Annual Report for 24Money Payments AB (publ)

Transcription

1 The Swedish Companies Registration Office 20 July 2015 Annual Report for Financial year 2014 Certificate of adoption The undersigned director of certifies that the income statement and balance sheet in the annual report were adopted at the annual general meeting. The annual general 15 July 2015 meeting resolved to adopt the board of directors proposal for allocation of profits. I also certify that the content of the annual report and the auditor's report conform to the originals. Solna, 15 July 2105 /Signature/ Christopher Clewehielm

2 Annual Report for Financial year 2014 Table of contents Management report 2 Income statement 4 Balance sheet 5 Changes in shareholders' equity 7 Supplemental disclosures 8 Signatures 15

3 (15) The board of directors of hereby submits the annual report for the 2014 financial year. The annual report is prepared in Swedish kronor, SEK. Management report Information about the business 24Money Payments AB (the "Company") is a wholly-owned subsidiary of 24MoneyGroup AB and offers payment and financial services including, among other things, currency exchange, giro services, and consumer credit. The Company is a registered payment services provider and is subject to the supervision of the Swedish Financial Supervisory Authority. Together with its subsidiary, 24Money Spar, it offers a broad range of services within the currency exchange, payment, borrowing, and savings sectors. 24Money offers the entire chain of payment services, from cash to e-commerce. The Company provides its services online, via shops and through agents. Larger agents operate their own "Money Centers" and are associated as franchisees. The Company owns all shares in the subsidiary 24Money Spar AB, reg. no Preparations to simplify and clarify the group's structure have been underway since the beginning of 2104 and, as a step in this process, the parent company 24Money Group AB (publ) and the Company will merge in The merger will be carried out such that the Company absorbs the parent company. Significant events during and after the financial year In 2014 as well, the group's operations were encumbered by winding up costs associated with winding up business related to bad debt recovery and trading in precious metals, and the work of simplifying and clarifying the group structure. The Company's business has been adapted to the needs of the business, entailing that personnel costs declined during 2014 and The development of the core business comprising currency, payment, and financial services has proceeded and, through the parent company, the Company has gained access to improved system support for agents/retailers of the Company's services. The goal has been to make the Company competitive and attractive vis-à-vis partners and agents. The Company is conducting administrative law litigation against the Swedish Financial Supervisory Authority; the Administrative Court of Appeal granted leave to appeal in June 2015 in accordance with the Company's motion. The following significant events occurred after the end of the financial year The Company: in February 2015, commenced cooperation with a major competitor which chose to become an agent for the Company's payment services. The agreement entails that the Company's representation is tangibly enhanced, as are transaction volumes. The operational start of the cooperation is awaiting approval of the company by the Swedish Financial Supervisory Authority and their application to be associated with the Company as a payment agent. The Financial Supervisory Authority's approval is anticipated during the early summer of 2015; at the end of March 2015, relocated the shop in Uppsala to a better commercial location. Increased transaction volumes could be observed from the outset. The relocation entails not only an improvement of the commercial location but also a reduction, by one-half, of the cost for the premises;

4 (15) in April 2015, entered into a Cooperation Agreement with a British card issuer which includes the right to issue so-called debit cards under the 24Centurion Mastercard trade mark. The card holds up to 14 different currencies and will become a welcome supplement to the Company's range of services. The Company's cooperation partner expects to deliver 50,000 cards to the Swedish market before the end of The cooperation is a joint venture which ensures the Company's contractual delivery and participation in the operations and entails that the Company will be represented by an established call-centre which recruits agents and retailers on the Company's behalf; in May 2015, entered into an agreement with Autocash ATM AB regarding cooperation and a joint venture in respect of a shared concept for delivery of cash dispensing machines under the joint trade mark 24 Autocash. Autocash's sales organisation will represent the Company and recruit agents and retailers on its behalf. As a step in the cooperation, the Company will serve as "payment facilitator" and handle and report all payments vis-à-vis the customers. The cooperation is expected to become operational during the summer of 2015, entailing that the transaction volumes are expected to increase substantially. Ownership structure The Company is a wholly-owned subsidiary of 24Money Group AB, reg. no In addition, the Company holds all shares in its wholly-owned subsidiary, 24Money Spar AB, reg. no Multi-year summary (SEK '000) Net sales 32,299 32,452 3,278 Profit/loss after financial items -4,707-28, Balance sheet total 28,628 30,865 13,045 Equity ratio (%) Comparative figures for 2013 and earlier have not been recalculated in accordance with BFNAR 2012:1, which may lead to insufficient comparability. Proposed allocation of loss carried forward The Board of Directors proposes that the loss carried forward (SEK): loss carried forward -29,183,120 loss for the year -4,707,381-33,890,501 be allocated such that -33,890,501 is carried forward. The Company's profit/loss and financial position are otherwise set forth in the following income statement and balance sheet, with supplemental disclosures.

5 (15) Income Statement Note 1 1 January December January December 2013 Net sales 2 32,299,273 32,451,834 Change in stock of goods during manufacture, finished goods, and work in progress on others' behalf 73,066 0 Other operating income 3 3,499, ,872,180 32,451,834 Operating expenses Raw materials and necessities -157,200 0 Goods for resale -30,279,730-30,418,092 Other external expenses -1,590,253-1,498,836 Personnel expenses 4-6,848,994-3,763,299 Depreciation and amortisation of tangible and intangible fixed assets -1,843,696-42,220 Other operating expenses -11, ,730,994-35,722,447 Operating loss 5-4,858,814-3,270,613 Profit/loss after financial items Profit/loss from participations in group companies 0-23,206,754 Profit/loss from other securities and receivables which are fixed assets 6 16,488-1,876,711 Other interest income and similar income items 7 144,914 0 Interest expenses and similar expense items 8-9,969-2, ,433-25,086,235 Loss after financial items -4,707,381-28,356,848 Loss before tax -4,707,381-28,356,848 Loss for the year -4,707,381-28,356,848

6 (15) Balance Sheet Note 1 31 December December 2013 ASSETS Fixed assets Intangible fixed assets Concessions, patents, licences, trade marks, and similar rights 9 4,005, ,093 4,005, ,093 Tangible fixed assets Equipment, tools and fixtures 10 3,919, ,919,192 0 Financial fixed assets Participations in group companies 11, 12 12,936,000 12,936,000 Other non-current receivables 40,000 15,750 12,976,000 12,951,750 Total fixed assets 20,900,397 13,163,843 Current assets Stock in trade, etc. Finished goods and goods for resale 1,215,146 3,549,794 Advances to suppliers 0 1,897 1,215,146 3,551,691 Current receivables Trade receivables 233, Receivables from group companies 0 12,893,060 Receivables from affiliated companies 1,140,000 0 Other receivables 60,454 60,892 Prepaid expenses and accrued income 84,365 81,850 1,517,942 13,036,392 Cash and bank balances 4,994,837 1,112,931 Total current assets 7,727,925 17,701,014 TOTAL ASSETS 28,628,322 30,864,857

7 (15) Balance Sheet Note 1 31 December December 2013 SHAREHOLDERS' EQUITY AND LIABILITIES Shareholders' equity Restricted equity Share capital 10,000,000 10,000,000 10,000,000 10,000,000 Non-restricted equity Shareholders' contributions received 36,674,251 36,674,251 Profit or loss brought forward -29,183, ,272 Profit/loss for the year -4,707,381-28,356,848 2,783,750 7,491,131 Total shareholders' equity 12,783,750 17,491,131 Current liabilities Trade creditors 486, ,703 Liabilities to group undertakings 14,527,401 12,599,501 Other liabilities 509, ,637 Accrued expenses and deferred income 321, ,885 Total current liabilities 15,844,572 13,373,726 TOTAL SHAREHOLDERS' EQUITY AND LIABILITIES 28,628,322 30,864,857 Pledged assets None None Contingent liabilities None None

8 (15) Change in shareholders' equity Non-restricted equity, including profit/loss for the year Total shareholders' Share capital equity Shareholders' equity, 1 January ,000 1, ,726 New share issue 9,900,000 9,900,000 Unconditional shareholders' contribution 23,009,083 23,009,083 Conditional shareholders' contribution 12,837,170 12,837,170 Loss for the year -28,356,848-28,356,848 Shareholders' equity, 31 December ,000,000 7,491,131 17,491,131 Loss for the year -4,707,380-4,707,380 Shareholders' equity, 31 December ,000,000 2,783,751 12,783,751 Shareholders' contributions (conditional and unconditional) amount to SEK 36,674,250 (36,674,250) as of 31 December 2014.

9 (15) Supplemental disclosures Note 1 Accounting and valuation principles General disclosures The annual report has been prepared in accordance with the Swedish Annual Reports Act and BFNAR 2012:1 Annual Accounts and Consolidated Financial Statements (K3). First-time adopter (K3) The annual report has, for the first time, been prepared in accordance with BFNAR 2012:1 Annual Accounts and Consolidated Financial Statements (K3). The transition to K3 has not precipitated any changes to the income statement, balance sheet, or notes, nor has there been any effect on shareholders' equity due to the transition to K3. The information in the multi-year overview of the management report have not been recalculated. Receivables have been entered at the amount by which they are expected to be received. Other assets and liabilities have been entered at acquisition value unless otherwise stated. Receivables have been valued at either the acquisition value or the amount by which they are expected to be paid, whichever is lower. Other assets, liabilities, and reserves have been valued at acquisition value unless otherwise stated. Receivables and liabilities in foreign currency have been valued at the exchange rate on the balance sheet date. Exchange rate gains and exchange rate losses on operating receivables and operating liabilities have been reported in operating profit/loss, while exchange rate gains and exchange rate losses on financial receivables and liabilities have been reported as financial items. Estimates and assessments The preparation of annual accounts and application of accounting principles are often based on company management's assessments, estimates, and assumptions which are deemed reasonable at the time when the assessment is made. Estimates and assessments are based on historical experience and a number of other factors which, under prevailing circumstances, are deemed reasonable. The result of these are used to assess the reported values of assets and liabilities which are not otherwise clearly discernible from other sources. The actual outcome may deviate from these estimates and assessments. Estimates and assumptions are reviewed on a regular basis. Changed accounting principles As from 1 October, the accounting of currency sales and currency stocks were changed. Each currency is reported separately.

10 (15) Revenue recognition Revenue is reported at the fair value of what has been or will be received and reported to the extent it is likely that the company can utilise the financial benefits and the revenues can be calculated in a reliable manner. When goods are sold, the income is normally reported as revenue when the material benefits and risks which are associated with the ownership of the goods have passed from the Company to the buyer. Remuneration in the form of interest is reported as revenue when it is likely that the Company will realise the financial benefits which are associated with the transaction and when the income can be calculated in a reliable manner. Accounting principles for individual balance sheet items Intangible assets The Company reports intangible fixed assets developed in-house pursuant to the capitalisation model. This entails that all expenditures which relate to the production of an intangible asset developed in-house are booked as an asset and written off during the calculated useful life of the asset, provided that the criteria in BFNAR 2012:1 are satisfied. Fixed assets Intangible and tangible fixed assets are reported at acquisition value, less accumulated amortisation/depreciation according to plan and any write-downs. Depreciation and amortisation are performed on a straight-line basis across the forecasted useful life, taking into consideration material residual value. The following amortisation/depreciation percentage is applied: 20%. Intangible fixed assets Concessions, patents, licences, trade marks 20% Residential leases and similar rights 20% Tangible fixed assets Equipment, tools and fixtures 20% Borrowing costs The borrowing costs which are incurred when the company borrows capital are written off in the income statement for the period in which they are incurred. The borrowing costs which are incurred when the company borrows capital to finance the manufacture of assets which require significant time to complete are calculated in the acquisition value of the asset. The interest expenses which are calculated into the acquisition value of the asset are valued pursuant to the effective interest method. Financial instruments Financial instruments are valued based on the acquisition value. The instrument is reported in the balance sheet when the company becomes a party to the instrument's contractual terms and conditions. Financial assets are removed from the balance sheet when the right to receive the cash flow from the instrument has concluded or been transferred and the company has transferred essentially all risks and benefits which are associated with the ownership. Financial liabilities are removed from the balance sheet when the obligations have been paid or otherwise terminated.

11 (15) Participations in subsidiaries Participations in subsidiaries are reported at acquisition value less any write-downs. The acquisition value includes the purchase price which was paid for the shares, as well as acquisition costs. Any contributions to capital are added to the acquisition value when they arise. Trade receivables/current receivables Trade receivables and current receivables are reported as current assets at the amount at which they are expected to be paid in following deduction for individually assessed bad debts. Loan debts and trade creditors Loan debts and trade creditors are initially reported at acquisition value following deduction for transaction costs. Where the reported amount differs from the amount which is to be repaid on the due date, the difference is allocated as an interest expense over the term of the loan applying the effective interest rate of the instrument. In this way, the amount reported at the due date corresponds to the amount which is to be repaid. Setoff of financial receivable and financial liability A financial asset and a financial liability are offset and reported as a net amount in the balance sheet only where there is a legal right to setoff and when settlement with a net amount is intended to take place, or when a simultaneous divestment of the asset and payment of the debt are intended to take place. Write-down testing of financial fixed assets On each balance sheet date, a determination is made as to whether there is an indication of a write-down requirement for any financial fixed asset. The asset will be written down if the decline in value is assessed to be enduring and is tested individually. All financial instruments are valued and reported based on fair value in accordance with the rules set forth in Chapter 12 of BFNAR 2012:1 (K3). Goods in stock Goods in stock have been valued at market value on 31 December Income taxes Total tax comprises current tax and deferred tax. Taxes are reported in the income statement, unless the underlying transactions are reported directly against shareholders' equity, whereupon appurtenant tax effects are reported in shareholders' equity. Current tax Current tax refers to income tax for the current financial year as well as that part of the income tax for the previous financial year which has not been reported. Current tax is calculated based on the tax rate which applies on the balance sheet date. Remuneration to employees Remuneration to employees refers to all types of remuneration which the company provides to the employees. Current remuneration comprises, among other things, salaries, paid vacation, paid leave, bonuses, and remuneration following completed employment (pension). Current remuneration is reported as a cost and a liability since there is a legal or informal obligation to pay remuneration as a result of a previous event and a reliable estimate of the amount can be made. Group structure The Company is a parent company, but with reference to the rules governing exceptions set forth in Chapter 7, section 3 of the Swedish Annual Reports Act, no consolidated financial statements are prepared.

12 (15) Definitions of key ratios Net sales The business' primary revenues, invoiced costs, supplemental revenue and revenue corrections. Profit/loss after financial items Profit/loss after financial revenue and costs but prior to extraordinary revenue and costs, appropriations and taxes. Balance sheet total The Company's aggregate assets. Equity ratio (%) Adjusted shareholders' equity (shareholders' equity and untaxed reserves, less deferred tax) as a percentage of the balance sheet total. Note 2 Breakdown of net sales Net sales per type of revenue Currency sales 32,299,273 32,451,834 32,299,273 32,451,834 Note 3 Other operating income Profit on divestment of intangible fixed assets 3,400,000 0 Other remuneration and income 99, ,499,841 0

13 (15) Note 4 Employees and personnel expenses Average number of employees Women 10 7 Men Wages and other remuneration Board of directors and CEO 494, ,232 Bonuses and similar remuneration to the board of directors and CEO 199,800 0 Other employees 4,727,040 2,644,032 5,421,467 3,178,264 Payroll overhead Other social insurance charges pursuant to law and agreement 1,427, ,035 1,427, ,035 Total salaries, remuneration, payroll overhead, and pension costs 6,848,994 3,763,299 Note 5 Intragroup purchases and sales No intragroup purchases or sales took place during the year. Intragroup sales as a percentage 0.00% 11.00% Intragroup purchases as a percentage 0.00% 12.00% Note 6 Profit/loss from other securities and receivables which are fixed assets Depreciation, 24Money Pantbank AB 205,186 0 Write-down -188,698-1,876,711 16,488-1,876,711 Note 7 Other interest income and similar profit/loss items Interest income Untaxed interest income 2 0 Other financial income 144, ,914 0

14 (15) Note 8 Interest expenses and similar profit/loss items Interest expenses on trade creditors 1,820 1,045 Interest expenses, tax account 8,149 1,725 9,969 2,770 Note 9 Concessions, patents, licences, trade marks, and similar rights 31 December December 2013 Opening acquisition values 212,093 Purchases 5,511, ,303 Closing accumulated acquisition values 5, ,303 Reclassifications 125,000 Amortisations for the year -43,696-42,210 Closing accumulated amortisations 81,304-42,210 Write-downs for the year -1,800,000 Closing accumulated write-downs -1,800,000 Closing reported value 4,005, ,093 Note 10 Equipment, tools and fixtures 31 December December 2013 Opening acquisition values 0 0 Purchases 419,192 0 Purchase of assets and liabilities, 24Guld i Sverige AB 3,500,000 Closing accumulated acquisition values 3,919,192 0 Closing reported value 3,919,192 0

15 (15) Note 11 Participations in group companies 24Money Spar AB 100% 31 December December 2013 Opening acquisition values 12,936,000 12,936,000 Closing accumulated acquisition values 12,936,000 12,936,000 Closing reported value 12,936,000 12,936,000 Note 12 Specification of participations in group companies Name Share of equity Share of voting interests Number of participating interests Book value 24Money Spar AB 100% 100% 1,000 25,907,063 25,907,063 Reg. no. Registered office Shareholders' equity Profit/loss 24Money Spar AB Solna 10,906, ,335

16 (15) Solna, 15 July 2015 /Signature/ Christopher Clewehielm Chairman of the Board /Signature/ Pontus Ljunggren /Signature/ Mattias Ahlberg /Signature/ Christopher Berg Our auditor s report was submitted on 15 July 2015 and it deviates from the standard wording. Mazars SET Revisionsbyrå AB /Signature/ Anders Fornstedt Authorised Public Accountant

17 AUDITOR S REPORT To the annual meeting of the shareholders of 24Money Payments AB corporate identity number Report on the annual accounts We have audited the annual accounts of 24Money Payments AB for Responsibilities of the Board of Directors and the CEO for the annual accounts The Board of Directors and the CEO are responsible for the preparation and fair presentation of these annual accounts in accordance with the Annual Accounts Act, and for such internal control as the Board of Directors and the CEO determine is necessary to enable the preparation of annual accounts that are free from material misstatement, whether due to fraud or error. Auditor s responsibility Our responsibility is to express an opinion on the annual accounts based on our audit. We conducted our audit in accordance with International Standards on Auditing and generally accepted auditing standards in Sweden. Those standards require that we comply with ethical requirements and plan and perform the audit to attain reasonable assurance about whether the annual accounts are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the annual accounts. The procedures selected depend on the auditor s judgment, including assessing the risks of material misstatement in the annual accounts, whether due to fraud or error. In making those risk assessments, the auditor considers those parts of the internal control which are relevant to the company s preparation and fair presentation of the annual accounts 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 company s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the Board of Directors and the CEO, as well as evaluating the overall presentation of the annual accounts. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Opinions In our opinion, the annual accounts have been prepared in accordance with the Annual Accounts Act and present fairly, in all material respects, the financial position of 24Money Payments AB as of 31 December 2014 and of its financial performance and its cash flows for the year in accordance with the Annual Accounts Act. The statutory administration report is consistent with the other parts of the annual accounts. We therefore recommend that the annual meeting of the shareholders adopt the income statement and balance sheet. Page 1(2)

18 Report on other legal and regulatory requirements In addition to our audit of the annual accounts, we have also audited the proposed appropriation of the company s profit or loss and the administration of the Board of Directors and the CEO of 24Money Payments AB for Responsibilities of the Board of Directors and the CEO The Board of Directors is responsible for the proposal for appropriations of the company s profit or loss, and the Board of Directors and the CEO are responsible for administration under the Companies Act. Auditor s responsibility Our responsibility is to express an opinion with reasonable certainty on the proposed appropriations of the company s profit or loss and on the administration based on our audit. We conducted the audit in accordance with generally accepted auditing standards in Sweden. As a basis for our opinion on the Board of Directors proposed appropriations of the company s profit or loss, we examined whether the proposal is in accordance with the Companies Act. As a basis for our opinion concerning discharge from liability, in addition to our audit of the annual accounts, we examined significant decisions, actions taken and circumstances of the company in order to determine whether any member of the Board of Directors or the CEO is liable to the company. We also examined whether any member of the Board of Directors or the CEO has, in any other way, acted in contravention of the Companies Act or the Articles of Association. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Opinions We recommend to the annual meeting of the shareholders that the loss be treated in accordance with the proposal in the statutory administration report and that the members of the Board of Directors and the CEO be discharged from liability for the financial year. Comments The annual accounts have not been prepared in such time as to enable the annual meeting of the shareholders to be held, pursuant to Chapter 7, section 10 of the Companies Act, within six months after the end of the financial year. Stockholm, 15 July 2015 Mazars Set Revisionsbolag /signature/ Anders Fornstedt Authorised Public Accountant Stamp [illegible] Page 2(2)