Nlm Vantinge A/S

Ledelsesberetning

Proforma Financial highlightsDKKm2024***2023**2022*Gross profit191.695.4102.6EBITDA before special items82.669.175.2* NLM Vantinge A/S’ result prior to incorporation of the group holding structure** Reflects 12 months of operation (i.e. Jan 1 - Dec 31, 2023)*** OHplus included with 12 months. In the audited statements OHplus is only included from September 5th (closing date)Primary activitiesNLM Vantinge Group Holding ApS is the holding company for NLM Vantinge A/S (“NLM Vantinge” or the “Company”). NLM Vantinge operates through the two Danish operating companies: NLM A/S (“NLM”) and Lipitec A/S (“Lipitec”). In 2024 the German company OHplus GmbH (“OHplus”) was acquired and became part of NLM Vantinge from September 5th. OHplus has for many years been one of the key suppliers to NLM, thus we already have a close partnership, and expect an even closer corporation between the entities in the years to come.OHplus purifies waste and residual products from especially the biodiesel industry through a distillation and decanting process. Hereby the input material is separated into components with the main output being glycerin, fatty acids and methanol. These cleaner materials are then ready to be re-used for production in various industries. OHplus is REDcert certified ensuring sustainable biomass products, traceability of origin and documentation for GHG savings. In NLM the primary activity is recycling and upgrading of fatty industrial by- and waste products to provide a clean, fatty biomass with high energy density. The end-products are primarily used in boilers and biogas plants as a key input factor for energy production. NLM is also REDcert certified and has been so since 2014.In NLM the primary activity is recycling and upgrading of fatty industrial by- and waste products to provide a clean, fatty biomass with high energy density. The end-products are primarily used in boilers and biogas plants as a key input factor for energy production. NLM is also REDcert certified and has been so since 2014.The subsidiary to NLM, NLM France Sarl, provides assistance in connection with the sourcing of by- and waste products for NLM.Lipitec sells and produces rumen-protected, fatty feedstuff additives targeted primarily at cattle and pigs. The feedstuff additives improve digestion and animal health, increase fat content in the milk production and reduce methane emissions. Hence both improving the farmers’ output and lowering their emissions. Lipitec has been GMP+ certified since 2006 and VLOG geprüft certified since 2021 ensuring traceability and food safety.Ownership, governance, and legal structureOWNERSHIPIn May 2023 the private equity firm CataCap acquired an 80% ownership share in NLM Vantinge with the former owner-managers retaining 20% ownership.Following the acquisition of OHplus in September 2024 the founders and former owner-managers of OHplus re-invested into NLM Vantinge Group Holding ApS. Thus, today CataCap controls 70% while the former owner-managers of NLM Vantinge and OHplus own the remaining c. 30%.The aim of the partnership the previous owners of NLM Vantinge and OHplus and CataCap is to continue the positive development of both companies in recent years and fuel the growth even further while continuing to support the green agenda inherent in the enlarged Company.GOVERNANCEOur principles for corporate governance are based on our rules of procedures and our management structure, consisting of the Board of Directors and our Management team. In NLM Vantinge the whole board is the audit committee.Following CataCap’s acquisition of the majority ownership, NLM Vantinge are committed to adhere to the industry association Active Owners' guidelines for responsible ownership and good corporate governance. More information about Active Owners is found on www.aktiveejere.dk.Development in activities and financesThe market dynamics affecting NLM Vantinge in 2024 have been quite diverse. The biogas market has been challenged in 2024 due to temporary issues in the certificate market. At the same time the prices in the glycerin market have been quite attractive during the year and we have also experienced high demand in the feed additives market.FINANCIAL PERFORMANCENLM Vantinge delivered a gross profit of 192m and an EBITDA before special items of DKK 82m in 2024, which is deemed satisfactory.NLM has had a challenging year, as our main market within biogas has been through turmoil during 2024. We have an unchanged belief in the long-term potential of biogas and thus believe the supply market to biogas will recover over the coming years. Our business within other sectors such as biodiesel have experienced growth during 2024.OHplus performed above expectations in 2024 mainly driven by attractive prices in the market for glycerin and lower energy costs.Lipitec performed slightly better than expected, and we are currently experiencing high demand from both old and new customers.Reported EBITDA and thus net profit in 2024 is negatively affected by special items related to the OHplus transaction, thus not representative of the operational performance of the Company. Financing costs have increased due to primarily the full-year effect of CataCap’s investment in NLM Vantinge and partly the acquisition of OHplus.OPERATIONAL DEVELOPMENTDuring 2024 we welcomed OHplus as a subsidiary of NLM Vantinge. The integration between NLM and OHplus is focused on increasing the collaboration while preserving the strengths of the individual businesses.In Lipitec we have – as stated above – successfully completed a generational change in management. We have also strengthened the organization and are currently ramping up the production capacity to be able to meet the increasing demand we are experiencing.The general strengthening of the organisation initiated in 2023 after CataCap’s investment continued in 2024. We have thus added 7 new people (net) to the organization in Denmark while the acquisition of OHplus have added 20 new employees in Germany. Further new hirings are expected in 2025 to further develop the business and support the continued growth journey of NLM Vantinge.Number of employeesPrimo 2024Ultimo 2024Denmark2532Germany & France121Total2653OUTLOOKIn 2025 we expect to see an EBITDA in the range of DKK 80-85m.Knowledge resourcesNLM’s and OHplus’ deep chemical and technical expertise is the foundation that enables us to utilize the resources hidden in organic industrial waste products.The Company's handling of waste and residual products also makes significant demands for knowledge about e.g. certifications, cross border movements and environmental & waste legislation.In Lipitec our expertise in animal digestion and fat composition enables us to produce high quality products with optimal nutritional effects on animals. Food safety is of utmost importance, and again, the handling of raw materials and feedstuff production makes significant demands for knowledge about e.g. quality assurance, certifications and product traceability.To meet these requirements NLM Vantinge employs highly skilled people with specialist knowledge within these areas. The Company's activities are also based on general knowledge of engineering, chemistry, and environmental conditions, which is continuously expanded upon and maintained within the Company.RisksOPERATIONSIt is of utmost importance to NLM Vantinge to follow all applicable legal and environmental requirements (e.g. waste legislation). This is best exemplified by our certifications – which are frequently audited and recertified - from REDcert, GMP+, and VLOG geprüft. The main risk therefore lies within the continued correct handling of raw materials, product quality and traceability.COST OF GOODS SOLDThe raw material prices for Lipitec’s products follow world market prices, which can fluctuate widely over the year. On larger sales contracts, the price risk is hedged by simultaneously entering fixed purchase contracts with the same term as the sales contract.CURRENCY RISKThe majority of the Company’s raw material is purchased in EUR and DKK, and likewise is the vast majority of revenue in EUR and DKK. With the DKK pegged to the EUR we have a strong natural hedge which to a large degree mitigates our currency exposure.INTEREST RATE RISKFollowing CataCap’s acquisition of the majority ownership stake, the Company now has long-term bank financing of DKK 125m with floating interest rate, hence the company is exposed to an interest rate risk.POLITICAL RISKPolitical risks relate to decisions that directly or indirectly may change the preconditions for NLM Vantinge’s business activities. Both energy, the environment and agriculture are areas of high political interest, hence the Company’s areas of business are subject to high awareness from politicians both on a national level and at EU level. NLM Vantinge is by nature supporting both the sustainability agenda through usage of waste material as well as the transition away from fossil fuels, hence in general we are supported by positive political focus. In order to respond as quickly as possible to political initiatives and changes that may affect our business, we closely monitor the political landscape and are members of the industry associations GROFOR and Biogas Danmark.Events after the balance sheet dateNo events have occurred after the balance sheet date that would influence the evaluation of this annual report.Additional management duties of the BoardAnne ArhnungChair, appointed by CataCapCOMPANYFUNCTIONLINKOGAS AMBAChairFOOD ORGANISATION OF DENMARKChairDANMARKS STATISTIKBoard memberCIP FONDENBoard memberBIOGAS DANMARKBoard member3KNT BIOENERGIBoard memberDET CLASSENSKE FIDEICOMMISBoard memberRØNHAVE APSBoard memberRasmus LokvigDeputy Chair, appointed by CataCapCOMPANYFUNCTIONCC GLOBE HOLDING I APSDeputy ChairCC GLOBE HOLDING II A/SDeputy ChairGROUP ONLINE A/SDeputy ChairNLM VANTINGE A/SDeputy ChairNLM VANTINGE GROUP APSDeputy ChairNLM VANTINGE GROUP HOLDING APSDeputy ChairNLM A/SDeputy ChairLIPITECH A/SDeputy ChairCATACAP III GENERAL PARTNER APSBoard member / CEOCATACAP GENERAL PARTNER I APSBoard member / CEOCATACAP GENERAL PARTNER II APS Board member / CEOCATACAP MANAGEMENT A/SBoard member / CEOCC FLY INVEST APS Board member / CEOCC GLOBE INVEST APS Board member / CEOCC II MANAGEMENT INVEST 2017 GP APSBoard member / CEOCC TOASTER INVEST APSBoard member / CEOGLOBE MANCO APSBoard member / CEOLUXPLUS MIIP APSBoard member / CEOMNGT4 RL APS Board member / CEOREKOM MANCO APS Board member / CEOCC HOLDCO APSBoard member / CEOCC TOPCO INVEST APSBoard member / CEODAFA MIIP APSBoard member / CEOCC NORTH INVEST APSBoard member / CEOCC NLM INVEST APSBoard member / CEOCC TAP INVEST APSBoard member / CEOWEB-KONCEPT A/SBoard member / CEOCC AVAIATION GENERAL PARTNER I APSBoard member / CEOCC HOLDCO IV APSBoard member / CEOCC TOPCO IV INVEST APSBoard member / CEOCC DAFA INVEST APSBoard member / CEONLM VANTINGE IP APSBoard member / CEOCC TOPCO V INVEST APSBoard member / CEOTAP MIIP APSBoard member / CEOCC BIDCO APSBoard member / CEOCC BIDCO V APSBoard member / CEOCC BIDCO IV APSBoard member / CEOThomas ÅgrenBoard member, appointed by Per Leth Sørensen, Carsten Broager Jensen and Thomas Ågren through their respective holding companiesCOMPANYFUNCTIONBREGNEDAL EJENDOMME APSCEOHØJSLETTEN APSCEOErich FischerBoard member, appointed by Knut Brockhaus and Erich FischerCOMPANYFUNCTIONN/APeter RyttergaardAppointed by CataCapCOMPANYFUNCTIONAERFIN HOLDINGS LIMITEDDeputy ChairmanAERFIN LIMITEDDeputy ChairmanATLANTIC HOLDCO LIMITEDDeputy ChairmanATLANTIC OFFERCO LIMITEDDeputy ChairmanTP AEROSPACE HOLDING A/SDeputy ChairmanTPA HOLDING I A/SDeputy ChairmanTPA HOLDING II A/SDeputy ChairmanNLM VANTINGE GROUP HOLDING APSBoard MemberNLM VANTINGE GROUP APSBoard MemberNLM VANTINGE A/SBoard MemberNLM A/SBoard MemberLIPITEC A/SBoard MemberKJÆRULF PEDERSEN A/SBoard MemberCC GREEN WALL INVEST APSBoard Member and Exec. MgmtRYTTERGAARD INVEST A/SBoard Member, Exec. Mgmt & OwnerCATACAP GENERAL PARTNER I APSExecutive ManagementCATACAP OP APSExecutive ManagementCATACAP GENERAL PARTNER II APSExecutive ManagementCATACAP GENERAL PARTNER III APSExecutive ManagementCC II MANAGEMENT INVEST 2017 GP APSExecutive ManagementCC FLY INVEST APSExecutive ManagementTPA GREEN MANCO APSExecutive ManagementREKOM MANCO APSExecutive ManagementCC GLOBE INVEST APSExecutive ManagementGLOBE MANCO APSExecutive ManagementCC TOASTER INVEST APSExecutive ManagementLUXPLUS MIIP APSExecutive ManagementTAP MIIP APSExecutive ManagementCC NORTH INVEST APSExecutive ManagementCC DAFA INVEST APSExecutive ManagementDAFA MIIP APSExecutive ManagementCC TAP INVEST APSExecutive ManagementCC NLM INVEST APSExecutive ManagementNLM VANTINGE IP APSExecutive ManagementCC TOPCO INVEST APSExecutive ManagementCC HOLDCO APSExecutive ManagementCC BIDCO APSExecutive ManagementCC TOPCO IV INVEST APSExecutive ManagementCC HOLDCO IV APSExecutive ManagementCC BIDCO IV APSExecutive ManagementCC TOPCO V INVEST APSExecutive ManagementCC HOLDCO V APSExecutive ManagementCC BIDCO V APSExecutive ManagementCC AVIATION GENERAL PARTNER I APSExecutive ManagementBULDUS EJENDOMME APS Executive Management & OwnerINVESTERINGSSELSKABET AF 27/12 1985 APSExecutive Management & OwnerCATACAP MANAGEMENT A/SExecutive Management & OwnerCATACAP DM APSExecutive Management & OwnerCATACAP DM II APSExecutive Management & Owner