all differences between the book value and tax value of assets and liabilities. Deferred tax is calcu-lated as 22 percent of temporary differences and the tax effect of tax losses carried forward. Deferred tax assets are record-ed in the balance sheet when it is more likely than not that the tax assets will be utilized. Taxes payable and deferred taxes are recognized directly in equity to the extent that they relate to equity transactions.
Share Capital Ordinary shares are classified as equity. Incremental costs direct-ly attributable to the issueof new shares or options are shown in equity as a deduction, net of tax, from the proceeds. Where any group company purchases the company’s equity share capital (treasury shares), the consider-ation paid, including any directly attributable incremental costs (net of income taxes) is deduct-ed from equity attributable to the company’s equity holders until the shares are cancelled or reissued. Cash flow statement The cash flow statement is pre-sented using the indirect meth-od. Cash and cash equivalents includes cash, bank deposits and other short term highly liquid placement with original maturi-ties of three months or less.
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NOTE 2 – BANK DEPOSIT
Parent company Group
2020 2019 2020 2019
0 0 Employees tax deduction, deposited in a separate bank account
The general manager is remunerated from House of Control AS.
The general manager has a bonus agreement. For 2020 the bonus payment amounted to NOK 2,400,000. The general manager also received an extraordinary transaction bonus payment of 2,000,000 at com-pletion of the listing on Euronext growth. The notice period for the general manager is 6 months, with a termination payment agreement of 12 months.
No loans/secureties have been granted to the general manager, the board or other related parties.
Expensed audit fee: Parent company
Group
Statutory audit fee 93 000 436 898
Other assurance services 319 250 411 050
Other assistance 0 81 984
Total 412 250 929 932
VAT is not included in the figures of auditor’s fee.
NOTE 3 – REVENUE
NOTE 4 – WAGE COSTS, NUMBER OF EMPLOYEES, REMUNERATION, LOANS TO EMPLOYEES AND AUDITOR’S FEE
11 331 421 833 852 Interest on long term debt 11 804 671 1 749 353
4 955 0 Currency loss 1 007 057 1 137 273
0 0 Financing cost factoring 2 742 793 3 010 392
0 150 Other financial expenses 359 574 68 979
11 336 376 834 002 Total 15 914 094 5 965 996
The Group has a factoring agreement. Under this arrangement, the Group has transferred the relevant receivables to the factor in exchange for cash. However, the credit risk related to the outstanding ac-counts receivable, is retained. The group therefore continues to recognize the transferred assets in their entirety in its balance sheet. Any prepayments under the factoring agreement is presented as debt.
NOTE 6 – SPECIFICATION OF OTHER OPERATING EXPENSES
NOTE 7 – SPECIFICATION OF FINANCIAL ITEMSNOTE 5 – PENSIONS
Parent company and GroupThe company is required to have an occupational pension scheme in accordance with the Norwegian law on required occupational pension (“lov om obligatorisk tjenestepensjon”). The company’s pension scheme meets the requirement of this plan. All employees are included in the pension scheme.
Net book value at 31.12. 1 157 383 75 028 059 37 589 065 26 507 237 140 281 745
Depreciation for the year 129 617 12 863 904 4 063 886 5 265 492 22 322 899
Amortization plan Linear Linear Linear Linear
Useful economic life 5 years 5 years 10 years 5/10 years
Group
Tangible assets Fixtures and fittings,
tools, office machinery
Total
Acquisition cost at 01.01. 1 194 394 1 194 394
Acquisition cost 31.12. 549 330 549 330
Acquisition cost 31.12. 1 743 724 1 743 724
Acc.depreciation 31.12. 797 442 797 442
Net book value 31.12. 946 283 946 282
Depreciation for the year 329 768 329 768
Amortization plan Linear
Useful economic life 3-5 years
Additions from business combinations includes intangibles from the company accounts of the acquired companies DinERP AS and Effectplan AB.
The acquisition cost at 01.01 of customer contracts and acquired technology is related to the acquisition of House of Control AS in 2013. The acquired technology is derived from the two products Complete Control and Telecontrol that are based on software owned and developed by House of Control AS. Both prod-ucts are based on the same core technology. Customer contracts and technology from this acquisition is written down over 10 years. For customer contracts, this is based on an observable churn of 10%, which indicates a 10 year depreciation period. For the acquired technology, the 10 year depreciation period is jus-tified based on expected future usage of the original technology, where new modules and versions based on the acquired technology is expected to generate revenue for the company for at least 10 years.
Additions to acquired customer contracts and acquired technology in 2020 is related to the acquisitions of DinERP AS and Effectplan AS. Acquired customer contracts is written down over 10 years based on an expected churn of 10%. The acquired technology is written down over 5 years based on the expected reve-nue generation from the existing technology platforms and future investment requirements.
Additions to data analytics platform and web platform includes capitalization of internally generated intan-gible assets.
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NOTE 10 – INVESTMENT IN SUBSIDIARIES
NOTE 14 – LONG TERM LIABILITIES
Company name Office Ownership & voting rights
Profit or loss 2020*
Equity 31.12.
Book value 31.12.
House of Control Midco AS Norway 100 % -105 614 142 696 544 142 806 503
House of Control AS Norway 100 % 2 366 253 15 754 741 69 400 064
Effectplan AB Sweden 100 % -320 552 269 524 6 982 186
* Profit or loss included from the date of acquisition for companies acquired during the year.
House of Control Midco AS is wholly owned by House of Control Group AS. The rest of the group companies are wholly owned by House of Control Midco AS.
“DinERP AS and Effectplan AB was acquired in 2020. The purchase price of DinERP AS (MNOK 48,6) was settled by issuance of shares in House of Control Group AS. All subsidiaries of House of Control Group AS was later transferred to the newly established company House of Control Midco AS as part of a reorgani-zation. The purchase price of Effectplan AB consists of a combination of cash (MNOK 2,8) and an earn-out (MNOK 3,6). The earn-out is calculated based on the present value of future payments to be made in 2022 and 2023. The earn-out has a maximum value of MSEK 4, and the company expects to pay the full amount. The earn-out is presented as a long-term provision as of 31.12.2020. Transaction costs related to the acquisitions have been capitalized as part of the purchase price. DinERP AS have been consolidated in the group accounts as of 1 July 2020. Effectplan AB have been con-solidated in the group accounts as of 1 December 2020.
The group have no liabilities due in more than 5 years.
NOTE 11 – INVENTORIES
NOTE 12 – SPECIFICATION OF SHORT-TERM RECEIVABLES
NOTE 13 – INTERCOMPANY TRANSACTIONS AND BALANCES
Parent company Group
2020 2019 2020 2019
0 0 Finished goods 187 552 218 750
0 0 Total 187 552 218 750
Finished goods are inventories of security label stickers. Approximately 50 customers uses the stickers to security mark PC’s, phones, and other relevant equipment.
Sales costs that are incremental and directly related to the acquisition of customer contracts are capi-talized. Capitalized sales costs are amortized over the average initial contract length of 33 months, and expensed as payroll.
Parent company Group
2020 2019 2020 2019
Transactions with group companies:
369 908 833 852 Sales of goods and services 0 0
369 908 833 852 Interest expense 0 0
Intercompany balances with group companies:
28 559 040 0 Other short-term receivables 0 0
0 22 795 667 Other short-term liabilities 0 0
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NOTE 15 – COLLATERALS AND GUARANTIES
Parent company Group
2020 2019 2020 2019
Book value of liabilities with pledged securities:
In addition to the facilities above, the Group has an interest bearing loan from Innovasjon Norge of NOK 3,470,500 with the following payment schedule:
Year Amount
2021 1 250 000
2020 1 250 000
2023 937 500
TOTAL 3 437 500
Parent company
Terms and payment schedule
Currency Nominal interest rate
Year of maturity
Face Value
Facility B NOK NIBOR+7,5% 2024 82 000 000
CAF Facility NOK NIBOR+7,5% 2024 20 000 000
Total interest bearing loans as of December 31 102 000 000
Capitalized costs -14 655 922
Closing balance as of December 31 87 344 078
The FacilitiesHouse of Control Group AS entered into a loan agreement with AshGrove Capital 9 December 2019 to secure financing for organic and inorganic growth activities. The agreement provides two facilities: a loan facility of MNOK 82, which was utilized at closing 18 December 2019, and a committed Capital and Acquisition Facility (CAF) of MNOK 50. The Company drew MNOK 20 on the CAF 9 September 2020 to refinance pre-existing debt in DinERP following the acquisition in July 2020.
The agreement was amended and restated in December 2020 to reflect a MNOK 168 increase in the CAF, raising total commitment from AshGrove for this facility from MNOK 50 to MNOK 218. MNOK 198 remains available for utilization at Company’s discretion under the CAF per 31.12.2020.
The repayment profile for the facilities shall be a bullet repayment 18 December 2024.
Interest The rate of interest on each Loan for each Interest Period is the percentage rate per annum which is the aggregate of the applicable Margin, ranging from 7.5 % p.a. to 6.5 % p.a. depending on the current leverage ratio, and NIBOR with a floor of 1 % p.a.
Borrower is entitled to capitalize part of the interest accrued during Interest Periods, separate rates of inter-est applies to such capitalized PIK interest.
Transaction costs Borrowings are recognized net of transaction costs incurred. These are expensed as part of the interest cost.
Fees paid on the establishment on loan facilities are recognized as transaction costs of the loan to the extent that it is probable that some or all of the facility will be drawn down. In this case, the fee is deferred until the draw-down occurs. To the extent there is no evidence that it is probable that some or all of the facility will be drawn down, the fee is capitalized as a prepayment for liquidity services and amortized over the period of the facility to which it relates.
Security As Security for the Facility B and CAF Facility loan, the Group has pledged all material assets including, but not limited to shares in subsidiaries, bank accounts, intercompany receivables, intellectual property, trade receivables and inventory. Financial Covenants The facility loan is subject to covenant restrictions. The most importaint being: Recurring revenue ratio (the ratio of total debt to recurring revenue for that relevant period)Leverage ratio (the ratio of total debt to pro forma EBITDA)
The company will report on recurring revenue ratio untill 31 december 2022. After that the company will report on leverage ratio.
The Company has satisfactory covenant headroom per 31 December 2020.
NOTE 16 – INCOME TAXES The deferred tax assets from the Norwegian group companies are included in the balance sheet on the basis of future income, primarily from House of Control AS which is generating a profit in 2020 and is expected to generate considerable taxable profits in the coming years. The Norwegian group companies will be able to consolidate their taxable profits through group contributions and utilize the accumulated loss carryforward from other group companies.
In addition, a tax asset of NOK 539,566 from loss carryforward in Effectplan AB has been recognized in the balance sheet based on a separate assessment of the company’s future income.
Skattefunn: DinERP AS is eligible for public grants in form of contribution from the Skattefunn scheme.
The calculated grant from Skattefunn for 2020 entails a deduction in tax payable of MNOK 1,7. The amount is recognized as a short-term receivable as of 31.12.2020 as the company does not have a taxable profit. The public grant is recognized as a reduction in capitalized intangible assets according to Norwegian GAAP.
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NOTE 18 – SHARE CAPITAL AND SHAREHOLDER INFORMATION
List of major shareholders at 31.12. Shares Ownership share Voting rights
VIKING VENTURE 7 AS (Chairman of the board) 10 372 500 18 % 18 %
Morgan Stanley & Co. LLC 8 221 633 14 % 14 %
BJØRK INVEST AS (Board Member) 2 843 950 5 % 5 %
J.P. Morgan Bank Luxembourg S.A. 2 704 799 5 % 5 %
State Street Bank and Trust Comp 2 544 413 4 % 4 %
DUNVIK AS (CEO) 2 484 000 4 % 4 %
DIN ERP HOLDING AS 2 307 450 4 % 4 %
VIKING VENTURE 8 AS 2 247 400 4 % 4 %
Danske Bank A/S 1 900 000 3 % 3 %
J.P. Morgan Bank Luxembourg S.A. 1 507 327 3 % 3 %
PricewaterhouseCoopers AS, Dronning Eufemias gate 71, Postboks 748 Sentrum, NO-0106 Oslo T: 02316, org. no.: 987 009 713 VAT, www.pwc.no State authorised public accountants, members of The Norwegian Institute of Public Accountants, and authorised accounting firm
To the General Meeting of House of Control Group AS
Independent Auditor’s Report
Report on the Audit of the Financial Statements
Opinion
We have audited the financial statements of House of Control Group AS, which comprise:
• The financial statements of the parent company House of Control Group AS (the Company), which comprise the balance sheet as at 31 December 2020, the income statement and cash flow statement for the year then ended, and notes to the financial statements, including a summary of significant accounting policies, and
• The consolidated financial statements of House of Control Group AS and its subsidiaries (the Group), which comprise the balance sheet as at 31 December 2020, the income statement and cash flow statement for the year then ended, and notes to the financial statements, including a summary of significant accounting policies.
In our opinion:
• The financial statements are prepared in accordance with the law and regulations.
• The accompanying financial statements give a true and fair view of the financial position of the Company as at 31 December 2020, and its financial performance and its cash flows for the year then ended in accordance with the Norwegian Accounting Act and accounting standards and practices generally accepted in Norway.
• The accompanying consolidated financial statements give a true and fair view of the financial position of the Group as at 31 December 2020, and its financial performance and its cash flows for the year then ended in accordance with the Norwegian Accounting Act and accounting standards and practices generally accepted in Norway.
Basis for Opinion
We conducted our audit in accordance with laws, regulations, and auditing standards and practices generally accepted in Norway, including International Standards on Auditing (ISAs). Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company and the Group as required by laws and regulations, and 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.
Independent Auditor's Report - House of Control Group AS
(2)
Other information
Management is responsible for the other information. The other information comprises information in the annual report, except the financial statements and our auditor's report thereon.
Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially 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.
Responsibilities of the Board of Directors and the Managing Director for the Financial Statements
The Board of Directors and the Managing Director (Management) are responsible for the preparation in accordance with law and regulations, including a true and fair view of the financial statements in accordance with the Norwegian Accounting Act and accounting standards and practices generally accepted in Norway, and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, management is responsible for assessing the Company’s and the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern. The financial statements use the going concern basis of accounting insofar as it is not likely that the enterprise will cease operations.
Auditor’s Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with laws, regulations, and auditing standards and practices generally accepted in Norway, including ISAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
For further description of Auditor’s Responsibilities for the Audit of the Financial Statements reference is made to https://revisorforeningen.no/revisjonsberetninger
INDEPENDENT AUDITOR’S REPORT
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PricewaterhouseCoopers AS, Dronning Eufemias gate 71, Postboks 748 Sentrum, NO-0106 Oslo T: 02316, org. no.: 987 009 713 VAT, www.pwc.no State authorised public accountants, members of The Norwegian Institute of Public Accountants, and authorised accounting firm
To the General Meeting of House of Control Group AS
Independent Auditor’s Report
Report on the Audit of the Financial Statements
Opinion
We have audited the financial statements of House of Control Group AS, which comprise:
• The financial statements of the parent company House of Control Group AS (the Company), which comprise the balance sheet as at 31 December 2020, the income statement and cash flow statement for the year then ended, and notes to the financial statements, including a summary of significant accounting policies, and
• The consolidated financial statements of House of Control Group AS and its subsidiaries (the Group), which comprise the balance sheet as at 31 December 2020, the income statement and cash flow statement for the year then ended, and notes to the financial statements, including a summary of significant accounting policies.
In our opinion:
• The financial statements are prepared in accordance with the law and regulations.
• The accompanying financial statements give a true and fair view of the financial position of the Company as at 31 December 2020, and its financial performance and its cash flows for the year then ended in accordance with the Norwegian Accounting Act and accounting standards and practices generally accepted in Norway.
• The accompanying consolidated financial statements give a true and fair view of the financial position of the Group as at 31 December 2020, and its financial performance and its cash flows for the year then ended in accordance with the Norwegian Accounting Act and accounting standards and practices generally accepted in Norway.
Basis for Opinion
We conducted our audit in accordance with laws, regulations, and auditing standards and practices generally accepted in Norway, including International Standards on Auditing (ISAs). Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company and the Group as required by laws and regulations, and 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.
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HOUSE OFCONTROL
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