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FinLab AG Interim / Quarterly Report 2020

Sep 24, 2020

5396_10-q_2020-09-24_fa41df1e-d58b-482b-ac3e-85043fc9cfcf.pdf

Interim / Quarterly Report

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NEXT GENERATION FINANCE. NOW.

Interim Financial Report as at June 30, 2020

Page 2

CONTENTS

INTERIM FINANCIAL REPORT
INTERIM FINANCIAL STATEMENT (IFRS) 03
Balance Sheet 04
Income Statement 06
Statement of Cash Flows 07
Statement of Changes in Equity 08
Notes to the Interim Financial Statement 09
INTERIM FINANCIAL STATEMENT (HGB) 22
Balance Sheet 23
Income Statement 25
CONTACT 26

Page 3

INTERIM FINANCIAL STATEMENT OF FINLAB AG (IFRS) AS AT JUNE 30, 2020

Page 4

BALANCE SHEET AS AT JUNE 30, 2020 (IFRS) ASSETS

in thousand EUR
6/30/2020 12/31/2019
A. Non-current assets
I. Intangible assets 8 8
II. Property, plant and equipment 577 672
III. Financial assets 149,636 134,513
150,221 135,193
B. Current assets
I. Securities 83 79
II. Trade receivables 32 4
III. Receivables from associated companies 15 103
IV. Receivables from affiliated companies 2,540 2,841
V. Other assets 485 129
VI. Income tax receivables 685 685
VII. Cash at banks 5.656 6,753
9,496 10,593
159,717 145,786

Page 5

BALANCE SHEET AS AT JUNE 30, 2020 (IFRS) LIABILITIES

in thousand EUR
6/30/2020 12/31/2019
Equity
I. Subscribed capital 5,323 5,323
II. Capital reserve 48,057 48,057
III. Retained earnings 83,060 80,497
IV. Revaluation reserve 20,028 8,893
156,469 142,771
Non-current liabilities
I. Non-current provisions 62 62
II. Other liabilities 587 701
III. Deferred tax liabilities 1,646 1,355
2,296 2,118
Current liabilities
I. Provisions for taxation 214 134
II. Other provisions 604 690
III. Trade payables 106 43
IV. Other liabilities 27 29
952 897
159,717 145,786

Page 6

INCOME STATEMENT (IFRS) JANUARY 1 TO JUNE 30, 2020

in thousand EUR
1st half 2020 1st half 2019
Revenue 725 723
Income from investments 982 1,770
Other operating income 413 417
Total income 2,119 2,910
Cost of purchased services -91 0
Personnel expenses -702 -1,134
Non-personnel expenses -822 -621
Operating result (EBIT) 505 1,155
Financial result 2,371 3,546
Earnings before taxes (EBT) 2,876 4,701
Taxes on income -313 -101
Net result for the period 2,563 4,600
Average number of shares issued (undiluted) 5,323,170 5,238,670
Dilution effect arising from share options 148,533 219,592
Average number of shares issued (diluted) 5,471,703 5,458,262
Undiluted earnings per share in EUR 0,48 0,88
Diluted earnings per share in EUR 0,47 0,84
Changes to the revaluation reserve 11,135 -5,221
Overall result 13,698 -621

Page 7

STATEMENT OF CASH FLOWS (IFRS) JANUARY 1 TO JUNE 30, 2020

in thousand
EUR
1st half 2020 1st half 2019
Net result for the period 2,563 4,600
Income from the sale of securities and financial assets -152 -274
Retirement of securities and financial assets 122 126
Write-ups of securities and financial assets -4,148 -3,360
Write-downs of securities and financial assets 1,893 0
Amortization and depreciation of property, plant and equipment and
intangible assets
101 14
Increase/decrease in provisions -5 -71
Other non-cash expenses and income 292 362
Increase/decrease in receivables and other assets -233 -1,178
Increase/decrease in payables and other liabilities -53 -331
Cash flow from operating activities 378 -111
Outflow of funds for investments in property, plant and equipment and
intangible assets
-6 -1
Payments for long-term loans -545 -1,150
Outflow of funds for investments in financial assets -975 -4,156
Proceeds from the sale of securities and financial assets 152 274
Cash flow from investing activities -1,374 -5,033
Payments for leasing (redemption) -101 0
Cash flow from financing activities -101 0
Net change in cash and cash equivalents -1,097 -5,144
Cash and cash equivalents at beginning of period 6,753 13,362
Cash and cash equivalents at end of period 5,656 8,219

STATEMENT OF CHANGES IN EQUITY (IFRS) JANUARY 1 TO JUNE 30, 2020

in thousand EUR Subscribed capital Capital reserve Retained earnings Revaluation reserve Total equity
As at 01/01/2020 5,323 48,057 80,497 8,893 142,771
Changes in the revaluation
reserve recognized in equity
- - - 11,135 11,135
Net result for the period - - 2,563 - 2,563
Overall result - - 2,563 11,135 13,698
As at 6/30/2020 5,323 48,057 83,060 20,028 156,469

NOTES TO THE INTERIM FINANCIAL REPORT (IFRS) OF FINLAB AG AS AT JUNE 30, 2020

INFORMATION ABOUT THE COMPANY

FinLab AG (hereinafter referred to as "FinLab" or the "Company") is based in Grüneburgweg 18, Frankfurt am Main and is entered in the Commercial Register of the Local Court of Frankfurt am Main under HRB 58865.

The business activities of FinLab focus on the provision of venture capital for German fintech (financial technology) start-up companies. FinLab also invests globally in fintech companies within the context of venture rounds, mostly in the USA and in Asia.

FinLab is listed on the open market of the Frankfurt Stock Exchange with inclusion in the "Scale" Standard.

BASIC PRINCIPLES

The unaudited, condensed interim financial statements as at June 30, 2020 were prepared in accordance with the International Financial Reporting Standards (IFRS), as applied in the EU, and their interpretation by the International Financial Reporting Interpretations Committee (IFRIC). IAS 34 (Interim Financial Reporting) was observed. The option to apply new standards prematurely has not been exercised.

The accounting and valuation methods underlying the 2019 annual financial statement were consistently applied to this interim financial statement.

The annual financial statement contains values which have been determined legitimately using estimates and assumptions. The estimates and assumptions used are based on historical experience and other factors such as planning and likely (from the current standpoint) expectations and forecasts of future events. The assumptions and estimates taken into consideration mainly relate to the determination of the recoverable amount in connection with impairment testing and the recognition and measurement of deferred taxes and provisions.

Significant adjustments to the reported assets and provisions may be required in the next financial year for the following items due to a revaluation:

in thousand EUR
6/30/2020 12/31/2019
Financial assets 149,636 134,513
Securities held as current assets 83 79
Other liabilities 587 701
Other provisions 880 886

NOTES TO THE INCOME STATEMENT

Revenue

The reported revenue relates to the services provided by the company to subsidiaries and equity interests, particularly in the areas of management, accounting and marketing. There are no other significant categories of revenue.

Income from investments

Income from investments is made up of the income and expenses from investments, in particular from dividends received.

Other operating income

Other operating income mainly consists of the reversal of impairments amounting to EUR 230 thousend (previous year: EUR 230 thousend) and the charging-on of expenses amounting to EUR 113 thousend (previous year: EUR 92 thousend).

As in the previous year, there was no income from currency conversion.

Personnel expenses

Personnel expenses include the remuneration for directors and employees.

The employees of the company are insured under the statutory pension scheme, whereby ongoing contribution payments are recorded as an expense at the time of payment. There are no further pension commitments.

in thousand EUR
1st half 2020 1st half 2019
Wages and salaries -529 -622
Social security contributions -69 -74
Other personnel expenses -104 -438
-702 -1,134

Other personnel expenses of the prior year are mainly made up of the costs related to the valuation of the options issued under the stock option program.

Non-personnel expenses

Non-personnel expenses consist of other operating expenses and depreciation and amortization of property, plant and equipment and intangible assets. The main items are as follows:

in thousand EUR
1st half 2020 1st half 2019
Consulting and audit costs -302 -131
Amortization and depreciation of property, plant and equipment and
intangible assets
-101 -14
Occupancy costs -70 -260
Banking and insurance fees -58 -49
Costs of marketing and financial market information -44 -39
Costs for communication and IT -39 -34
Losses on receivables and write-downs -24 -37
Travel and entertainment expenses -17 -33
Vehicle costs -16 -18
Office expenses -2 -3
Other miscellaneous expenses -149 -3
-822 -621

Other expenses mainly include expenses from other cost transfers and expenses from other accounting periods.

Page 12

Financial result

The financial result is made up of:

in thousand EUR
1st half 2020 1st half 2019
Income from the sale of securities and financial assets 152 274
Retirement of securities and financial assets -122 -126
Write-ups and write-downs of securities and financial assets 2.256 3,360
Interest and similar income 91 57
Interest and similar expenses -6 -19
2,371 3,546

Income from the sale of securities and financial assets relates to the following:

in thousand EUR
1st half 2020 1st half 2019
Non-current securities in the category
"valued at fair value through profit or loss"
152 274
152 274

The retirement of financial assets and securities relates to the following valuation categories:

in thousand EUR
1st half 2020 1st half 2019
Non-current securities in the category
"valued at fair value through profit or loss"
-122 -126
-122 -126

Interest and similar income and expenses mainly relate to interest on loans, bank deposits and bank overdrafts.

Tax on income

Tax on income relates to deferred taxes and the creation of provisions for tax on the financial year's result.

in thousand EUR
1st half 2019
1st half 2020
Actual tax expense for the period -202 -49
Deferred taxes -111 -51
-313 -101

Earnings per share

Earnings per share based on the earnings attributable to shareholders from continuing operations are as follows:

in thousand EUR
1st half 2020 1st half 2019
Average number of shares issued (undiluted) 5,323,170 5,238,670
Dilution effect arising from share options 148,533 219,592
Average number of shares issued (diluted) 5,471,703 5,458,262
Undiluted earnings per share in EUR 0.48 0.88
Diluted earnings per share in EUR 0.47 0.84

NOTES TO THE BALANCE SHEET

Intangible assets and property, plant and equipment

The composition of the development of intangible assets and property, plant and equipment is shown in the asset schedule, which is an attachment to the notes.

Intangible assets pertain mostly to capitalized expenses for the website of FinLab.

The useful life of intangible assets and property, plant and equipment ranges from 3 to 20 years. No groups have been created due to their subordinate importance.

No expenses were incurred for research and development, and these were therefore neither included in the costs nor capitalized.

Internally generated intangible assets were not capitalized.

Financial assets

Financial assets include the following items:

in thousand EUR
6/30/2020 12/31/2019
Shares in affiliated companies 12,852 12,852
Investments 105,056 100,298
Non-current securities 29,861 18,667
Loans 1,867 2,696
149,636 134,513

The securities held as non-current assets relate to the following:

in thousand EUR
6/30/2020 12/31/2019
Securities classified "valued at fair value through profit or loss" 0 122
Securities classified and measured at "fair value through other compre
hensive income" ("FVOCI")
29,861 18,545
29,861 18,667

Deferred tax assets and liabilities

Deferred tax liabilities primarily result from differences in the valuation of financial assets and the discounting of non-current debt. A tax rate of 31.93% was taken into account.

Securities

The securities held as current assets are allocated to the categories "financial assets valued at fair value through profit or loss" and "fair value through other comprehensive income" ("FVOCI") As at the reporting date, there are only holdings in the category "financial assets valued at fair value through profit or loss".

Receivables and other assets

The receivables and other assets shown have a maturity of up to one year and are reported at their nominal amount.

The other assets and receivables relate to the following items:

in thousand EUR
6/30/2020 12/31/2019
Receivables from loans 2,555 2,943
Receivables from sales tax 376 0
Receivables from income tax 685 685
Other 141 134
3,757 3,762

Cash at banks

Cash at banks corresponds in full to cash and cash equivalents and mainly consists of current accounts, savings accounts and fixed-term deposits.

Page 16

Equity

Subscribed capital

Based on the conditional capital (2014/II) resolved by the Annual General Meeting on 10 December 2014, 84,500 subscription shares were issued in 2019. The Supervisory Board therefore resolved on 15 October 2019 to increase the Company's share capital by EUR 84,500.00 from EUR 5,238,670.00 to EUR 5,323,170.00 by issuing 84,500 new registered no-par value shares against cash contributions. The subscribed capital amounts to EUR 5,323,170.00 and is fully paid up. It is divided into 5,323,170 registered ordinary shares. The shares are no-par value shares with a notional value of EUR 1.00 each.

The Annual General Meeting on June 15, 2018 resolved to increase the subscribed capital by June 14, 2023, with the consent of the Supervisory Board, by issuing new shares against cash or property, plant and equipment on one or more occasions up to a value of €2,494,335.00 (Authorized Capital 2018), whereby the subscription rights of shareholders can be excluded. The corresponding amendment to Section 5 (2) of the Articles of Association was entered in the Commercial Register on July 16, 2018.

The Annual General Meeting on December 10, 2014 resolved to increase the subscribed capital by November 30, 2019, with the consent of the Supervisory Board, by issuing new shares against cash or property, plant and equipment on one or more occasions up to a value of €2,269,335.00 (Authorized Capital 2014/I), whereby the subscription rights of shareholders can be excluded. The corresponding amendment to Section 5 (2) of the Articles of Association was recorded in the Commercial Register on December 30, 2014. After partial use, the authorized capital 2014 amounts to €1,569,335.00.

The subscribed capital of the Company was contingently increased by €1,815,000.00 by the Annual General Meeting of December 10, 2014 (Contingent Capital 2014/I). The subscribed capital of the Company was contingently increased by up to €453,867.00 by resolution of the Annual General Meeting of December 10, 2014 (Contingent Capital 2014/II). Based on the contingent capital increases, the Company has made partial use of the authorization to issue bonds with warrants and/or convertible bonds, profit participation bonds and/or participation rights with warrants and/or conversion rights or obligations. In fiscal year 2015, 315,000 share options were distributed to employees and members of the Board of Management.

In fiscal years 2015 to 2017, a total of 425,000 stock options were granted to the employees and members of the Board of Management of FinLab AG and 13,000 stock options to the employees and management of a subsidiary, which entitle each option right to purchase one share of the Company after a four-year waiting period.

In accordance with the agreement, 25,000 stock options were returned to FinLab AG in fiscal year 2017. In fiscal year 2019, 84,500 stock options were converted into shares and 100,000 stock options expired due to failure to achieve the performance target. This leaves a total of 228,500 options issued as of June 30, 2020.

Capital reserve

The capital reserve contains the amount that will be received from the issue of shares in addition to the (accounting) par value (offering premium).

The capital reserve also includes the amounts resulting from the valuation of the share options issued.

Retained earnings

Income retained in previous years and in the current year is shown under retained earnings. There are no legal reserves as defined in Section 150 Para. 2 of the German Stock Corporation Act (AktG) or other reserves covered by the Articles of Association.

Reserve for the revaluation of financial instruments

The reserve for the revaluation of financial instruments includes the changes in value of the financial assets recognized in equity in the category "fair value through other comprehensive income" ("FVOCI") and all adjustments of deferred taxes and provisions made in connection with the valuation of these assets.

During the reporting period, value adjustments to financial instruments were recorded in equity in the following amounts:

in thousand EUR
1st half 2020 1st half 2019
Valuation and disposals of securities 11,496 -5,268
Deferred taxes -181 47
11,316 -5,221

Provisions

Non-current provisions of EUR 32 thousand (12/31/2019: EUR 32 thousand) for the archiving of files and of EUR 30 thousand (12/31/2019: EUR 30 thousand) for decommissioning obligations and not discounted due to the minor effect.

Provisions for tax on income were made based on earnings for the financial year in the amount of EUR 80 thousand (previous year: EUR 0 thousand).

Other current provisions are made up as follows:

in thousand EUR 12/31/2019 Use Reversal Allocation 6/30/2020 Likelihood
of use
Personnel 205 -148 - 78 136 Medium
Office expenses 134 - - - 134 Low
Audit costs 104 -50 - 25 79 Medium
Supervisory Board 45 -25 -15 30 35 High
Tax consultancy 72 -36 - - 36 High
Outstanding invoices 129 -121 - 176 184 High
690 -379 -15 309 604

Page 18

The personnel provisions relate to provisions for employee bonuses, holiday entitlement and contributions to the trade association.

Liabilities

Other liabilities relate to the following items:

in thousand EUR
6/30/2020 12/31/2019
Wage and church tax 27 29
Leases 587 701
614 730

OTHER DISCLOSURES

Notes to the Statement of Cash Flows

Cash flows are recognized in the statement of cash flows according to IAS 7 in order to provide information about the movement of the company's cash and cash equivalents. Cash flows are differentiated according to operating, investing and financing activities. The indirect presentation method is used.

During the reporting period, there were cash inflows from interest income in the amount of EUR 3 thousand (previous year: EUR 6 thousand) and cash outflows from interest expenses amounting to EUR 0 thousand (previous year: EUR 17 thousand). Like the prior year, dividends were not received.

Income taxes of EUR 122 thousand were paid (previous year: EUR 0 thousand).

Cash (cash and cash equivalents) consists of cash at bank.

Notes to segment reporting

As the "chief operating decisions maker" in the sense of IFRS 8.7, the Executive Board of FinLab AG regularly reviews information about the development of the company at overall portfolio level. It also makes decisions regarding the allocation of resources at this level.

Information relating to accounting is therefore only available for the company as a whole and is not allocated to individual segments. FinLab is accordingly managed as a "single segment entity" (SSE), so that the financial and other effects of business activities can be identified on the basis of the elements in the financial statements.

Reporting on operating segments is therefore unnecessary.

The company's value is mainly determined on the basis of the market value of investments as reflected in equity according to IFRS. Equity according to IFRS is a key parameter for managing and monitoring the company.

FinLab operates in German-speaking countries and its income was generated in Germany.

Contingent liabilities and other financial obligations

The remaining payment obligations for agreed shareholdings not yet called in for shares in FinLab EOS VC Europe I amount to EUR 3,218 thousand (2019/12/31: EUR 3,695 thousand) as at the accounting date.

Leasing

In the first-time application of IFRS 16 "Leasing" as of January 1, 2019, FinLab capitalized the long-term rights of use from an office rental agreement in the amount of €808 thousand and recognized depreciation (€202 thousand p.a.) in accordance with IAS 16 over the remaining term of the agreement of four years.

As of the balance sheet date, €505 thousand is therefore reported under the balance sheet item "Property, plant and equipment" as rights of use from leases. The depreciation is recorded as depreciation of property, plant and equipment under expenses.

Expenses amounting to €6 thousand were recorded in the financial result for the financial year from the compounding of interest on lease liabilities, which results from the present values of future payment obligations. The annual rental payments amount to €101 thousand and reduced the leasing liabilities as of June 30, 2020 to €587 thousand.

Income of TEUR 69 was generated from the subleasing of offices.

All other rental agreements have a short-term residual term or are of subordinate value, so that no capitalisation took place.

Related Parties

As at June 30, 2020, LION CAPITAL AG, Kulmbach, held more than 25% of the company's shares. As at June 30, 2020, LION CAPITAL AG, Kulmbach is classified as an affiliated company within the meaning of Section 15 of the German Stock Corporation Act (AktG) with regard to other companies. The indirect owner in the meaning of Section 17 Para. 1 of the German Stock Corporation Act (AktG) is Mr. Bernd Förtsch, Kulmbach.

As he had a voting majority at the Annual Shareholders' Meeting on June 10, 2020, Mr. Bernd Förtsch was able to exert what amounted to a controlling influence over the company. Furthermore, it is expected that such a voting majority will be held at future annual shareholders' meetings, making FinLab a business controlled by Mr. Bernd Förtsch in accordance with Section 17 Para. 1 and 2 of the German Stock Corporation Act (AktG) as at June 30, 2020.

In the financial year, there were no corresponding business transactions to report.

The members of the company's Executive Board only received short-term remuneration during this financial year. The total amount was EUR 357 thousand (previous year: EUR 257 thousand).

Supervisory Board remuneration amounting to EUR 30 thousand (previous year: EUR 30 thousand) was to paid members of the Supervisory Board during the reporting year. As in the previous year, costs were reimbursed in the amount of less than EUR 1 thousand.

All transactions with related companies and individuals were carried out on conditions applicable to transactions with third parties.

As at the reporting date, FinLab directly or indirectly held 20 percent or more of the voting rights in the following companies:

Investments Headquarters Percentage
holding
Heliad Management GmbH Frankfurt am Main 100 %
Patriarch Multi-Manager GmbH Frankfurt am Main 100 %
VCH Investment Group AG Frankfurt am Main 100 %
FinLab Asset Management GmbH Frankfurt am Main 100 %
Heliad Equity Partners GmbH & Co. KGaA Frankfurt am Main 45.3 %
nextmarkets GmbH Köln 31.4 %
Authada GmbH Darmstadt 29.1%
Vaultoro Limited London/UK 23.3%
Iconic Holding GmbH Frankfurt am Main 22.1%
Fastbill GmbH Frankfurt am Main 20.9%
CASHLINK Technologies GmbH Frankfurt am Main 20.0%

Employees

Over the course of the year, FinLab employed 9 members of staff on average (previous year: 13).

Page 21

Executive Board and Supervisory Board

Executive Board:

  • Juan Rodriguez, member of the Executive Board, Bad Vilbel
  • Stefan Schütze, member of the Executive Board, Frankfurt am Main

Supervisory Board:

  • Axel-Günter Benkner, independent management consultant, Nidderau, (Chairman of the Supervisory Board)
  • Stefan Müller, fully authorized representative of Börsenmedien Aktiengesellschaft, Küps
  • Dr. Friedrich Schmitz, entrepreneur, Munich

Post-Balance Sheet Events

There have been no material events of special significance since the close of the fiscal year.

Frankfurt am Main, August 2019

The Executive Board

Page 22

INTERIM FINANCIAL STATEMENT OF FINLAB AG (HGB) AS AT JUNE 30, 2020

Page 23

BALANCE SHEET AS AT JUNE 30, 2020 (HGB) ASSETS

6/30/2020 12/31/2019
Fixed assets
I.
Intangible assets
Concessions, industrial property rights acquired for a
consideration, and similar rights and values as well as
licenses to such rights and values
8 8
II.
Property, plant and equipment
1. Other equipment, furniture, fixtures and fittings 72 66
III.
Financial assets
1. Shares in affiliated companies 2,899 2,899
2. Loans to companies with which a participation relationship
exists
1,450 1,439
3. Investments 24,214 21,710
4. Securities held for investment 19,202 19,325
47,766 45,372
Current assets
I.
Receivables and other assets
1. Trade receivables 32 4
2. Receivables from affiliated companies 2,540 2,841
3. Receivables from investments 432 1,360
4. Other assets 1,126 789
II.
Securities
83 79
III.
Cash, bank balances
5,656 6,753
9,869 11,825
Accruals and prepayments 45 26
57,760 57,297

Page 24

BALANCE SHEET AS AT JUNE 30, 2020 (HGB) LIABILITIES

in thousand EUR
6/30/2020 12/31/2019
A. Equity
I.
Subscribed capital
5,323 5,323
II.
Capital reserve
47,131 47,131
III.
Retained earnings
3,767 3,767
427 56,221
B. Provisions
1.
Provisions for taxation
214 214
2.
Other provisions
666 672
881 886
C. Liabilities
1.
Trade payables
107 43
2.
Other liabilities
27 146
133 189
D. Deferred income 97 26
57,760 57,297

Page 25

INCOME STATEMENT (HGB) JANUARY 1 TO JUNE 30, 2020

in thousand EUR
1st half 2020 1st half 2019
1. Revenue 725 723
2. Other operating income 459 567
3. Cost of materials -192 -188
4. Personnel expenses
a) Wages and salaries
b) Social security contributions and expenses for
pensions and other benefits
-634
-81
-702
-73
5. Amortization and depreciation of intangible assets
and property. plant and equipment
-11 -14
6. Other operating expenses -708 -421
7. Income from investments 982 1,770
8. Income from other securities and loans 0 24
9. Other interest and similar income 91 34
10. Write-downs of financial assets and
securities classified as current assets
-2 -17
11. Taxes on income -202 -49
12. Other taxes -0 -0
13. Net result for the period 427 1,652

Page 26

CONTACT FinLab AG Grüneburgweg 18 60322 Frankfurt am Main [email protected] Telephone +49 (0) 69 . 719 1280-0