Capidea Kapital III K/S Annual report 2023
Store Kongensgade 118, 1. th
1264 København K
CVR No. 39184168
The Annual General Meeting adopted the annual
report on 25.04.2024
Gert Eg
Chairman of the General Meeting
Capidea Kapital III K/S | Contents 1
Contents
Fund details 2
Statement by the Management on the annual report 3
Management commentary 4
Independent auditor's report 8
Statement of comprehensive income 11
Statement of financial position at 31.12.2023 12
Statement of changes in net assets attributable to the Limited Partners
Capital
14
Statement of cash flows for 2023 15
Table of notes 16
Notes to the financial statements 17
Capidea Kapital III K/S | Fund details 2
Fund details
Fund
Capidea Kapital III K/S
Store Kongensgade 118, 1. th
1264 benhavn K
Business Registration No.: 39184168
Registered office: København
Financial period: - 01.01.2023 31.12.2023
General Partner
Capidea Komplementar III ApS
Fund Manager
Capidea Management ApS
Registered Manager of Alternative Investment Funds (Danish FTID number: 23135)
Auditors
Deloitte Statsautoriseret Revisionspartnerselskab
Weidekampsgade 6
2300 Copenhagen S
Capidea Kapital III K/S | Statement by the Management on the annual report 3
Statement by the Management on the
annual report
The executive board has today considered and approved the annual report of (the Fund)
for the financial period - .
The annual report is presented in accordance with the IFRS Accounting Standards as adopted by the EU and
additional disclosure requirements of the Danish Financial Statements Act.
In our opinion, the financial statements give a true and fair view of the Fund’s financial position at
and of the results of its operations and the cash flows for the financial period - .
We believe that the management commentary contains a fair review of the affairs and conditions referred to
therein.
Capidea Kapital III K/S
01.01.2023 31.12.2023
31.12.2023
01.01.2023 31.12.2023
We recommend the annual report for adoption at the Annual General Meeting.
Copenhagen, 06.02.2024
On behalf of Capidea Komplementar III ApS
Erik Balleby Jensen Ulrik Nicolai Jungersen
Martin Jørgensen
Capidea Kapital III K/S | Management commentary 4
Management commentary
Financial highlights
2023
DKK'000
2022
DKK'000
2021
DKK'000
2020
DKK'000
2019
DKK'000
Key figures
Operating profit/(loss) (EBIT) (31,719) 96,914 106,060 47,712 19,384
Profit/(loss) for the period (30,630) 96,829 106,033 47,689 19,357
Net Assets attributable to
Limited Partners
386,600 476,029 541,413 253,234 284,956
Total Assets 386,823 476,302 541,617 253,438 285,310
Ratios
Solvency ratio (%) 99.94 99.94 99.96 99.92 99.88
Distributed to Paid in 74.00 62.00 25.00 31.00 0.00
Primary activity
The objective of Capidea Kapital III K/S (the Fund) is to perform long-term investments in small and mid-sized
Danish enterprises, either directly or through wholly or partially owned holding companies, with focus on trade,
service and industry and related areas.
Decisions made to invest in a portfolio enterprise is made by the Investment Committee based on recommen-
dations prepared by Management of Capidea Management ApS
Investments
From the establishment and until 31.12.2023, the Fund has acquired eight enterprises of which one has been
sold in 2023, one was sold in 2022 and one was sold in 2020. The fund is in the realisation period and no new
platform investments will be made.
The Fund has acquired the majority of voting rights in all of its portfolio enterprises.
Presentation of portfolio companies:
Obsidian Group ApS
The company was sold in 2023.
T.A.P. ApS
T.A.P. develops, produces and sells vitamins and dietary supplements to private customers either directly to the
consumer branded “Wellvita” or indirectly via wholesalers and retail stores branded “Mezina”. T.A.P. has its own
developed products and a total product portfolio of more than 50 products. Wellvita has more than 60,000 active
customers, many of whom buy on subscription like basis, thus generating recurring revenue and earnings.
Denmark is the largest market making up more than half of the revenue, while the second largest markets are
Norway (15%) and Sweden (10%). T.A.P. is headquartered in Esbjerg, Denmark, and has 59 employees.
Capidea Kapital III K/S | Management commentary 5
European House of Beds – Denmark A/S
European House of Beds designs and produces beds and mattresses for retailers and e-commerce, primarily to
the Danish and the Swedish markets. European House of Beds operates through the use of their own brands, i.e.
LivingBed, and through customer brands for leading retailers.
The retail market in Denmark is consolidated with Ikea and Jysk Group having far the largest market shares.
European House of Beds is headquartered in Horsens, Denmark, and has 84 employees.
Holiday Group Invest A/S
Holiday Group is an online travel agency providing the consumers with an aggregated offering of vacation
rentals from the partners. Holiday Group has partnerships with all major organisers in Denmark and thus pro-
vides the consumer with a broader offering of rental homes than each partner does directly. Holiday Group has
built its leading position based on the widest offering of rental listings in Denmark, a strong online presence and
an own developed IT platform acting as the backbone of the company. Holiday Group consists of several brands
and websites, forming a leading online provider of vacation rentals in Denmark, servicing primarily Danish and
German consumers. The company has 28 employees.
Dancover A/S
Dancover is a European e-commerce market leader within tent and storage solutions. The Company has a large
product programme spanning across product categories such as tents for parties and events, storage tents,
sheds, tents for garden use and pavilions. The company sells directly to both B2B and B2C customers world-wide,
with its primary markets being within Europe (approx. 80% of sales are export). The B2B customers mainly buy
the products for own use and not for resale. Dancover sells its products under its own brands and sources most
of the products from suppliers in Asia. Dancover is headquartered in Hellek, Denmark, and employs approx.
65 employees.
Fairpoint Outdoors A/S
Fairpoint Outdoors A/S develops, sells and distributes sport fishing equipment, primarily to the Nordic, European
and North American markets. In addition to the Company’s own developed brands; Westin, Kinetic, Fairpoint
Outdoors is the exclusive distributor of third-party brands in Scandinavia. Fairpoint Outdoors A/S employs more
than 63 employees and is headquartered in Allerød, Denmark.
Maki A/S
With more than 60 brands, Maki is the leading distributor of toys in the Nordics. Maki’s suppliers are large
international toy brands such as Mattel, Spinmaster, Schleich, Hape, etc. Maki provides a wide range of services
to the toy brands, which – besides the traditional logistical and sales services – include online and off-line
marketing functions. Maki’s customers are a broad range of Nordic retailers (such as Salling Group, Coop, ICA,
Lekia, etc.) and webshops (Amazon, Coolshop, jollyroom, Proshop. Maki is located in Hørning and has 81
employees.
Guldager A/S
Guldager develops, sells and services water treatment plants and associated services for use in property
management, industry, catering, hospitals and the energy sector. Guldager’s business areas include: Service and
spare parts, sales of products within corrosion protection, bacteria protection and desalination, etc. as well as
water treatment solutions. The company has its headquarter in Allerød, subsidiaries in Belgium, Switzerland,
Germany, Norway and Sweden, and employs 120 employees.
Capidea Kapital III K/S | Management commentary 6
Development in activities and finances
Profit/loss for the year showed a loss of DKK 30,630 thousand, primarily reflecting the development in the
portfolio companies and the market for unlisted companies in general.
Uncertainty relating to recognition and measurement
The objective of the Fund is to contribute capital to competitive enterprises. The most significant risk factor is
thus changes to the values of the investments made.
As described under accounting polcies, investments in portfolio companies are measured at fair value.
As the portfolio companies are medium-sized unlisted companies, determining fair value is naturally associated
with uncertainty. It is Management’s assessment that the fair value measurement at 31.12.2023 is well founded
and based on reasonable and realistic assumptions.
Unusual circumstances affecting recognition and measurement
Except for the fair value changes on investments, the annual report is not influenced by unusual circumstances.
Information according to the Alternative Investment Fund Managers Directive
According to Article 22 of the Alternative Investment Fund Managers Directive, Alternative Investment Funds (AIF)
must make certain disclosures to investors in connection with the presentation of financial statements.
During the financial period covered by the financial statements, there have been no significant changes in the
matters below:
The Fund’s Investment strategy;
Valuation principles of the Fund’s investments;
The percentage of the AIF’s assets which are subject to special arrangements arising from their illiquid nature;
New arrangements for managing the Fund’s liquidity;
The Fund's risk profile and the risk management systems implemented by the Fund Manager used to manage
the Fund's risks;
There have been no amendments to the maximum level of leverage which the Fund Manager can use on
behalf of the Fund. Nor has there been any changes in the right to use collateral or any guarantee accordance
with the agreement allowing for the leverage.
Events after the balance sheet date
No events have occurred after the balance sheet date to this date which would influence the evaluation of this
annual report.
Outlook
Increases in values of the Fund’s enterprises partly depend on their financial results and partly on the share
market utilised to determine the price for unlisted shares.
Due to uncertainty on the share market, it is difficult to list well-founded expectations to the results for 2024.
Capidea Kapital III K/S | Management commentary 7
Periodic disclosure for Article 6 financial product
The investment underlying this financial product do not take into account the EU criteria for environmentally
sustainable economic activities.
Capidea Kapital III K/S | Independent auditor's report 8
Independent auditor's report
To the limited partners of Capidea Kapital III K/S
Opinion
We have audited the financial statements of for the financial period -
, which comprise the statement of comprehensive income, balance sheet, statement of changes in net
assets, cash flow statement and notes, including a summary of significant accounting policies. The financial
statements are prepared in accordance with the IFRS Accounting Standards as adopted by the EU and additional
requirements of the Danish Financial Statements Act.
In our opinion, the financial statements give a true and fair view of the Fund’s financial position at
and of the results of its operations and cash flows for the financial period - in accordance
with the IFRS Accounting Standards as adopted by the EU and additional requirements of the Danish Financial
Statements Act.
Capidea Kapital III K/S 01.01.2023
31.12.2023
31.12.2023
01.01.2023 31.12.2023
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (ISAs) and additional
requirements applicable in Denmark. Our responsibilities under those standards and requirements are further
described in the "Auditor’s responsibilities for the audit of the financial statements" section of this auditor’s
report. We are independent of the Company in accordance with the International Ethics Standards Board for
Accountants’ International Code of Ethics for Professional Accountants (IESBA Code) and the additional ethical
requirements applicable in Denmark, and we have fulfilled our other ethical responsibilities in accordance with
these requirements and the IESBA Code. We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our opinion.
General Partner's responsibilities for the financial statements
The General Partner is responsible for the preparation of financial statements that give a true and fair view in
accordance with the IFRS Accounting Standards as adopted by the EU and additional requirements of the Danish
Financial Statements Act, and for such internal control as the General Partner 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, the General Partner is responsible for assessing the Fund’s ability to
continue as a going concern, for disclosing, as applicable, matters related to going concern, and for using the
going concern basis of accounting in preparing the financial statements unless the General Partner either intends
to liquidate the Fund or to cease operations or has no realistic alternative but to do so.
Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are
free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes
our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted
in accordance with ISAs and the additional requirements applicable in Denmark will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered material if,
individually or in the aggregate, they could reasonably be expected to influence the economic decisions of
users taken on the basis of these financial statements.
Capidea Kapital III K/S | Independent auditor's report 9
As part of an audit conducted in accordance with ISAs and the additional requirements applicable in Denmark,
we exercise professional judgement and maintain professional scepticism throughout the audit. We also:
Identify and assess the risks of material misstatement of the financial statements, whether due to
fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence
that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a
material misstatement resulting from fraud is higher than for one resulting from error, as fraud may
involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures
that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Entity’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates
and related disclosures made by Management.
Conclude on the appropriateness of Management’s use of the going concern basis of accounting in
preparing the financial statements, and, based on the audit evidence obtained, whether a material
uncertainty exists related to events or conditions that may cast significant doubt on the Entity’s ability to
continue as a going concern. If we conclude that a material uncertainty exists, we are required to
draw attention in our auditor’s report to the related disclosures in the financial statements or, if such
disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence
obtained up to the date of our auditor’s report. However, future events or conditions may cause the
Entity to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the financial statements, including the disclosures
in the notes, and whether the financial statements represent the underlying transactions and
events in a manner that gives a true and fair view.
We communicate with those charged with governance regarding, among other matters, the planned scope
and timing of the audit and significant audit findings, including any significant deficiencies in internal control
that we identify during our audit.
Statement on the management commentary
General Partner is responsible for the management commentary.
Our opinion on the financial statements does not cover the management commentary, 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 management
commentary and, in doing so, consider whether the management commentary is materially inconsistent with
the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated.
Moreover, it is our responsibility to consider whether the management commentary provides the information
required under the Danish Financial Statements Act.
Capidea Kapital III K/S | Independent auditor's report 10
Based on the work we have performed, we conclude that the management commentary is in accordance with
the financial statements and has been prepared in accordance with the requirements of the Danish Financial
Statements Act. We did not identify any material misstatement of the management commentary.
Copenhagen, 06.02.2024
Deloitte
Statsautoriseret Revisionspartnerselskab
CVR No. 33963556
Bjørn Winkler Jakobsen
State Authorised Public Accountant
Identification No (MNE) mne32127
Rikke Frydkjær Hansen
State Authorised Public Accountant
Identification No (MNE) mne46616
Capidea Kapital III K/S | Statement of comprehensive income 11
Statement of comprehensive income
Notes
2023
DKK'000
2022
DKK'000
Realised gains/(losses) from financial assets at fair value 3 669 75,541
Net increase/(decrease) in unrealised gains/(losses) from
financial assets at fair value
3 (25,957) 39,393
Operating income/(loss) (25,288) 114,934
Administrative expenses 4 (6,429) (18,018)
Other operating expenses (2) (2)
Operating expenses (6,431) (18,020)
Operating profit/(loss) (EBIT) (31,719) 96,914
Financial income 5 1,089 0
Financial expenses 6 0 (85)
Profit/(loss) for the period (30,630) 96,829
Comprehensive income (30,630) 96,829
Capidea Kapital III K/S | Statement of financial position at 31.12.2023 12
Statement of financial position at
31.12.2023
Assets
Notes
2023
DKK'000
2022
DKK'000
Investments in portfolio companies 7 369,754 468,512
Investments 369,754 468,512
Non-current assets 369,754 468,512
Other receivables 456 829
Cash and cash equivalents 16,613 6,961
Current assets 17,069 7,790
Total assets 386,823 476,302
Capidea Kapital III K/S | Statement of financial position at 31.12.2023 13
Net assets and liabilities
Notes
2023
DKK'000
2022
DKK'000
Limited partnership capital 8 165,133 223,932
Retained earnings 221,467 252,097
Net assets attributable to Limited Partners 386,600 476,029
Other payables 9 223 273
Current liabilities 223 273
Total liabilities 223 273
Total liabilities and net assets attributable to Limited
Partners
386,823 476,302
Capidea Kapital III K/S | Statement of changes in net assets attributable to the Limited Partners Capital 14
Statement of changes in net assets
attributable to the Limited Partners’
Capital
Limited
partnership
capital
DKK'000
Retained
earnings
DKK'000
Total
DKK'000
Net assets 01.01.2023 223,932 252,097 476,029
Contributions from Limited Partners 25,914 0 25,914
Distributions to Limited Partners (84,713) 0 (84,713)
Profit/(loss) for the period 0 (30,630) (30,630)
Net assets 31.12.2023 165,133 221,467 386,600
Limited
partnership
capital
DKK'000
Retained
earnings
DKK'000
Total
DKK'000
Net assets 01.01.2022 386,146 155,268 541,414
Contributions from Limited Partners 80,643 0 80,643
Distributions to Limited Partners (242,857) 0 (242,857)
Profit/(loss) for the period 0 96,829 96,829
Net assets 31.12.2022 223,932 252,097 476,029
The Partners have committed themselves to contributing up to DKK 844.000 thousand into the Fund, as and
when new capital is required for making investments, paying fund costs etc. Of the total committed capital, the
Partners have paid-in net DKK 732.415 thousand at , and the remaining contribution balance is DKK
111.585 thousand. Distributions to Partners comprise return of capital and realized gains.
31.12.2023
Capidea Kapital III K/S | Statement of cash flows for 2023 15
Statement of cash flows for 2023
Notes
2023
DKK'000
2022
DKK'000
Operating profit/(loss) (EBIT) (31,719) 96,914
Net increase/(decrease) in unrealised gains/(losses) from
financial assets at fair value through profit or loss
25,957 (39,393)
Realised gains/(losses) from financial assets at fair value (669) (75,541)
Working capital changes 430 435
(6,001) (17,585)
Received financial income 5 1,089 0
Paid financial expenses 6 0 (87)
Cash flows from operating activities (4,912) (17,672)
Income from sale of portfolio enterprises 98,163 242,088
Investments in portfolio enterprises (24,800) (59,260)
Cash flows from investing activities 73,363 182,828
Contributions from Limited Partners 25,914 80,643
Distributions to Limited Partners (84,713) (242,857)
Cash flows from financing activities (58,799) (162,214)
Increase/decrease in cash and cash equivalents 9,652 2,942
Cash beginning of year 6,961 4,019
Cash end of year 16,613 6,961
Capidea Kapital III K/S | Table of notes 16
Table of notes
1 Accounting policies 16
2 Significant accounting estimates, assumptions and
uncertainties
21
3 Fair value adjustments 22
4 Administrative expenses 22
5 Financial income 23
6 Financial expenses 23
7 Investments 24
8 Limited Partnership capital 26
9 Other payables 26
10 Financial instruments 26
11 Financial risk management 27
12 Financial instruments measured at fair value 28
13 Related parties 31
14 Contingent liabilities 31
15 Investors 31
16 Events after the balance sheet date 31
17 Authorisation of the annual report for issue 31
Capidea Kapital III K/S | Notes to the financial statements 17
Notes to the financial statements
Accounting policies1
Reporting class
The financial statements are prepared in accordance with the IFRS Accounting Standards as adopted by the EU
and additional disclosure requirements of the Danish Financial Statements Act governing reporting class B
enterprises with addition of a few provisions for reporting class C.
The expected lifetime of the Limited Partnership is 10 years from the date of commence as set out in the Limited
Partnership Agreement. The Limited Partnership qualifies as an unregulated alternative investment fund in
compliance with the AIFMD.
The financial period runs from 1 January to 31 December each year. The accounting policies applied to these
financial statements are consistent with those applied last year.
The comparison figures in the Cash flow statement has been changed due to a mistake in the presentation of
"Income from sale of portfolio enterprises".
The financial statements are presented in , which is the functional currency of the Fund.
The Fund is determined to be an investment entity in accordance with IFRS 10, Consolidated Financial
Statements, and has therefore accounted for subsidiaries as well as investments in associates and joint ventures
as investments designated at fair value through profit or loss where the relevant criteria under IFRS 10 are met.
DKK
The financial statements are presented on the basis of going concern.
The Fund's investments are portfolio companies which are not subject to IFRS 9, Financial Instruments. The Fund
has no material assets or liabilities subject to IFRS 9, Financial Instruments.
The Fund's has not entered into any leasing agreements subject to IFRS 16, Leases.
The financial statements are presented on the basis of historical cost, except for the investments and receivables
from investments, which are measured at fair value. Historical cost is based on the fair value of the consideration
given in exchange for assets.
All amounts in the financial statements are presented in whole thousands. Every figure is rounded off
separately and, for that reason, minor differences between the stated totals and the sum of underlying figures
may occur.
Judgements made by Management in the application of the IFRS Accounting Standards that have had significant
effects on the financial statements are disclosed, where applicable, in the relevant notes to the financial
statements
DKK
Capidea Kapital III K/S | Notes to the financial statements 18
Defining materiality
If a line item is not individually material, it is aggregated with other items and notes of a similar nature in the
financial statements or in the notes. There are substantial disclosure requirements throughout the IFRS
Accounting Standards. Disclosures required by the IFRS Accounting Standards are provided unless the
information is considered immaterial to the eco-nomic decision-making of the users of these financial statements
or not applicable.
The most significant accounting policies are set out below.
Report on the exemption of preparation of consolidated financial statements
has omitted to prepare consolidated financial statements under the provisions of IFRS 10,
Consolidated Financial Statements, as the Limited Partnership qualifies as an investment entity. The definition of
an investment entity is an entity that:
Capidea Kapital III K/S
Obtains funds from one or more investors for the purpose of providing those investor(s) with investment
management services;
Commits to its investor(s) that its business purpose is to invest funds solely for returns from capital
appreciation, investment income or both; and
Measures and evaluates the performance of substantially all its investments on a fair value basis.
In view of the circumstances described below, the General Partner believes that the Fund satisfies the typical
criteria of an investment entity that:
The Fund has more than one investment.
The Fund has more than one investor and its investors are not related parties. Please refer to the description
in note to the financial statements.13
The Fund’s investments take the form of equity instrument or similar investments (portfolio companies).
As a result, the General Partner has decided to apply the exemption rule in IFRS 10 not to prepare consolidated
financial statements where the controlled subsidiaries are consolidated, and instead the controlled subsidiaries
are accounted for at fair value through profit or loss.
Standards and Interpretations not yet in force
All of the new and amended Standards and Interpretations which are relevant to the Fund, and which came into
force with effect for financial years beginning have been applied when preparing the financial
statements.
These Standards have not had an impact on the Fund’s Annual Accounts.
There are no other Standards, Interpretations or amendments to existing Standards that are not yet effective that
would be expected to have an impact on the Fund.
01.01.2023
Capidea Kapital III K/S | Notes to the financial statements 19
Significant accounting judgment and estimates
When prepar ing the financi al statem en ts, the General Partn er makes several acco unting estimates for ming
the basis for th e presen tation, reco gnition an d measure ment of the Fund ’s assets an liabi lities . The most s ignifi -
cant acco unting est imates a nd assess ments are p resente d in to the financial statements.2
Recognition and measurement
Assets are recognised in the balance sheet when it is probable as a result of a prior event that future economic
benefits will flow to the Fund, and the value of the asset can be measured reliably. Assets are derecognised in the
balance sheet when it is no longer probable that future economic benefits will flow to the Fund.
Liabilities are recognised in the balance sheet when the Fund has a legal or constructive obligation as a result of
an event prior to or on the balance sheet date, and it is probable that future economic benefits will flow out of
the Fund, and the value of the liability can be measured reliably. Liabilities are derecognised in the balance sheet
when it is no longer probable that economic benefits will have to be given up to settle the liability.
Financial assets and liabilities are recognised at fair value through profit or loss when the Fund becomes party to
the contractual provisions of the instrument. Recognition takes place on the trade date when the Fund purchases
or sells an investment under a contract whose terms require delivery of the investment within the time frame
established by the market.
Financial assets and liabilities are derecognised when the contractual rights to the cash flows from the
investments have expired or the Fund has transferred substantially all risks and rewards of ownership .
On initial recognition, assets and liabilities are measured at cost, however, investment assets are measured at fair
value on initial recognition, typically equalling cost exclusive of directly incurred expenses (direct transaction
costs). Subsequent to initial recognition, all financial assets, and financial liabilities at fair value through profit or
loss are measured at fair value. Gains and losses arising from changes in the fair value of the ‘financial assets or
financial liabilities at fair value through profit or loss’ category are presented in the statement of comprehensive
income within net increase/(decrease) in unrealised gains/(losses) from financial assets and liabilities at fair value
at fair value in the period in which they arise.
Income is recognised in the statement of comprehensive income when earned, whereas costs are recognised by
the amounts attributable to this financial period.
Foreign currency translation
The functional currency reflects the currency in which the Limited Partners have committed themselves to the
Fund as well as the currency in which the Fund pays the Fund Manager for carrying out investment related
services. Investments and loans are carried out in different currencies and hence considered less relevant in
terms of influencing the choice of functional currency. The financial statements of the Fund are presented in the
currency unit , which is the Fund’s functional and presentation currency.
On initial recognition, foreign currency transactions are translated applying the exchange rate at the transaction
date. Receivables, payables and other monetary items denominated in foreign currencies that have not been
settled at the balance sheet date are translated using the exchange rate at the balance sheet date. Exchange
differences that arise between the rate at the transaction date and the rate in effect at the payment date or the
rate at the balance sheet date are recognised in the statement of comprehensive income as financial income or
financial expenses.
DKK
Capidea Kapital III K/S | Notes to the financial statements 20
Statement of comprehensive income
Revenue recognition
Dividend income is recognised when the Fund’s rights to receive the payments have been established.
Interest on receivables from investments at fair value through profit or loss is accrued on a time-proportionate
basis. The interest is calculated based on outstanding amount.
Operating income
Income from investments in portfolio enterprises comprises gains/losses from divestments, fair value changes
and received dividends and other similar types of returns from the investments.
Gains/losses from divestment of investments in portfolio enterprises are stated as the difference between the
selling price or disposal consideration and the carrying amount of the portfolio enterprises at the time of sale or
disposal, respectively.
Dividends from investments in portfolio enterprises are recognised as income when final entitlement to the
dividends is obtained, which is usually at the time of the approval of the declaring dividends by the portfolio
enterprise
Administrative expenses and other operating expenses
All expenses are recognised in the statement of comprehensive income on an accrual basis.
Administrative expenses and other operating expenses comprise expenses incurred during the reporting period
not directly related to the Fund’s investment activities. The Fund pays the Fund Manager an annual fee for
carrying out investment related activities and administration. The fee is calculated in accordance with the criteria
set out in the Limited Partnership Agreement.
Administrative expenses and other operating expenses which can be directly allocated to specific investments are
recognised in the underlying project companies when the investment structure is formally in place.
Administrative expenses and other operating expenses that do not relate to the Fund’s investment activities or is
investment specific are recognised as expense by the Fund. Such costs comprise among others financial, legal
and tax advisory, audit, bookkeeping, travel costs and General Partner fee.
Financial income and expenses
Financial income and expenses comprise interest income and various expenses, and net exchange rate
adjustments on transactions in foreign currencies.
Interest income and interest expenses are recognised on an accrual basis.
Taxation
Under current Danish law governing the Fund, it is not independently taxable because the Fund’s profit/loss for
the year is included in the Limited Partners’ taxable income.
The annual report does not include curren t or deferred tax due to th e corporate form of the Fund.
Capidea Kapital III K/S | Notes to the financial statements 21
Balance sheet
Investments in and loans to portfolio companies
Financial assets and liabilities are recognised at fair value through profit or loss when the Fund becomes party to
the contractual provisions of the instrument. Recognition takes place on the trade date when the Fund
purchases or sells an investment under a contract whose terms require delivery of the investment within the time
frame established by the market.
On initial recognition, investments and receivables from investments are measured at fair value and
subsequently measured at fair value with recognition of fair value adjustments through profit or loss.
Financial assets and liabilities are derecognised when the contractual rights to the cash flows from the
investments have expired or the Fund has transferred substantially all risks and rewards of ownership.
Investments consist of equity investments and receivables from investments consist of loans. On initial
recognition, investments are measured at fair value, and subsequently measured at fair value with recognition of
fair value adjust-ments through profit or loss. Receivables from investments are measured at fair value through
profit or loss under IFRS 9, Financial Instruments.
The fair value is calculated equivalent to an estimated fair value that is determined based on market information,
IPEV Valuation Guidelines and generally accepted valuation techniques, including benchmarking, DCF or other
relevant methods, which are considered to provide the best estimate of the fair value.
For further information about the measurement of fair values, please refer to note . 8
Other receivables
Other receivables relate to the Fund’s ordinary business activities.
Other receivables are measured at amortised cost, usually equaling nominal value.
Cash and cash equivalents
Cash comprises cash in bank deposits.
Other financial liabilities
Other financial liabilities are measured at amortised cost, which usually corresponds to nominal value.
Cash flow statement
The cash flow statement of the Fund is presented using the indirect method and shows cash flows from
operating, investing and financing activities as well as the Fund’s cash at the beginning and the end of the
financial period.
Cash flows from operating activities are calculated as the operating profit/loss adjusted for non-cash operating
items and working capital changes attributable to the operating activities.
Cash flows from investing activities comprise payments in connection with acquisition and divestment of
investment.
Capidea Kapital III K/S | Notes to the financial statements 22
Cash flows from financing activities comprise changes in the size or composition of the contributed capital and
payment of distributions to the Limited Partners as well as the raising of loans and instalments on interest-
bearing debt, if any.
Cash comprises cash in bank deposits.
Financial highlights
Financial highlights are defined and calculated as below.
Ratios Calculation formula Ratios reflect
Solvency ratio (%) Equity x 100
Total assets
The Fund’s financial strength
Distributed To Paid In (DPI) The value of distributions
to investors
Contributed capital from investors
The Fund’s realisation
Significant accounting estimates, assumptions, and uncertainties2
Capidea Kapital III K/S invests in portfolio enterprises, which primarily includes equity investments and to a
smaller extent contribution of loans to development-oriented enterprises, and which may require continuous
contribution of capital. The investments are accounted for at fair value through profit or loss. When measuring
the fair value of the unlisted investments, the General Partner assesses the development stage of the portfolio
enterprises compared to the initial plans at the time of making the initial investments, future financing
requirements, commercialisation possibilities, timing of exit and possible exit values.
The fair value of each unlisted portfolio enterprise is determined in accordance with commonly used valuation
principles based on IPEV’s Valuation Guidelines, taking into account the assessment of the development stage of
the enterprise as well as its market potential and expected cash flows in order to reflect the fair value of the
portfolio enterprise in the best way possible. Methods and assumptions for determining the fair value of in-
vestments in unlisted portfolio enterprises are described in note 12.
Fair value adjustments3
2023
DKK'000
2022
DKK'000
Net increase/(decrease) in realised gains/(losses) 669 75,541
Net increase/(decrease) in unrealised gains/(losses) (25,957) 39,393
Fair value adjustment (25,288) 114,934
Administrative expenses4
The Fund has no employees.
Administrative expenses include management fee for the period to , in accordance
with the Limited Partnership Agreement and management agreement. For further information about
management fee, please refer to note .
Also, administrative expenses include fee to administration, audit, advisors, organisation expenses and other
professional fees.
Capidea Management ApS
13
Capidea Kapital III K/S | Notes to the financial statements 23
2023
DKK'000
2022
DKK'000
Management fee 5,914 13,903
Other administrative expenses 515 4,115
Administrative expenses 6,429 18,018
According to Article 107 of the AIFMD Level 2 Regulation and paragraph 61 section 3 (5 and 6) of the Alternative
Investment Fund Managers etc. Act, alternative investment funds must disclose information about the total
remuneration of the entire staff of the Fund Manager and the number of beneficiaries. Furthermore,
remuneration to material risk-takers must be disclosed.
The Fund Manager must also disclose the information necessary to provide an understanding of the risk profile
of the Fund and the measures that the Fund Manager takes to avoid or manage conflicts of interest between the
Fund Manager and the Limited Partners. The Board of Directors has adopted a remuneration policy in order to
ensure that the employees and Management are remunerated according to the Danish Executive Order on
remuneration policy and disclosure requirements on remuneration for managers of alternative investment
funds, etc.
The remuneration policy ensures, among other matters, that the following is applied in relation to remuneration
at the Fund Manager:
Promoting of sound and effective risk management, which does not encourage excessive risk-taking.
Consistency with the principles regarding the protection of the Limited Partners and measures in order to
avoid conflicts of interest.
In accordance with paragraph 61 section 3 (5 and 6) of the Alternative Investment Fund Managers etc. Act,
information regarding salaries paid to employees of the fund manager is disclosed in the Annual Report for
for and CVR no. 39184168
2023
Capidea Management ApS
The profit of the Fund is reallocated between the Limited Partners based on the ownership model. Carried
interest is paid out by the Fund during the financial period. Please refer to note for further.8
Financial income5
2023
DKK'000
2022
DKK'000
Interest income 1,089 0
Financial income 1,089 0
Financial expenses6
2023
DKK'000
2022
DKK'000
Interest on credit facility 0 85
Interest expenses for financiel liabilities 0 85
Capidea Kapital III K/S | Notes to the financial statements 24
Investments7
Investments
in portfolio
companies
2023
DKK'000
Investments
in portfolio
companies
2022
DKK'000
Cost at beginning of period 380,836 414,489
Distributions 24,800 59,300
Divestments (61,000) (92,953)
Cost at end of period 344,636 380,836
Fair value at beginning of period 87,676 122,645
Divestments (37,269) (74,362)
Fair value (25,289) 39,393
Fair value at end of period 25,118 87,676
Carrying amount at end of period 369,754 468,512
Capidea Kapital III K/S | Notes to the financial statements 25
Investments Corporate form Registered in
Equity
interest
%
Profit/(loss)
DKK'000
Equity
DKK'000
TOPCAP T ApS* ApS Denmark 98.00 (26) 45,694
TOPCO E ApS** ApS Denmark 98.00 (7,767) 9,607
TopCo H ApS* ApS Denmark 98.00 (90) 43,970
TopCo M ApS* ApS Denmark 98.00 24,383 115,205
TopCo O ApS* ApS Denmark 98.00 (2,131) 66,410
TopCo FX ApS* ApS Denmark 98.00 (89) 48,656
TopCap D ApS* ApS Denmark 98.00 11,033 42,268
TopCap Guldager ApS* ApS Denmark 98.00 (1,119) 51,078
* The Company has not yet presented its annual report for 2023, these financial figures comprise 2022.
** The Company has not yet presented its annual report for the entire year of 2023/24, these financial figures comprise the period 01.04.2022-31.03.2023.
Consistently with the accounting policies, the Fund regularly adjusts the value of the investments to the best estimate of fair value. This means that the proportionate share
of operating profit or loss for the Companies is not recognised in profit or loss of the Fund, but rather a fair value adjustment of the investment. The General Partner
regularly and at least on a quarterly basis reviews the fair value of its portfolio enterprises in connection with its non-public reporting to its Limited Partners and in
connection with the preparation of the financial statements.
The methods applied by the Fund to measure investments are evident from note to the financial statements. 12
Capidea Kapital III K/S | Notes to the financial statements 26
Limited partnership capital8
2023
DKK'000
2022
DKK'000
Limited Partners’ contribution at beginning of year 223,932 386,146
Contributions from Limited partners 25,914 80,643
Distributions to Limited partners (84,713) (242,857)
Limited Partners’ contribution at end of year 165,133 223,932
The limited partners’ contributions are not divided into classes. Special rights (carried interest rights) are at-
tached to the distribution of dividends from the enterprise when the total realised gains of the enterprise exceed
an agreed minimum interest rate of 8% p.a. of the cash injections of the Limited Partners. The calculation is made
according to the so-called ”European Waterfall” method.
Other payables9
2023
DKK'000
2022
DKK'000
Other payables 223 273
Other payables 223 273
The carrying amount of payables relates to legal fees, auditor’s fees, travel costs etc. The amount recognised is
equal to the fair value of the liabilities.
Other payables fall due for payment within 12 months.
Financial instruments10
Categories of financial instruments:
2023
DKK'000
2022
DKK'000
Equity investments 369,754 468,512
Financial assets measured at fair value through profit or loss 369,754 468,512
Other receivables 456 829
Receivables measured at amortised cost 456 829
Other payables 223 273
Financial liabilities measured at amortised cost 223 273
All financial liabilities are due for payment within 12 months.
Capidea Kapital III K/S | Notes to the financial statements 27
Financial risk management11
The General Partner is ultimately responsible for the overall risk management within the Fund but has delegated
the responsibility to the Fund Manager.
The Fund pursues an investment strategy approved by the Limited Partners and invests in small and mid-sized
Danish enterprises.
The Fund’s risk management processes include identification, measurement, monitoring, reporting and
mitigation of the identified risks to minimise the potential negative effects at fund level.
The Fund continuously manages and reduces risks by:
in-depth business, technical, financial and legal due diligence before an investment is made;
the conclusion of shareholder agreements in order to ensure the best possible protection and freedom of
action of the Fund;
continuous close monitoring of portfolio companies and active ownership.
Key financial risk factors and exposure regarding the financial statements for can be categorised as follows:2023
Financial risk factors
Liquidity risks
Less than 1
year
DKK'000
Between 1
year and 5
years
DKK'000
After 5 years
DKK'000
Total
DKK'000
Other payables 219 0 0 219
31.12.2023 219 0 0 219
Less than 1
year
DKK'000
Between 1
year and 5
years
DKK'000
After 5 years
DKK'000
Total
DKK'000
Other payables 272 0 0 272
31.12.2022 272 0 0 272
The Fund manages liquidity risk by maintaining adequate reserves, banking facilities and reserve borrowing
facilities, by continuously monitoring forecast and actual cash flows, and by matching the maturity profiles of
financial assets and liabilities. In addition, the Fund is able to draw on uncalled commitments from its investors to
meet its obligations if needed. In addition, no indication of the Limited Partners' inability to contribute the
remaining fund commitment exists as well as future income from in-vestments is expected to settle the
outstanding amount.
Capidea Kapital III K/S | Notes to the financial statements 28
Credit risks
In some cases, the Fund can provide loans to its portfolio enterprises, but has not. These loans are considered
part of the investments and are, therefore, not considered to represent a separate credit risk, but are rather con-
sidered being part of the total investment risk and risk relating to determining a fair value of the investments.
In some cases, the Fund has receivables from the sale of investments. Typically, the payment is secured by the
buyer depositing the receivable on escrow accounts in accepted credit institutions, and, therefore, the credit risk
is considered limited. At 31 December 2023, the Fund has not been exposed to any credit risks.
Interest rate risk
The risk related to the interest rate implies that the portfolio enterprises work with loan capital and are thus af-
fected by the interest rate level. An increase in interest rate level constitutes a potential risk for the fair value of
the investments.
Currency risk
Some of the Fund’s investments are exposed to changes in foreign currencies like USD, GBP or EUR. The Fund
considers the currency risk as part of the overall investment risk, and, hence, the Fund does not separate-ly
hedge the currency risk relating to its investments in portfolio enterprises. In addition, the Fund is indirectly
exposed to currency risks through investments in portfolio enterprises which trade in other currencies than their
functional currencies. And. hence, development in exchange rates may in-fluence income and thereby the
determination of fair value of the portfolio enterprises.
Financial instruments measured at fair value12
The fair values of the individual investments are calculated on the basis of methods that best reflect
individual investment risks, life cycle, and industry conditions. Generally applicable, the fair value is calculated
in accordance with IPEV valuation guidelines and accepted valuation methods, including multiple
analysis/benchmarking or other relevant methods
The fair value of the investments is measured on a quarterly basis, or more frequently if significant changes
occur.
The Fund Manager has implemented procedures and methodology to ensure that the valuation is carried out
consistently over time and across investments.
Methods applied in and assumptions underlying the determination of fair values of investments
The fair value of each investment and receivables from investments has been estimated by applying methods
that best reflect the risks and the stage of each investment, e.g., assumptions related to power prices, inflation
rates, technical availability and discount rate.
In general, the fair value is determined in accordance with IPEV Valuation Guidelines and generally accepted
valuation techniques, including DCF models, benchmarking or other relevant methods. However, for projects
which are before financial close, cost, including capitalised development costs, is considered the best estimate for
fair value. The valuation approach incorporates all of the factors that market participants would take into account
in pricing a transaction, such as cash flows, discount rates and yield curves assumptions.
Capidea Kapital III K/S | Notes to the financial statements 29
The valuation of equity investments and receivables from investments is based on the same methods, as equity
investments and receivables from investments are exposed to the same risks.
Peer group multiple
The peer-group multiple method uses comparable companies where market value and earnings are known. On
this basis, a market level for primarily e.g. EV/EBITDA is calculated for the comparable companies.
The calculated EV /EBITDA is then capitalised on the basis of a normalised EBITDA for the individual portfolio
companies which, by adjustment for net interest-bearing debt, yield the value of the investments.
In using the method, the Fund assesses which multiples can be used and assesses the determination of normal
earnings in the portfolio companies, including assessing the sensitivity of the values when changing the model's
variables.
Transaction multiple
At the transaction date, a transaction multiple is calculated based on the transaction value and the earnings at
the transaction date (EBITDA). The multiple is only changed when there are significant changes in the sur-
roundings of the companies, for example, industry conditions and micro- and macro-economic conditions, which
are expected to be of a long-term nature. The portfolio company's expected earnings are adjusted periodically on
the basis of underlying budgets, and an expected increase in future earnings may increase the valuation of the
portfolio companies.
In certain cases, when applying a transaction multiple analysis, comparable business transactions are also
assessed to identify which multiples would be relevant at a hypothetical sale of the Fund's portfolio companies at
the end of the accounting period.
Description of the valuation process
The valuation process is carried out in connection with the preparation of internal reporting to investors and in
connection with the preparation of the Fund's annual report. The valuation assesses the portfolio investments at
the end of the accounting period and must reflect the fair value of each portfolio company, based on reasonable
valuation methods and assumptions.
Individual investments are assessed separately at the end of the accounting period and are in most cases
assessed on the basis of the market situation as follows: (i) determination of the Enterprise Value (EV) estimated
on the basis of a hypothetical sale of the investment at the time of the balancesheet date, based on one or more
of the valuation methods mentioned above, and (ii) calculation of the value of the equity investment by adjusting
EV for net debt and NWC adjustments as well as any equity related waterfall structures.
Fair value hierarchy for financial instruments measured at fair value in the balance sheet
Below, financial instruments measured at fair value are classified using the fair value hierarchy:
Quted prices in active markets for identical instruments (Level 1)
Qoted prices in active markets for similar assets or liabilities or other valuation methods under which all
material inputs are based on observable market data (Level 2)
Valuation techniques under which any material inputs are not based on observable market data (Level 3)
Capidea Kapital III K/S | Notes to the financial statements 30
All investments are classified as Level 3 investments and there have not been any transfers between the levels
during the financial year.
Material unobservable inputs for Level 3
Financial instruments measured at fair value in the balance sheet are based on valuation techniques that include
material unobservable input. Material unobservable inputs mean in this context that the valuation is dependent
on a return requirement that contains a number of components that cannot be observed on trading markets, for
example project-specific risks and illiquidity prices.
Level 1
DKK'000
Level 2
DKK'000
Level 3
DKK'000
Total
DKK'000
2023
Unlisted shares, equity investments 0 0 369,754 369,754
Financial assets measured at fair value
through profit or loss
0 0 369,754 369,754
Level 1
DKK'000
Level 2
DKK'000
Level 3
DKK'000
Total
DKK'000
2022
Unlisted shares, equity investments 0 0 468,512 468,512
Financial assets measured at fair value
through profit or loss
0 0 468,512 468,512
Material unobservable inputs
Fair value of the assets is determined based on both forward-looking information, current market and
geopolitical conditions, actuals e.g., contributions and distributions etc. as well as status on the specific assets.
Valuations are conducted by an independent inhouse valuation expert team and approved quarterly in the
Valuation Committee and subsequently by the Board of Directors as part of the quarterly report. A number of
material unobservable input is applied in the valuation and is ongoingly assessed on a on a Fund specific level. An
elaboration of the assessed material unobservable inputs is outlined below.
Sensitivity analysis
The fair value of the Fund’s investments is affected by developments in the applied EV/EBITDA multiples. A
decline or increase in the material unobservable inputs stated above and changes in macroeconomic conditions
might have a direct effect on the valuation of the investments. Due to the nature of the investments the effects
are subject to some uncertainty, as other factors can in some scenarios have a reverse effect. It is the assessment
that any reverse effect will be immaterial. The approximately impact on Fund NAV is calculated by altering one
input at a time and rerun the model. No sensitivity analysis has been made for investments where management
has assessed the cost price as the best estimate of fair value.
Portfolio sensitivity Variable change in input
Approximately
impact on Fund
A reduction in the applied valuation
multiples
(- 1x) (79) MDKK
The inputs above are considered the most material unobservable input due to the nature of the investments.
Capidea Kapital III K/S | Notes to the financial statements 31
Related parties13
Related parties with a controlling interest
The Limited Partnership has no investors or related parties with a controlling interest.
Related party transactions
2023
DKK'000
2022
DKK'000
The General Partner receives a fee for its obligation towards
as per limited partnership agreement
Capidea Kapital III
K/S
Payment to the General Partner 10 10
Fund Manager (the Fund Manager) is considered a related party of the Fund
due to its role as being Fund Manager
Management fee 5,914 13,892
Management fee is calculated as a percentage of the total committed capital to the Fund.
Contingent liabilities14
There are no guarantees or contingent liabilities of the Fund.
No provisions for expected credit loss have been recognised. Please refer to note for further. 11
Investors15
The Limited Partnership has registered the following Limited Partner as holding more than 5% of the voting rights
or nominal value of the contributed capital:
Limited Partner Residence Ownership percentage
European Investment Fund Luxembourg 25.50
Dansk Vækstkapital II K/S Hellerup 20.30
Nordea Fonden Copenhagen 8.70
Velliv, Pension & Livsforsikring A/S Ballerup 8.70
Nykredit Realkredit A/S Copenhagen 8.70
Hanssen A/S Daugård 5.80
LLG A/S Brabrand 5.80
Events after the balance sheet date16
No events have occurred after the balance sheet date to this date which would influence the evaluation of this
annual report.
Authorisation of the annual report for issue17
At the meeting held on 06 February 2024 the General Partner authorised this annual report for issue on
06 February 2024.
The annual report will be presented to the limited partners of the Fund for approval at the Annual General
Meeting on 25 April 2024.
Annual reportAuditor's report on audited financial statementsParsePort XBRL Converter2023-01-012023-12-312022-01-012022-12-31Reporting class BOpinionBasis for Opinion2024-04-252024-02-062024-02-06391841682023-01-012023-12-31391841682023-01-012023-12-31ifrs-full:SeparateMember391841682022-01-012022-12-31ifrs-full:SeparateMember391841682023-12-31ifrs-full:SeparateMember391841682022-12-31ifrs-full:SeparateMember391841682022-12-31ifrs-full:AdditionalPaidinCapitalMemberifrs-full:SeparateMember391841682023-01-012023-12-31ifrs-full:AdditionalPaidinCapitalMemberifrs-full:SeparateMember391841682023-12-31ifrs-full:AdditionalPaidinCapitalMemberifrs-full:SeparateMember391841682022-12-31ifrs-full:RetainedEarningsMemberifrs-full:SeparateMember391841682023-01-012023-12-31ifrs-full:RetainedEarningsMemberifrs-full:SeparateMember391841682023-12-31ifrs-full:RetainedEarningsMemberifrs-full:SeparateMember391841682021-12-31ifrs-full:AdditionalPaidinCapitalMemberifrs-full:SeparateMember391841682022-01-012022-12-31ifrs-full:AdditionalPaidinCapitalMemberifrs-full:SeparateMember391841682021-12-31ifrs-full:RetainedEarningsMemberifrs-full:SeparateMember391841682022-01-012022-12-31ifrs-full:RetainedEarningsMemberifrs-full:SeparateMember391841682021-12-31ifrs-full:SeparateMember391841682023-01-012023-12-311391841682023-01-012023-12-311391841682023-01-012023-12-312391841682023-01-012023-12-311391841682023-01-012023-12-312iso4217:DKK